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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the Fiscal Year Ended September 30, 2019
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or
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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27-4576073
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(State or Other Jurisdiction of
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(I.R.S. Employer
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Incorporation or Organization)
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Identification No.)
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280 Park Avenue, 6th Floor East, New York, NY 10017
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10017
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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, par value $0.001 per share
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MCC
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The New York Stock Exchange
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6.500% Notes due 2021
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MCX
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The New York Stock Exchange
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6.125% Notes due 2023
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MCV
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The New York Stock Exchange
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Page
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“we”, “us”, “our”, “Medley Capital” and the “Company” refer to Medley Capital Corporation, a Delaware corporation, and its subsidiaries for the periods after our consummation of the formation transaction and to Medley Capital BDC LLC, a Delaware limited liability company, for the periods prior to our consummation of the formation transaction described elsewhere in this Form 10-K;
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“MCC Advisors” and the “Adviser” refer to MCC Advisors LLC, our investment adviser; MCC Advisors is a wholly owned subsidiary of Medley LLC, which is controlled by Medley Management Inc. (“MDLY”), a publicly traded asset management firm, which in turn is controlled by Medley Group LLC, an entity wholly owned by the senior professionals of Medley LLC; and
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“Medley” refers, collectively, to the activities and operations of Medley Capital LLC, Medley LLC, MDLY, Medley Group LLC, MCC Advisors, associated investment funds and their respective affiliates.
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negotiation and execution of a term sheet;
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on-site visits;
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interviews with management, employees, customers and vendors;
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review of loan documents and material contracts, as applicable;
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obtaining background checks on all principals/partners/founders;
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completing customer and supplier calls;
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review of tax and accounting issues related to a contemplated capital structure;
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developing a financial model with sensitivity analysis that includes a management case, expected case and downside case;
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receiving third party reports such as environmental, appraisal and consulting reports, as applicable.
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monthly or quarterly financial statements
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annual audits and management letters
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monthly or quarterly covenant certificates
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quarterly industry updates
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monthly or quarterly management discussion & analysis
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quarterly customer and supplier concentration updates
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monthly or quarterly bank statements
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quarterly backlog/pipeline reports
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annual insurance certificates
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annual budgets and forecasts.
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Credit
Rating
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Definition
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1
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Investments that are performing above expectations.
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2
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Investments that are performing within expectations, with risks that are neutral or favorable compared to risks at the time of origination.
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All new loans are rated ‘2’.
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3
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Investments that are performing below expectations and that require closer monitoring, but where no loss of interest, dividend or principal is expected.
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Companies rated ‘3’ may be out of compliance with financial covenants, however, loan payments are generally not past due.
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4
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Investments that are performing below expectations and for which risk has increased materially since origination.
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Some loss of interest or dividend is expected but no loss of principal.
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In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due (but generally not more than 180 days past due).
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5
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Investments that are performing substantially below expectations and whose risks have increased substantially since origination.
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Most or all of the debt covenants are out of compliance and payments are substantially delinquent.
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Some loss of principal is expected.
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selecting investments that we believe have a low probability of loss of principal;
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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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Fair Value
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Percentage
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Multisector Holdings
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$
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69,949
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17.6
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%
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Construction & Building
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59,608
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15.0
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Services: Business
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49,512
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12.5
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High Tech Industries
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38,254
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9.6
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Healthcare & Pharmaceuticals
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25,698
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6.5
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Energy: Oil & Gas
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23,632
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6.0
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Hotel, Gaming & Leisure
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21,127
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5.3
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Wholesale
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13,850
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3.5
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Services: Consumer
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13,278
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3.3
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Containers, Packaging & Glass
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12,637
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3.2
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Capital Equipment
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10,680
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2.7
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Automotive
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10,375
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2.6
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Banking, Finance, Insurance & Real Estate
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10,000
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2.5
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Aerospace & Defense
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8,604
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2.2
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Consumer goods: Non-durable
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6,326
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1.6
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Consumer goods: Durable
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6,170
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1.6
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Environmental Industries
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3,991
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1.0
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Metals & Mining
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3,436
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0.9
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Forest Products & Paper
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2,830
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0.7
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Media: Broadcasting & Subscription
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2,408
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0.6
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Chemicals, Plastics & Rubber
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2,277
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0.6
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Media: Advertising, Printing & Publishing
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1,715
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0.4
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Retail
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532
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0.1
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Total
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$
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396,889
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100.0
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%
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Fair Value
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Percentage
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Services: Business
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$
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95,021
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14.5
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%
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Construction & Building
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92,850
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14.2
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Multisector Holdings
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78,371
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12.0
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High Tech Industries
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65,662
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10.0
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Healthcare & Pharmaceuticals
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46,020
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7.0
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Energy: Oil & Gas
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45,584
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7.0
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Aerospace & Defense
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36,714
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5.6
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Hotel, Gaming & Leisure
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32,487
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5.0
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Containers, Packaging & Glass
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24,219
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3.7
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Banking, Finance, Insurance & Real Estate
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22,587
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3.4
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Wholesale
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18,515
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2.8
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Services: Consumer
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16,940
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2.6
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Consumer goods: Durable
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15,307
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2.3
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Automotive
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13,027
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2.0
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Capital Equipment
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12,944
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2.0
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Metals & Mining
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8,814
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1.3
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Consumer goods: Non-durable
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6,252
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0.9
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Retail
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5,802
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0.9
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Media: Broadcasting & Subscription
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5,703
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0.9
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Chemicals, Plastics & Rubber
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4,078
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0.6
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Environmental Industries
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3,283
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0.5
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Media: Advertising, Printing & Publishing
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2,750
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0.4
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Forest Products & Paper
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2,500
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0.4
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Total
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$
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655,430
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100.0
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%
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Name of Portfolio Company
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Sector
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Security Owned by Us
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Maturity
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Interest Rate(1)
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Principal Due at Maturity
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Fair Value
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% of Net Assets
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1888 Industrial Services, LLC
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Energy: Oil & Gas
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Senior Secured First Lien Term Loan A
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9/30/2021
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7.10
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%
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$
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9,304,145
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$
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9,304,145
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4.3
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%
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1888 Industrial Services, LLC
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Energy: Oil & Gas
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Senior Secured First Lien Term Loan B
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9/30/2021
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10.10
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%
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23,547,567
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5,886,892
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2.7
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%
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1888 Industrial Services, LLC
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Energy: Oil & Gas
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Senior Secured First Lien Term Loan C
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6/30/2021
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7.10
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%
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1,170,014
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1,170,014
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0.5
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%
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1888 Industrial Services, LLC
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Energy: Oil & Gas
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Senior Secured First Lien Term Loan D
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9/18/2020
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7.10
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%
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224,456
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224,456
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0.1
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%
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1888 Industrial Services, LLC
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Energy: Oil & Gas
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Revolving Credit Facility
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9/30/2021
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7.10
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%
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4,387,025
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4,387,025
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2.0
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%
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1888 Industrial Services, LLC
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Energy: Oil & Gas
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Equity
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—
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—
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0.0
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%
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Access Media Holdings, LLC
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Media: Broadcasting & Subscription
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Senior Secured First Lien Term Loan
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7/22/2020
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10.00
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%
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10,036,355
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2,509,089
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1.2
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%
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Access Media Holdings, LLC
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Media: Broadcasting & Subscription
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Preferred Equity Series A
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1,600,000
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—
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0.0
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%
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Access Media Holdings, LLC
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Media: Broadcasting & Subscription
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Preferred Equity Series AA
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800,000
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—
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0.0
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%
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Access Media Holdings, LLC
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Media: Broadcasting & Subscription
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Preferred Equity Series AAA
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971,200
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(100,800
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)
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0.0
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%
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Access Media Holdings, LLC
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Media: Broadcasting & Subscription
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Equity
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—
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—
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0.0
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%
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Alpine SG, LLC
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High Tech Industries
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Senior Secured First Lien Term Loan
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11/16/2022
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7.76
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%
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5,061,750
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5,020,244
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2.3
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%
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Alpine SG, LLC
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High Tech Industries
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Senior Secured First Lien Delayed Draw Term Loan
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11/16/2022
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7.76
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%
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2,444,350
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2,424,306
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1.1
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%
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Alpine SG, LLC
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High Tech Industries
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Revolving Credit Facility
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11/16/2022
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—
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(8,200
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)
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0.0
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%
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American Dental Partners, Inc.
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Healthcare & Pharmaceuticals
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Senior Secured Second Lien Term Loan
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9/25/2023
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10.60
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%
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4,387,500
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4,274,741
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2.0
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%
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Autosplice, Inc.
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High Tech Industries
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Senior Secured First Lien Term Loan
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6/17/2020
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10.33
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%
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13,336,018
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13,252,001
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6.1
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%
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Avantor, Inc.
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Wholesale
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Equity
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—
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13,849,752
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6.4
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%
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Barry's Bootcamp Holdings, LLC
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Services: Consumer
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Senior Secured First Lien Term Loan
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7/14/2022
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8.10
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%
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7,609,499
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7,609,499
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3.5
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%
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Barry's Bootcamp Holdings, LLC
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Services: Consumer
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Senior Secured First Lien Delayed Draw Term Loan
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7/14/2022
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8.83
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%
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1,268,251
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1,268,251
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0.6
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%
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Barry's Bootcamp Holdings, LLC
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Services: Consumer
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Revolving Credit Facility
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7/14/2022
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8.26
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%
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4,400,000
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4,400,000
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2.0
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%
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Be Green Packaging, LLC
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Containers, Packaging & Glass
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Equity
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|
—
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|
—
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0.0
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%
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|||
Black Angus Steakhouses, LLC
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Hotel, Gaming & Leisure
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|
Senior Secured First Lien Term Loan
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|
4/24/2020
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11.26
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%
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7,341,518
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|
7,307,747
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3.4
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%
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Black Angus Steakhouses, LLC
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Hotel, Gaming & Leisure
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Senior Secured First Lien Delayed Draw Term Loan
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4/24/2020
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—
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(4,107
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)
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0.0
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%
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|||
Black Angus Steakhouses, LLC
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Hotel, Gaming & Leisure
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Revolving Credit Facility
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4/24/2020
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11.26
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%
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|
892,857
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890,804
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0.4
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%
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Caddo Investors Holdings LLC
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Forest Products & Paper
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Equity
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10.25
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%
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|
—
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|
2,830,051
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1.3
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%
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||
Capstone Nutrition Development, LLC
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Healthcare & Pharmaceuticals
|
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Equity
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|
|
|
|
|
—
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|
|
1,383,319
|
|
|
0.6
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%
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|||
CPI International, Inc.
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Aerospace & Defense
|
|
Senior Secured Second Lien Term Loan
|
|
7/28/2025
|
|
9.29
|
%
|
|
3,010,025
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|
|
2,937,483
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|
|
1.4
|
%
|
||
Crow Precision Components, LLC
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|
Aerospace & Defense
|
|
Equity
|
|
|
|
|
|
—
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|
|
666,998
|
|
|
0.3
|
%
|
Name of Portfolio Company
|
|
Sector
|
|
Security Owned by Us
|
|
Maturity
|
|
Interest Rate(1)
|
|
Principal Due at Maturity
|
|
Fair Value
|
|
% of Net Assets
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
CT Technologies Intermediate Holdings, Inc.
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured Second Lien Term Loan
|
|
12/1/2022
|
|
11.04
|
%
|
|
7,500,000
|
|
|
6,345,750
|
|
|
2.9
|
%
|
||
DataOnline Corp.
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan
|
|
7/31/2025
|
|
8.01
|
%
|
|
15,840,000
|
|
|
15,607,152
|
|
|
7.2
|
%
|
||
DataOnline Corp.
|
|
High Tech Industries
|
|
Revolving Credit Facility
|
|
7/31/2024
|
|
|
|
—
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|
|
(18,900
|
)
|
|
0.0
|
%
|
|||
Dermatologists of Southwestern Ohio, LLC
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan
|
|
4/20/2022
|
|
8.54
|
%
|
|
1,065,457
|
|
|
1,056,614
|
|
|
0.5
|
%
|
||
Dermatologists of Southwestern Ohio, LLC
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Delayed Draw Term Loan
|
|
4/20/2022
|
|
8.54
|
%
|
|
404,248
|
|
|
400,893
|
|
|
0.2
|
%
|
||
Dream Finders Homes, LLC
|
|
Construction & Building
|
|
Senior Secured First Lien Term Loan B
|
|
4/1/2020
|
|
10.00
|
%
|
|
1,613,455
|
|
|
1,613,455
|
|
|
0.7
|
%
|
||
Dream Finders Homes, LLC
|
|
Construction & Building
|
|
Preferred Equity
|
|
|
|
8.00
|
%
|
|
4,185,480
|
|
|
3,315,319
|
|
|
1.5
|
%
|
||
Dynamic Energy Services International LLC
|
|
Energy: Oil & Gas
|
|
Senior Secured First Lien Term Loan
|
|
12/31/2021
|
|
15.71
|
%
|
|
11,124,375
|
|
|
1,264,841
|
|
|
0.6
|
%
|
||
Dynamic Energy Services International LLC
|
|
Energy: Oil & Gas
|
|
Revolving Credit Facility
|
|
12/31/2019
|
|
12.00
|
%
|
|
545,103
|
|
|
545,103
|
|
|
0.2
|
%
|
||
Dynamic Energy Services International LLC
|
|
Energy: Oil & Gas
|
|
Equity
|
|
|
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
FKI Security Group, LLC
|
|
Capital Equipment
|
|
Senior Secured First Lien Term Loan
|
|
3/30/2020
|
|
10.83
|
%
|
|
10,906,250
|
|
|
10,680,491
|
|
|
4.9
|
%
|
||
Footprint Acquisition, LLC
|
|
Services: Business
|
|
Preferred Equity
|
|
|
|
8.75
|
%
|
|
7,281,664
|
|
|
7,281,664
|
|
|
3.4
|
%
|
||
Footprint Acquisition, LLC
|
|
Services: Business
|
|
Equity
|
|
|
|
|
|
—
|
|
|
3,347,965
|
|
|
1.5
|
%
|
|||
Freedom Powersports, LLC
|
|
Automotive
|
|
Senior Secured First Lien Term Loan
|
|
11/11/2019
|
|
12.33
|
%
|
|
9,450,000
|
|
|
9,450,000
|
|
|
4.4
|
%
|
||
Global Accessories Group, LLC
|
|
Consumer goods: Non-durable
|
|
Equity
|
|
|
|
|
|
—
|
|
|
151,339
|
|
|
0.1
|
%
|
|||
Imagine! Print Solutions, LLC
|
|
Media: Advertising, Printing & Publishing
|
|
Senior Secured Second Lien Term Loan
|
|
6/21/2023
|
|
10.80
|
%
|
|
3,000,000
|
|
|
1,715,100
|
|
|
0.8
|
%
|
||
Impact Sales, LLC
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan
|
|
6/27/2023
|
|
8.60
|
%
|
|
3,254,623
|
|
|
3,104,911
|
|
|
1.4
|
%
|
||
Impact Sales, LLC
|
|
Services: Business
|
|
Senior Secured First Lien Delayed Draw Term Loan
|
|
6/27/2023
|
|
8.62
|
%
|
|
9,430,010
|
|
|
8,996,229
|
|
|
4.2
|
%
|
||
InterFlex Acquisition Company, LLC
|
|
Containers, Packaging & Glass
|
|
Senior Secured First Lien Term Loan
|
|
8/18/2022
|
|
11.04
|
%
|
|
13,259,175
|
|
|
12,637,320
|
|
|
5.8
|
%
|
||
JFL-NGS Partners, LLC
|
|
Construction & Building
|
|
Preferred Equity - A-2 Preferred
|
|
|
|
3.00
|
%
|
|
20,150,684
|
|
|
20,150,684
|
|
|
9.3
|
%
|
||
JFL-NGS Partners, LLC
|
|
Construction & Building
|
|
Preferred Equity - A-1 Preferred
|
|
|
|
3.00
|
%
|
|
2,607,661
|
|
|
2,607,661
|
|
|
1.2
|
%
|
||
JFL-NGS Partners, LLC
|
|
Construction & Building
|
|
Equity
|
|
|
|
|
|
—
|
|
|
19,096,371
|
|
|
8.8
|
%
|
|||
JFL-WCS Partners, LLC
|
|
Environmental Industries
|
|
Preferred Equity - Class A Preferred
|
|
|
|
6.00
|
%
|
|
1,236,269
|
|
|
1,236,269
|
|
|
0.6
|
%
|
||
JFL-WCS Partners, LLC
|
|
Environmental Industries
|
|
Equity
|
|
|
|
|
|
—
|
|
|
2,755,041
|
|
|
1.3
|
%
|
|||
Kemmerer Operations, LLC
|
|
Metals & Mining
|
|
Senior Secured First Lien Term Loan
|
|
6/21/2023
|
|
15.00
|
%
|
|
1,766,511
|
|
|
1,766,511
|
|
|
0.8
|
%
|
||
Kemmerer Operations, LLC
|
|
Metals & Mining
|
|
Senior Secured First Lien Delayed Draw Term Loan
|
|
6/21/2023
|
|
15.00
|
%
|
|
706,604
|
|
|
706,604
|
|
|
0.3
|
%
|
||
Kemmerer Operations, LLC
|
|
Metals & Mining
|
|
Equity
|
|
|
|
|
|
—
|
|
|
962,717
|
|
|
0.4
|
%
|
|||
L & S Plumbing Partnership, Ltd.
|
|
Construction & Building
|
|
Senior Secured First Lien Term Loan
|
|
2/15/2022
|
|
9.62
|
%
|
|
5,345,754
|
|
|
5,345,754
|
|
|
2.5
|
%
|
Name of Portfolio Company
|
|
Sector
|
|
Security Owned by Us
|
|
Maturity
|
|
Interest Rate(1)
|
|
Principal Due at Maturity
|
|
Fair Value
|
|
% of Net Assets
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Lighting Science Group Corporation
|
|
Containers, Packaging & Glass
|
|
Warrants
|
|
2/19/2024
|
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
Manna Pro Products, LLC
|
|
Consumer goods: Non-durable
|
|
Senior Secured First Lien Term Loan
|
|
12/8/2023
|
|
8.05
|
%
|
|
5,398,622
|
|
|
5,132,470
|
|
|
2.4
|
%
|
||
Manna Pro Products, LLC
|
|
Consumer goods: Non-durable
|
|
Senior Secured First Lien Delayed Draw Term Loan
|
|
12/8/2023
|
|
8.04
|
%
|
|
1,096,209
|
|
|
1,042,166
|
|
|
0.5
|
%
|
||
MCC Senior Loan Strategy JV I LLC
|
|
Multisector Holdings
|
|
Equity
|
|
|
|
|
|
—
|
|
|
69,948,970
|
|
|
32.3
|
%
|
|||
NVTN LLC
|
|
Hotel, Gaming & Leisure
|
|
Senior Secured First Lien Term Loan
|
|
11/9/2020
|
|
6.04
|
%
|
|
4,255,990
|
|
|
4,255,990
|
|
|
2.0
|
%
|
||
NVTN LLC
|
|
Hotel, Gaming & Leisure
|
|
Senior Secured First Lien Term Loan B
|
|
11/9/2020
|
|
11.29
|
%
|
|
13,436,693
|
|
|
7,152,352
|
|
|
3.3
|
%
|
||
NVTN LLC
|
|
Hotel, Gaming & Leisure
|
|
Senior Secured First Lien Term Loan C
|
|
11/9/2020
|
|
14.04
|
%
|
|
8,747,134
|
|
|
—
|
|
|
0.0
|
%
|
||
NVTN LLC
|
|
Hotel, Gaming & Leisure
|
|
Equity
|
|
|
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
Path Medical, LLC
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan
|
|
10/11/2021
|
|
11.60
|
%
|
|
9,534,512
|
|
|
8,845,167
|
|
|
4.1
|
%
|
||
Path Medical, LLC
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan A
|
|
10/11/2021
|
|
11.60
|
%
|
|
3,284,977
|
|
|
3,047,473
|
|
|
1.4
|
%
|
||
Path Medical, LLC
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan C
|
|
10/11/2021
|
|
12.26
|
%
|
|
344,463
|
|
|
344,291
|
|
|
0.2
|
%
|
||
Path Medical, LLC
|
|
Healthcare & Pharmaceuticals
|
|
Warrants
|
|
1/9/2027
|
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
Point.360
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan
|
|
7/8/2020
|
|
8.10
|
%
|
|
2,563,464
|
|
|
590,366
|
|
|
0.3
|
%
|
||
Quantum Spatial, Inc.
|
|
Aerospace & Defense
|
|
Senior Secured First Lien Term Loan
|
|
9/5/2024
|
|
7.32
|
%
|
|
5,000,000
|
|
|
5,000,000
|
|
|
2.3
|
%
|
||
RateGain Technologies, Inc.
|
|
Services: Business
|
|
Unsecured Debt
|
|
7/31/2020
|
|
|
|
761,905
|
|
|
761,905
|
|
|
0.4
|
%
|
|||
RateGain Technologies, Inc.
|
|
Services: Business
|
|
Unsecured Debt
|
|
7/31/2021
|
|
|
|
761,905
|
|
|
761,905
|
|
|
0.4
|
%
|
|||
Redwood Services Group, LLC
|
|
Services: Business
|
|
Revolving Credit Facility
|
|
6/6/2023
|
|
8.12
|
%
|
|
875,000
|
|
|
860,475
|
|
|
0.4
|
%
|
||
Sendero Drilling Company, LLC
|
|
Energy: Oil & Gas
|
|
Unsecured Debt
|
|
8/31/2021
|
|
8.00
|
%
|
|
850,000
|
|
|
850,000
|
|
|
0.4
|
%
|
||
Seotowncenter, Inc.
|
|
Services: Business
|
|
Equity
|
|
|
|
|
|
—
|
|
|
1,236,301
|
|
|
0.6
|
%
|
|||
SFP Holding, Inc.
|
|
Construction & Building
|
|
Senior Secured First Lien Term Loan
|
|
9/1/2022
|
|
8.35
|
%
|
|
4,820,605
|
|
|
4,775,291
|
|
|
2.2
|
%
|
||
SFP Holding, Inc.
|
|
Construction & Building
|
|
Senior Secured First Lien Delayed Draw Term Loan
|
|
9/1/2022
|
|
8.51
|
%
|
|
1,871,234
|
|
|
1,853,644
|
|
|
0.9
|
%
|
||
SFP Holding, Inc.
|
|
Construction & Building
|
|
Equity
|
|
|
|
|
|
—
|
|
|
849,545
|
|
|
0.4
|
%
|
|||
Ship Supply Acquisition Corporation
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan
|
|
7/31/2020
|
|
10.26
|
%
|
|
7,433,740
|
|
|
—
|
|
|
0.0
|
%
|
||
SMART Financial Operations, LLC
|
|
Retail
|
|
Equity
|
|
|
|
|
|
—
|
|
|
532,000
|
|
|
0.2
|
%
|
|||
Stancor, Inc.
|
|
Services: Business
|
|
Equity
|
|
|
|
|
|
—
|
|
|
274,367
|
|
|
0.1
|
%
|
|||
Starfish Holdco, LLC
|
|
High Tech Industries
|
|
Senior Secured Second Lien Term Loan
|
|
8/18/2025
|
|
11.04
|
%
|
|
2,000,000
|
|
|
1,977,000
|
|
|
0.9
|
%
|
||
TPG Plastics LLC
|
|
Chemicals, Plastics & Rubber
|
|
Senior Secured Second Lien Term Loan
|
|
12/31/2019
|
|
15.00
|
%
|
|
352,984
|
|
|
352,984
|
|
|
0.2
|
%
|
||
TPG Plastics LLC
|
|
Chemicals, Plastics & Rubber
|
|
Unsecured Debt
|
|
|
|
10.00
|
%
|
|
278,810
|
|
|
278,810
|
|
|
0.1
|
%
|
Name of Portfolio Company
|
|
Sector
|
|
Security Owned by Us
|
|
Maturity
|
|
Interest Rate(1)
|
|
Principal Due at Maturity
|
|
Fair Value
|
|
% of Net Assets
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
TPG Plastics LLC
|
|
Chemicals, Plastics & Rubber
|
|
Equity
|
|
|
|
|
|
—
|
|
|
1,644,752
|
|
|
0.8
|
%
|
|||
URT Acquisition Holdings Corporation
|
|
Services: Business
|
|
Senior Secured Second Lien Term Loan
|
|
5/2/2022
|
|
10.26
|
%
|
|
18,905,403
|
|
|
18,905,403
|
|
|
8.7
|
%
|
||
URT Acquisition Holdings Corporation
|
|
Services: Business
|
|
Preferred Equity
|
|
|
|
12.00
|
%
|
|
6,552,890
|
|
|
4,914,667
|
|
|
2.3
|
%
|
||
URT Acquisition Holdings Corporation
|
|
Services: Business
|
|
Equity
|
|
|
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
US Multifamily, LLC
|
|
Banking, Finance, Insurance & Real Estate
|
|
Senior Secured First Lien Term Loan
|
|
6/17/2021
|
|
10.00
|
%
|
|
6,670,000
|
|
|
6,670,000
|
|
|
3.1
|
%
|
||
US Multifamily, LLC
|
|
Banking, Finance, Insurance & Real Estate
|
|
Equity
|
|
|
|
|
|
—
|
|
|
3,330,000
|
|
|
1.5
|
%
|
|||
Velocity Pooling Vehicle, LLC
|
|
Automotive
|
|
Senior Secured First Lien Term Loan
|
|
4/28/2023
|
|
13.10
|
%
|
|
894,050
|
|
|
789,715
|
|
|
0.4
|
%
|
||
Velocity Pooling Vehicle, LLC
|
|
Automotive
|
|
Equity
|
|
|
|
|
|
—
|
|
|
20,893
|
|
|
0.0
|
%
|
|||
Velocity Pooling Vehicle, LLC
|
|
Automotive
|
|
Warrants
|
|
3/30/2028
|
|
|
|
—
|
|
|
24,983
|
|
|
0.0
|
%
|
|||
Walker Edison Furniture Company LLC
|
|
Consumer goods: Durable
|
|
Senior Secured First Lien Term Loan
|
|
9/26/2024
|
|
8.83
|
%
|
|
3,611,900
|
|
|
3,611,900
|
|
|
1.7
|
%
|
||
Walker Edison Furniture Company LLC
|
|
Consumer goods: Durable
|
|
Equity
|
|
|
|
|
|
—
|
|
|
2,557,657
|
|
|
1.2
|
%
|
|||
Watermill-QMC Midco, Inc.
|
|
Automotive
|
|
Equity
|
|
|
|
|
|
—
|
|
|
88,989
|
|
|
0.0
|
%
|
(1)
|
All interest is payable in cash and/or PIK, and all London Interbank Offering Rate (“LIBOR”) represents 1 and 3 Month LIBOR unless otherwise indicated. For each debt investment, we have provided the current interest rate as of September 30, 2019.
|
Portfolio Company
|
|
Brief Description of Portfolio Company
|
|
|
|
1888 Industrial Services, LLC
|
|
1888 Industrial Services, LLC (“1888”) provides field support services to oil and gas independent producers, drilling companies and midstream companies in the Denver-Julesburg Basin, with headquarters in the heart of the Wattenberg region in Greeley, CO. 1888 builds, repairs, modifies and maintains oil and gas production equipment, sites, wells and pipelines.
|
Access Media Holdings, LLC
|
|
Access Media Holdings, LLC (d/b/a Access Media 3, Inc.) headquartered in Oak Brook, IL, is a triple-play provider of digital satellite television, high speed internet and voice services to the residential multi-dwelling unit market in the United States.
|
Alpine SG, LLC
|
|
Alpine SG, LLC ("Alpine SG") is an aggregator of niche, vertically oriented software businesses. Each acquired business operates independently with oversight from the Alpine SG management team. The platform at close includes the following five companies: CSF, Aerialink, Minute Menu, Bill4Time, and Exym.
|
American Dental Partners, Inc.
|
|
American Dental Partners, Inc., founded in 1995 and headquartered in Wakefield, MA, provides dental groups with critical administrative functions, enabling dentists to focus on clinical care.
|
Portfolio Company
|
|
Brief Description of Portfolio Company
|
|
|
|
Autosplice, Inc.
|
|
Autosplice, Inc. (“Autosplice”), founded in 1954 and headquartered in San Diego, CA, is a global supplier of highly engineered, mission-critical electrical interconnectors to OEMs and Tier 1 suppliers. Autosplice serves a wide variety of end-markets, providing the automotive, industrial, telecommunications, medical, transportation, consumer, and other applications.
|
Avantor, Inc.
|
|
Avantor, Inc. is a global provider of products and services to the biopharma, healthcare, education & government, and advanced technologies & applied materials industries.
|
Barry's Bootcamp Holdings, LLC
|
|
Barry’s Bootcamp Holdings, LLC, founded in 1998 and headquartered in Los Angeles, CA, is a leading boutique fitness studio operator offering hour-long workouts that focus on high-intensity interval training, cardio, and strength training.
|
Be Green Packaging, LLC
|
|
Be Green Packaging, LLC, founded in 2007 and headquartered in Thousand Oaks, CA, designs and manufactures sustainable, tree-free, molded fiber products and packaging for the food service and consumer packaged goods end markets.
|
Black Angus Steakhouses, LLC
|
|
Black Angus Steakhouses, LLC, founded in 1964 and headquartered in Los Altos, CA, operates restaurants across six states including California, Arizona, Alaska, New Mexico, Washington, and Hawaii.
|
Caddo Investors Holdings 1 LLC
|
|
Caddo Investors Holdings 1 LLC (d/b/a TexMark Timber Treasury, L.P.), consists of ~1.1 million acres of high quality and relatively young timber lands located in East Texas.
|
Capstone Nutrition Development, LLC
|
|
Capstone Nutrition Development, LLC ("Capstone") which is headquartered in Ogden, UT is a pure-play developer and manufacturer in the nutrition industry. Since 1992, Capstone has been developing, producing, and packaging capsule, tablet, and powder products for a variety of customers in the United States and Internationally.
|
CPI International, Inc.
|
|
CPI International, Inc., headquartered in Palo Alto, CA. develops and manufactures microwave, radio frequency, power, and control products for critical communications, defense and medical applications.
|
Crow Precision Components, LLC
|
|
Crow Precision Components, LLC is a Fort Worth, TX based forger of aluminum and steel used for mission critical aircraft components, among other end markets.
|
CT Technologies Intermediate Holdings, Inc.
|
|
CT Technologies Intermediate Holdings, Inc., founded in 1976 and located in Alpharetta, GA, is a provider of outsourced release-of-information services, which involves the interaction between healthcare providers, who possess protected medical information, and authorized requestors, who are entitled to receive that information for various commercial, legal, or personal purposes.
|
DataOnline Corp.
|
|
DataOnline Corp. ("DataOnline") is a global provider of M2M solutions specifically for the monitoring of both fixed and mobile remote industrial assets. DataOnline specializes in robust and reliable devices & sensors, remote data collection, global wireless communications & web-based applications.
|
Dermatologists of Southwestern Ohio, LLC
|
|
Dermatologists of Southwestern Ohio, LLC, headquartered in Dayton, OH, serves dermatology clinics throughout Ohio.
|
Dream Finders Homes, LLC
|
|
Dream Finders Homes, LLC ("DFH"), founded in 2009 and headquartered in Jacksonville, FL, is a residential homebuilder currently operating in the greater Jacksonville, FL market. DFH builds both single-family homes and townhomes, and is developing and building units in a number of attractive communities across Clay County, St. John’s County, and Nassau County.
|
Dynamic Energy Services International LLC
|
|
Dynamic Energy Services International LLC, headquartered in Wayne, PA, is a provider of full-service fabrication, construction and maintenance services to a broad range of worldwide markets including oil and gas, industrial and petrochemical markets.
|
FKI Security Group, LLC
|
|
FKI Security Group, LLC, founded in 1951 and headquartered in New Albany, IN, is a global manufacturer and national service provider of security, safety and asset protection products used in a variety of industries, including the financial services, government, retail, education, and medical end markets.
|
Footprint Acquisition, LLC
|
|
Footprint Acquisition, LLC, headquartered in Lisle, IL, is a provider of in store merchandising and logistics solutions to major retailers and consumer packaged goods manufacturers.
|
Freedom Powersports, LLC
|
|
Freedom Powersports, LLC, headquartered in Weatherford, TX and founded in 2013, is a powersports dealer with locations in Texas, Georgia and Alabama.
|
Global Accessories Group, LLC
|
|
Global Accessories Group, LLC, headquartered in New York City, designs, manufactures, and sells custom-themed jewelry and accessory collections. These collections are tailored to leading retailers in the specialty, department store, off-price and juniors markets.
|
The Imagine Group, LLC
|
|
The Imagine Group, LLC, founded in 1988 and headquartered in Minneapolis, MN, is a provider of in-store marketing solutions in North America providing comprehensive in-store, point-of-purchase / point of sale marketing campaigns.
|
Impact Group, LLC
|
|
Impact Group, LLC is a Boise, Idaho based sales and marketing agency providing outsourced sales, marketing and merchandising services to consumer packaged goods manufacturers.
|
InterFlex Acquisition Company, LLC
|
|
InterFlex Acquisition Company, LLC, headquartered in Wilkesboro, NC, is a comprehensive provider of specialized printed and converted flexible packaging solutions for food and consumer packaged goods producers throughout the USA and UK.
|
JFL-NGS Partners, LLC
|
|
JFL-NGS Partners, LLC (d/b/a NorthStar Group Services, Inc.), is a one-stop provider of demolition and environmental remediation services including demolition, asset & scrap recovery, abatement of asbestos, lead, and mold, and disaster response.
|
JFL-WCS Partners, LLC
|
|
JFL-WCS Partners, LLC (d/b/a Waste Control Specialists LLC), headquartered in Dallas, Texas, operates a state-of-the-art facility for the processing, treatment, storage and disposal of LLRW, hazardous waste, and mixed hazardous and radioactive wastes.
|
Kemmerer Operations, LLC
|
|
Kemmerer Operations, LLC, location in Wyoming, is a producer of high-value thermal coal and surface-mined coal.
|
L & S Plumbing Partnership, Ltd.
|
|
L & S Plumbing Partnership, Ltd., founded in 1984 and headquartered in Richardson, TX, is a provider of plumbing, electrical and HVAC installation services for new single family home development in Texas.
|
Portfolio Company
|
|
Brief Description of Portfolio Company
|
|
|
|
Lighting Science Group Corporation
|
|
Lighting Science Group Corporation (“LSG”), headquartered in Satellite Beach, FL, is one of the world’s light emitting diode (“LED”) lighting technology companies. LSG designs, develops and markets general illumination products that exclusively use LEDs as their light source. The LSG’s broad product portfolio includes LED-based retrofit lamps (replacement bulbs) used in existing light fixtures as well as purpose-built LED-based luminaires (light fixtures).
|
Manna Pro Products, LLC
|
|
Manna Pro Products, LLC (“Manna Pro”), founded in 1985 and headquartered in Chesterfield, MO, is a manufacturer and distributor of pet nutrition and care products. Manna Pro targets five core animal end markets: dog & cat, horse, backyard chicken, other backyard pets and deer.
|
MCC Senior Loan Strategy JV I LLC
|
|
MCC Senior Loan Strategy JV I LLC commenced operations on July 15, 2015 and generates current income and capital appreciation by investing primarily in the debt of privately-held middle market companies in the United States with a focus on senior secured first lien term loans (see Note 3 "Investments" in Item 8. "Consolidated Financial Statements and Supplementary Data").
|
NVTN LLC
|
|
NVTN LLC (d/b/a “Dick’s Last Resort”), established in 1985 and headquartered in Nashville, TN, operates company owned restaurants and earns a licensing fee on licensed restaurants located throughout the United States. Dick’s Last Resort has developed an identifiable brand for its unique casual dining restaurant concept that targets tourists and business travelers in high foot traffic locations.
|
Path Medical, LLC
|
|
Path Medical, LLC, founded in 1993, is a provider of fully-integrated acute trauma treatment and diagnostic imaging solutions to patients injured in automobile and non-work related accidents throughout Florida.
|
Point.360
|
|
Point.360, headquartered in Los Angeles, CA is a full-service content management company with several facilities strategically located throughout Los Angeles supporting all aspects of postproduction.
|
Quantum Spatial, Inc.
|
|
Quantum Spatial, Inc., founded in 1969 and headquartered in Sheboygan, Wisconsin, collects and analyzes geospatial data and imagery for a variety of terrain mapping use cases by commercial, state/regional and federal customers.
|
RateGain Technologies, Inc.
|
|
RateGain Technologies, Inc. provides hospitality and travel technology solutions for revenue management decision support, rate intelligence, electronic distribution and brand engagement helping customers across the world in streamlining their operations and sales.
|
Redwood Services Group, LLC
|
|
Redwood Services Group, LLC is a group of regional IT managed service providers that provide fully outsourced IT services to small and medium sized businesses.
|
Sendero Drilling Company, LLC
|
|
Sendero Drilling Company, LLC, founded in 2010 as a wholly owned subsidiary of Pioneer Natural Resources, is a land drilling contractor headquartered in San Angelo, TX.
|
Seotowncenter, Inc.
|
|
Seotowncenter, Inc., founded in 2009 and based in Lehi, UT, is a tech-enabled business services company that delivers white label search engine optimization and local search and digital campaign fulfillment to the small and midsize business market.
|
SFP Holding, Inc.
|
|
SFP Holding, Inc., founded in 1999 and headquartered in St. Paul, MN, is a provider of fire and life safety security systems.
|
Ship Supply Acquisition Corporation
|
|
Ship Supply Acquisition Corporation, founded in 1968 and headquartered in Miami, FL, is a logistics services business that provides products and maritime services for commercial and military marine vessels through four segments: (i) global logistics services, (ii) comprehensive husbandry services, (iii) full service vessel management to large passenger-carrying vessels, and (iv) fuel broker services.
|
SMART Financial Operations, LLC
|
|
SMART Financial Operations, LLC, headquartered in Orlando, FL, is a specialty retail platform initially comprised of three distinct retail pawn store chains and a pawn industry consulting firm.
|
Stancor, Inc.
|
|
Stancor, Inc., founded in 1985 and based out of Monroe, CT, is a designer and manufacturer of electric submersible pumps, control, accessories, and parts.
|
Starfish Holdco, LLC
|
|
Starfish Holdco, LLC (d/b/a Syncsort) through its subsidiaries will be a global software company specializing in Big Data, high speed sorting products, data protection, data quality and integration software and services, for mainframe, power systems and open system environments to enterprise customers.
|
TPG Plastics LLC
|
|
TPG Plastics LLC ("TPG"), founded in 1997 and based in Willowbrook, IL, is a full-service manufacturer of blow molded plastic components and systems for a targeted set of growing applications and end markets. TPG operates two complementary businesses: a custom business serving original equipment manufacturer customers and a proprietary line of consumer products sold through retailers and distributors.
|
URT Acquisition Holdings Corporation
|
|
URT Acqusition Holdings Corporation (d/b/a United Road Towing or “URT”) headquartered in Moneka, IL is an integrated towing company in the United States. URT provides a complete range of towing, vehicle storage and vehicle auction services.
|
US Multifamily, LLC
|
|
US Multifamily, LLC (“US Multifamily”) is a real estate private equity firm headquartered in Atlantic Beach, FL, with offices in Atlanta, Georgia and Charlotte, North Carolina. US Multifamily is focused on distressed multifamily assets primarily located in the Southeastern region of the United States.
|
Velocity Pooling Vehicle, LLC
|
|
Velocity Pooling Vehicle, LLC, headquartered in Indianapolis, IN, is a manufacturer comprised of a group of highly recognizable brands serving nearly all product categories in the powersports aftermarket industry and a distributor of proprietary and sourced brands to a variety of dealers and retailers.
|
Walker Edison Furniture Company LLC
|
|
Walker Edison Furniture Company LLC ("Walker Edison") is an e-commerce furniture platform exclusively selling through the websites of top online retailers. Walker Edison operates a data-driven business model to sell a variety of home furnishings in the discount category including TV stands, bedroom furniture, chairs & tables, desks and other.
|
Watermill-QMC Midco, Inc.
|
|
Watermill-QMC Midco, Inc. (d/b/a Quality Metalcraft, Inc.), founded in 1964 and headquartered in Livonia, MI, is a provider of complex assemblies for specialty automotive production, prototype and factory assist applications.
|
•
|
determines the composition of our portfolio, the nature and timing of the changes to our portfolio and the manner of implementing such changes;
|
•
|
identifies, evaluates and negotiates the structure of the investments we make (including performing due diligence on our prospective portfolio companies); and
|
•
|
executes, closes, monitors and administers the investments we make, including the exercise of any voting or consent rights.
|
•
|
No incentive fee on net investment income is payable to MCC Advisors for any calendar quarter for which there is no Excess Income Amount;
|
•
|
100% of the Ordinary Income, if any, that exceeds the hurdle amount, but is less than or equal to an amount, which we refer to as the “Catch-up Amount,” determined as the sum of 1.8182% multiplied by the Company’s net assets at the beginning of each applicable calendar quarter, as adjusted as noted above, comprising the relevant Trailing Twelve Quarters is included in the calculation of the incentive fee on net investment income; and
|
•
|
17.5% of the Ordinary Income that exceeds the Catch-up Amount is included in the calculation of the incentive fee on net investment income.
|
•
|
Quarter 1
|
•
|
Net Asset Value at the start of Quarter 1 = $100.0 million (1 million shares)
|
•
|
Quarter 1 Ordinary Income = $5.0 million
|
•
|
Quarter 1 Issue 1 million shares at $101 per share = $1.0 million
|
•
|
Quarter 1 Capital Gain = $1.0 million
|
•
|
Quarter 1 Hurdle Amount = $1.5 million (calculated based on a quarterly 1.5% hurdle rate)
|
•
|
Quarter 1 Catchup Amount = $1.81818 million (calculated based on a quarterly 1.81818% rate)
|
•
|
Quarter 2
|
•
|
Net Asset Value at the start of Quarter 2 = $100.0 million (1 million shares)
|
•
|
Quarter 2 Ordinary Income = $1.5 million
|
•
|
Quarter 2 Capital Gain = $1.0 million
|
•
|
Quarter 2 Hurdle Amount = $1.5 million (calculated based on a quarterly 1.5% hurdle rate)
|
•
|
Quarter 2 Catchup Amount = $1.81818 million (calculated based on a quarterly 1.81818% rate)
|
•
|
Quarter 3
|
•
|
Net Asset Value at the start of Quarter 3 = $100.0 million (1 million shares)
|
•
|
Quarter 3 Ordinary Income = $4.0 million
|
•
|
Quarter 3 Repurchase 500,000 shares at $99 per share = $0.50 million
|
•
|
Quarter 3 Capital Loss = ($8.0) million
|
•
|
Quarter 3 Hurdle Amount = $1.5 million (calculated based on a quarterly 1.5% hurdle rate)
|
•
|
Quarter 3 Catchup Amount = $1.81818 million (calculated based on a quarterly 1.81818% rate)
|
•
|
Quarter 4
|
•
|
Net Asset Value at the start of Quarter 4 = $100.0 million (1 million shares)
|
•
|
Quarter 4 Ordinary Income = $4.0 million
|
•
|
Quarter 4 Capital Gain = $3.0 million
|
•
|
Quarter 4 Hurdle Amount = $1.5 million (calculated based on a quarterly 1.5% hurdle rate)
|
•
|
Quarter 4 Catchup Amount = $1.81818 million (calculated based on a quarterly 1.81818% rate)
|
•
|
our organization and continued corporate existence;
|
•
|
calculating our net asset value (“NAV”) (including the cost and expenses of any independent valuation firms);
|
•
|
expenses, including travel expense, incurred by MCC Advisors or payable to third parties performing due diligence on prospective portfolio companies, monitoring our investments and, if necessary, enforcing our rights;
|
•
|
interest payable on debt incurred to finance our investments;
|
•
|
the costs of all offerings of common shares and other securities;
|
•
|
the base management fee and any incentive management fee;
|
•
|
distributions on our shares;
|
•
|
administration fees payable under our administration agreement;
|
•
|
the allocated costs incurred by MCC Advisors as our administrator in providing managerial assistance to those portfolio companies that request it;
|
•
|
amounts payable to third parties relating to, or associated with, making investments;
|
•
|
transfer agent and custodial fees;
|
•
|
all registration and listing fees;
|
•
|
U.S. federal, state and local taxes;
|
•
|
independent directors’ fees and expenses;
|
•
|
costs of preparing and filing reports or other documents with the SEC or other regulators;
|
•
|
the costs of any reports, proxy statements or other notices to our stockholders, including printing costs;
|
•
|
our fidelity bond;
|
•
|
directors and officers/errors and omissions liability insurance, and any other insurance premiums;
|
•
|
indemnification payments;
|
•
|
direct costs and expenses of administration, including audit and legal costs; and
|
•
|
all other expenses reasonably incurred by us or MCC Advisors in connection with administering our business, such as the allocable portion of overhead under our administration agreement, including rent and other allocable portions of the cost of our Chief Financial Officer and Chief Compliance Officer and their respective staffs (including travel expenses).
|
(1)
|
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 which:
|
▪
|
is organized under the laws of, and has its principal place of business in, the United States;
|
▪
|
is not an investment company (other than a small business investment company wholly owned by the Company) or a company that would be an investment company but for certain exclusions under the 1940 Act; and
|
▪
|
satisfies either of the following:
|
*
|
has a market capitalization of less than $250 million or does not have any class of securities listed on a national securities exchange; or
|
*
|
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 thereof, the BDC has an affiliated person who is a director of the eligible portfolio company.
|
(2)
|
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.
|
(3)
|
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.
|
(4)
|
Securities of any eligible portfolio company which we control.
|
(5)
|
Securities purchased in a private transaction from a U.S. issuer that is not an investment company or from an affiliated person of the issuer, or in transactions incident thereto, if the issuer is in bankruptcy and subject to reorganization or if the issuer, immediately prior to the purchase of its securities was unable to meet its obligations as they came due without material assistance other than conventional lending or financing arrangements.
|
(6)
|
Cash, cash equivalents, U.S. Government securities or high-quality debt securities maturing in one year or less from the time of investment.
|
•
|
qualify to be treated as a BDC under the 1940 Act at all times during each taxable year;
|
•
|
derive in each taxable year at least 90% of our gross income from dividends, interest, payments with respect to certain securities loans, gains from the sale of stock or other securities, or other income derived with respect to our business of investing in such stock or securities, and net income derived from interests in “qualified publicly traded partnerships” (partnerships that are traded on an established securities market or tradable on a secondary market, other than partnerships that derive 90% of their income from interest, dividends and other permitted RIC income) (the “90% Income Test”); and
|
•
|
diversify our holdings so that at the end of each quarter of the taxable year:
|
•
|
at least 50% of the value of our assets consists of cash, cash equivalents, U.S. government securities, securities of other RICs, and other securities if such other securities of any one issuer do not represent more than 5% of the value of our assets or more than 10% of the outstanding voting securities of the issuer; and
|
•
|
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 or of two or more issuers that are controlled, as determined under applicable tax rules, by us and that are engaged in the same or similar or related trades or businesses or in the securities of one or more qualified publicly traded partnerships (the “Diversification Tests”).
|
•
|
our common shares may be exposed to an increased risk of loss because a decrease in the value of our investments may have a greater negative impact on the value of our common shares than if we did not use leverage;
|
•
|
if we do not appropriately match the assets and liabilities of our business, adverse changes in interest rates could reduce or eliminate the incremental income we make with the proceeds of any leverage;
|
•
|
our ability to pay distributions on our common stock may be restricted if our asset coverage ratio with respect to each of our outstanding senior securities representing indebtedness and our outstanding preferred shares, as defined by the 1940 Act, is not at least 200% and any amounts used to service indebtedness or preferred stock would not be available for such distributions;
|
•
|
any credit facility to which we became a party may be subject to periodic renewal by our lenders, whose continued participation cannot be guaranteed;
|
•
|
any credit facility to which we became a party may contain covenants restricting our operating flexibility;
|
•
|
we, and indirectly our stockholders, bear the cost of issuing and paying interest or dividends on such securities; and
|
•
|
any convertible or exchangeable securities that we issue may have rights, preferences and privileges more favorable than those of our common shares.
|
|
(10)%
|
|
(5)%
|
|
0%
|
|
5%
|
|
10%
|
|||||
Corresponding net return to common stockholder
|
(29.6
|
)%
|
|
(18.4
|
)%
|
|
(7.2
|
)%
|
|
4.1
|
%
|
|
15.3
|
%
|
(1)
|
Assumes $486.3 million in total assets, $257.0 million in debt outstanding, $216.4 million in net assets, and a weighted average interest rate of 6.0%. Actual interest payments may be different.
|
•
|
sudden electrical or telecommunications outages;
|
•
|
natural disasters such as earthquakes, tornadoes and hurricanes;
|
•
|
disease pandemics;
|
•
|
events arising from local or larger scale political or social matters, including terrorist acts; and
|
•
|
cyber-attacks.
|
•
|
Senior Securities. As a result of issuing senior securities, we would also be exposed to typical risks associated with leverage, including an increased risk of loss. If we issue preferred securities, such securities would rank “senior” to common stock in our capital structure, resulting in preferred stockholders having separate voting rights and possibly rights, preferences or privileges more favorable than those granted to holders of our common stock. Furthermore, the issuance of preferred securities could have the effect of delaying, deferring or preventing a transaction or a change of control that might involve a premium price for our common stockholders or otherwise be in your best interest.
|
•
|
Additional Common Stock. Our board of directors may decide to issue common stock to finance our operations rather than issuing debt or other senior securities. As a BDC, we are generally not able to issue our common stock at a price below NAV without first obtaining required approvals from our stockholders and our independent directors. In any such case, the price at which our securities are to be issued and sold may not be less than a price that, in the determination of our board of directors, closely approximates the market value of such securities at the relevant time. We may also make rights offerings to our stockholders at prices per share less than the NAV per share, subject to the requirements of the 1940 Act. If we raise additional funds by issuing more common stock or senior securities convertible into, or exchangeable for, our common stock, the percentage ownership of our stockholders at that time would decrease, and such stockholders may experience dilution.
|
•
|
The distribution requirement for a RIC is satisfied if we distribute to our stockholders on an annual basis at least 90% of our net ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any. Because we may use debt financing, we are subject to certain asset coverage ratio requirements under the 1940 Act and financial covenants under loan and credit agreements that
|
•
|
The income source requirement is satisfied if we obtain at least 90% of our income for each fiscal year from dividends, interest, gains from the sale of stock or securities or similar sources.
|
•
|
The asset diversification requirement is satisfied if we meet certain asset diversification requirements at the end of each quarter of our taxable year. To satisfy this requirement, at least 50% of the value of our assets must consist of cash, cash equivalents, U.S. Government securities, securities of other RICs, and other acceptable securities, with those other securities limited, in respect of any one issuer, to an amount that does not exceed 5% of the value of its total assets and that does not represent more than 10% of the outstanding voting securities of such issuer; and no more than 25% of the value of our assets can be invested in the securities, other than U.S. government securities or securities of other RICs, of one issuer, of two or more issuers that are controlled, as determined under applicable Code rules, by us and that are engaged in the same or similar or related trades or businesses or of certain “qualified publicly traded partnerships.” Failure to meet those requirements may result in our having to dispose of certain investments quickly in order to prevent the loss of RIC tax treatment. Because most of our investments will be in private companies, and therefore will be relatively illiquid, any such dispositions could be made at disadvantageous prices and could result in substantial losses.
|
•
|
significant volatility in the market price and trading volume of securities of business development companies or other companies in our sector, which are not necessarily related to the operating performance of the companies;
|
•
|
changes in regulatory policies, accounting pronouncements or tax guidelines, particularly with respect to BDCs or RICs;
|
•
|
loss of our qualification as a RIC or BDC;
|
•
|
changes in earnings or variations in operating results;
|
•
|
changes in the value of our portfolio of investments;
|
•
|
changes in accounting guidelines governing valuation of our investments;
|
•
|
any shortfall in revenue or net income or any increase in losses from levels expected by investors or securities analysts;
|
•
|
departure of MCC Advisors’ or any of its affiliates’ key personnel;
|
•
|
operating performance of companies comparable to us;
|
•
|
general economic trends and other external factors; and
|
•
|
loss of a major funding source.
|
•
|
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 U.S. Notes, (2) any indebtedness or other obligations that would be secured and therefore rank effectively senior in right of payment to the U.S. Notes to the extent of the values of the assets securing such debt, (3) indebtedness of ours that is guaranteed
|
•
|
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 U.S. Notes, in each case other than dividends, purchases, redemptions or payments that would cause a violation of Section 18(a)(1)(B) of the 1940 Act, as modified by Section 61(a)(1) of the 1940 Act, or any successor provisions. 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% 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. As of September 30, 2019, the Company’s asset coverage was 184.2% after giving effect to leverage and therefore the Company is prohibited from declaring any cash dividend or distribution upon any class of our capital stock, or purchasing any such capital stock;
|
•
|
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.
|
•
|
our business may have been adversely impacted by the failure to pursue other beneficial opportunities due to the focus of management on the Mergers, without realizing any of the anticipated benefits of completing the Mergers;
|
•
|
the market price of our common stock may decline to the extent that the market price prior to termination reflects a market assumption that the Mergers will be completed;
|
•
|
we may not be able to find a party willing to pay an equivalent or more attractive price than the price Sierra has agreed to pay in the MCC Merger and the MDLY Merger, respectively; and
|
•
|
the payment of any termination fee, if required under the circumstances, could adversely affect our financial condition and liquidity.
|
|
For the years ended September 30,
|
||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||
Statement of Operations data:
|
|
|
|
|
|
|
|
|
|
||||||
Total investment income
|
$
|
46,299
|
|
|
66,820
|
|
|
96,256
|
|
|
120,749
|
|
|
149,196
|
|
Base management fees
|
11,190
|
|
|
14,724
|
|
|
17,773
|
|
|
19,470
|
|
|
22,450
|
|
|
Incentive fees
|
—
|
|
|
—
|
|
|
896
|
|
|
11,492
|
|
|
18,234
|
|
|
All other expenses
|
55,976
|
|
|
40,072
|
|
|
41,309
|
|
|
39,843
|
|
|
35,576
|
|
|
Management fee waiver
|
—
|
|
|
(380
|
)
|
|
(48
|
)
|
|
(143
|
)
|
|
—
|
|
|
Incentive fee waiver
|
—
|
|
|
—
|
|
|
(44
|
)
|
|
(3,504
|
)
|
|
—
|
|
|
Net investment income/(loss)
|
(20,867
|
)
|
|
12,404
|
|
|
36,370
|
|
|
53,591
|
|
|
72,936
|
|
|
Net realized gain/(loss) on investments
|
(112,173
|
)
|
|
(89,221
|
)
|
|
(73,086
|
)
|
|
(39,383
|
)
|
|
(60,910
|
)
|
|
Net unrealized appreciation/(depreciation) on investments
|
38,498
|
|
|
(32,194
|
)
|
|
21,644
|
|
|
(42,257
|
)
|
|
(26,723
|
)
|
|
Change in provision for deferred taxes on unrealized (appreciation)/depreciation on investments
|
—
|
|
|
474
|
|
|
1,092
|
|
|
87
|
|
|
(61
|
)
|
|
Loss on extinguishment of debt
|
(2,033
|
)
|
|
(2,387
|
)
|
|
(1,097
|
)
|
|
—
|
|
|
—
|
|
|
Net increase/(decrease) in net assets resulting from operations
|
(96,575
|
)
|
|
(110,924
|
)
|
|
(15,077
|
)
|
|
(27,962
|
)
|
|
(14,758
|
)
|
|
Per share data:
|
|
|
|
|
|
|
|
|
|
||||||
Net asset value per common share at year end
|
$
|
3.97
|
|
|
5.90
|
|
|
8.45
|
|
|
9.49
|
|
|
11.00
|
|
Market price at year end
|
2.59
|
|
|
3.82
|
|
|
5.97
|
|
|
7.63
|
|
|
7.44
|
|
|
Net investment income
|
(0.38
|
)
|
|
0.23
|
|
|
0.67
|
|
|
0.97
|
|
|
1.27
|
|
|
Net realized and unrealized loss on investments
|
(1.35
|
)
|
|
(2.23
|
)
|
|
(0.94
|
)
|
|
(1.47
|
)
|
|
(1.52
|
)
|
|
Change in provision for deferred taxes on unrealized (appreciation)/depreciation on investments
|
—
|
|
|
0.01
|
|
|
0.02
|
|
|
—
|
|
|
(0.01
|
)
|
|
Loss on extinguishment of debt
|
(0.04
|
)
|
|
(0.04
|
)
|
|
(0.20
|
)
|
|
—
|
|
|
—
|
|
|
Net increase/(decrease) in net assets resulting from operations
|
(1.77
|
)
|
|
(2.04
|
)
|
|
(0.28
|
)
|
|
(0.50
|
)
|
|
(0.26
|
)
|
|
Dividends paid
|
0.15
|
|
|
0.52
|
|
|
0.76
|
|
|
1.12
|
|
|
1.27
|
|
|
Statement of Assets and Liabilities data:
|
|
|
|
|
|
|
|
|
|
||||||
Total investments at fair value
|
$
|
396,889
|
|
|
655,430
|
|
|
836,991
|
|
|
914,184
|
|
|
1,216,092
|
|
Cash and cash equivalents
|
68,245
|
|
|
75,666
|
|
|
108,572
|
|
|
104,485
|
|
|
15,714
|
|
|
Other assets(2)
|
21,133
|
|
|
10,500
|
|
|
13,997
|
|
|
12,211
|
|
|
12,276
|
|
|
Total assets
|
486,267
|
|
|
741,596
|
|
|
959,560
|
|
|
1,030,880
|
|
|
1,244,082
|
|
|
Total liabilities
|
269,834
|
|
|
420,417
|
|
|
499,131
|
|
|
513,961
|
|
|
624,162
|
|
|
Total net assets
|
216,433
|
|
|
321,179
|
|
|
460,429
|
|
|
516,919
|
|
|
619,920
|
|
|
Other data:
|
|
|
|
|
|
|
|
|
|
||||||
Weighted average annual yield on debt investments(1)
|
9.5%
|
|
|
9.9
|
%
|
|
10.8
|
%
|
|
11.8
|
%
|
|
12.3
|
%
|
|
Total return based on market value(3)
|
(29.91
|
)%
|
|
(27.82
|
)%
|
|
(12.73
|
)%
|
|
19.37
|
%
|
|
(27.56
|
)%
|
|
Total return based on net asset value(4)
|
(29.47
|
)%
|
|
(21.29
|
)%
|
|
(0.68
|
)%
|
|
0.42
|
%
|
|
1.76
|
%
|
|
Number of investments at year end
|
51
|
|
|
67
|
|
|
64
|
|
|
58
|
|
|
72
|
|
(1)
|
The weighted average yield is based upon original cost on our income bearing debt investments.
|
(2)
|
On January 1, 2016, we adopted Accounting Standards Update (“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)
|
Total return is historical and assumes changes in share price, reinvestments of all dividends and distributions at prices obtained under the Company’s dividend reinvestment plan, and no sales charge for the period.
|
(4)
|
Total return is historical and assumes changes in NAV, reinvestments of all dividends and distributions at prices obtained under the Company’s dividend reinvestment plan, and no sales charge for the period.
|
•
|
the introduction, withdrawal, success and timing of business initiatives and strategies;
|
•
|
changes in political, economic or industry conditions, the interest rate environment or conditions affecting the financial and capital markets, which could result in changes in the value of our assets;
|
•
|
the relative and absolute investment performance and operations of MCC Advisors;
|
•
|
the impact of increased competition;
|
•
|
the impact of future acquisitions and divestitures;
|
•
|
our business prospects and the prospects of our portfolio companies;
|
•
|
the impact of legislative and regulatory actions and reforms and regulatory, supervisory or enforcement actions of government agencies relating to us or MCC Advisors;
|
•
|
our contractual arrangements and relationships with third parties;
|
•
|
any future financings by us;
|
•
|
the ability of MCC Advisors to attract and retain highly talented professionals;
|
•
|
fluctuations in foreign currency exchange rates;
|
•
|
the impact of changes to tax legislation and, generally, our tax position; and
|
•
|
the unfavorable resolution of legal proceedings.
|
•
|
our organization and continued corporate existence;
|
•
|
calculating our NAV (including the cost and expenses of any independent valuation firms);
|
•
|
expenses incurred by MCC Advisors payable to third parties, including agents, consultants or other advisers, in monitoring our financial and legal affairs and in monitoring our investments and performing due diligence on our prospective portfolio companies;
|
•
|
interest payable on debt, if any, incurred to finance our investments;
|
•
|
the costs of all offerings of common stock and other securities, if any;
|
•
|
the base management fee and any incentive fee;
|
•
|
distributions on our shares;
|
•
|
administration fees payable under our administration agreement;
|
•
|
the allocated costs incurred by MCC Advisors in providing managerial assistance to those portfolio companies that request it;
|
•
|
amounts payable to third parties relating to, or associated with, making investments;
|
•
|
transfer agent and custodial fees;
|
•
|
registration fees and listing fees;
|
•
|
U.S. federal, state and local taxes;
|
•
|
independent director fees and expenses;
|
•
|
costs of preparing and filing reports or other documents with the SEC or other regulators;
|
•
|
the costs of any reports, proxy statements or other notices to our stockholders, including printing costs;
|
•
|
our fidelity bond;
|
•
|
directors and officers/errors and omissions liability insurance, and any other insurance premiums;
|
•
|
indemnification payments;
|
•
|
direct costs and expenses of administration, including audit and legal costs; and
|
•
|
all other expenses reasonably incurred by us or MCC Advisors in connection with administering our business, such as the allocable portion of overhead under our administration agreement, including rent and other allocable portions of the cost of our Chief Financial Officer and Chief Compliance Officer and their respective staffs (including travel expenses).
|
|
For the years ended September 30
|
||||||
|
2019
|
|
2018
|
||||
Investments made in new portfolio companies
|
$
|
6,326
|
|
|
$
|
149,002
|
|
Investments made in existing portfolio companies
|
60,101
|
|
|
47,352
|
|
||
Aggregate amount in exits and repayments
|
(259,940
|
)
|
|
(267,502
|
)
|
||
Net investment activity
|
$
|
(193,513
|
)
|
|
$
|
(71,148
|
)
|
|
|
|
|
||||
Portfolio Companies, at beginning of year
|
67
|
|
|
64
|
|
||
Number of new portfolio companies
|
4
|
|
|
15
|
|
||
Number of exited portfolio companies
|
(20
|
)
|
|
(12
|
)
|
||
Portfolio companies, at end of year
|
51
|
|
|
67
|
|
||
|
|
|
|
||||
Number of investments in existing portfolio companies
|
22
|
|
|
17
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||||
|
Amortized Cost
|
|
Fair Value
|
|
Amortized Cost
|
|
Fair Value
|
||||||||
Average portfolio company investment
|
$
|
9,170
|
|
|
$
|
7,782
|
|
|
$
|
11,413
|
|
|
$
|
9,783
|
|
Largest portfolio company investment
|
20,151
|
|
|
20,151
|
|
|
31,469
|
|
|
31,469
|
|
|
Amortized Cost
|
|
Percentage
|
|
Fair Value
|
|
Percentage
|
||||||
Senior Secured First Lien Term Loans
|
$
|
243,342
|
|
|
52.0
|
%
|
|
$
|
192,770
|
|
|
48.6
|
%
|
Senior Secured Second Lien Term Loans
|
39,089
|
|
|
8.4
|
|
|
36,508
|
|
|
9.2
|
|
||
Senior Secured First Lien Notes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Unsecured Debt
|
2,653
|
|
|
0.6
|
|
|
2,653
|
|
|
0.7
|
|
||
MCC Senior Loan Strategy JV I LLC
|
78,575
|
|
|
16.8
|
|
|
69,949
|
|
|
17.6
|
|
||
Equity/Warrants
|
103,989
|
|
|
22.2
|
|
|
95,009
|
|
|
23.9
|
|
||
Total
|
$
|
467,648
|
|
|
100.0
|
%
|
|
$
|
396,889
|
|
|
100.0
|
%
|
|
Amortized Cost
|
|
Percentage
|
|
Fair Value
|
|
Percentage
|
||||||
Senior Secured First Lien Term Loans
|
$
|
475,801
|
|
|
62.2
|
%
|
|
$
|
395,015
|
|
|
60.3
|
%
|
Senior Secured Second Lien Term Loans
|
49,162
|
|
|
6.4
|
|
|
48,890
|
|
|
7.5
|
|
||
Senior Secured First Lien Notes
|
20,000
|
|
|
2.6
|
|
|
19,268
|
|
|
2.9
|
|
||
Unsecured Debt
|
26,108
|
|
|
3.4
|
|
|
3,381
|
|
|
0.5
|
|
||
MCC Senior Loan Strategy JV I LLC
|
78,575
|
|
|
10.3
|
|
|
78,371
|
|
|
11.9
|
|
||
Equity/Warrants
|
115,040
|
|
|
15.1
|
|
|
110,505
|
|
|
16.9
|
|
||
Total
|
$
|
764,686
|
|
|
100.0
|
%
|
|
$
|
655,430
|
|
|
100.0
|
%
|
Credit
Rating
|
|
Definition
|
|
|
|
|
|
1
|
|
|
Investments that are performing above expectations.
|
2
|
|
|
Investments that are performing within expectations, with risks that are neutral or favorable compared to risks at the time of origination.
|
|
|
|
All new loans are rated ‘2’.
|
3
|
|
|
Investments that are performing below expectations and that require closer monitoring, but where no loss of interest, dividend or principal is expected.
|
|
|
|
Companies rated ‘3’ may be out of compliance with financial covenants, however, loan payments are generally not past due.
|
4
|
|
|
Investments that are performing below expectations and for which risk has increased materially since origination.
|
|
|
|
Some loss of interest or dividend is expected but no loss of principal.
|
|
|
|
In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due (but generally not more than 180 days past due).
|
5
|
|
|
Investments that are performing substantially below expectations and whose risks have increased substantially since origination.
|
|
|
Most or all of the debt covenants are out of compliance and payments are substantially delinquent.
|
|
|
|
Some loss of principal is expected.
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||
Investment Performance Rating
|
|
Fair Value
|
|
Percentage
|
|
Fair Value
|
|
Percentage
|
||||||
1
|
|
$
|
105,231
|
|
|
26.5
|
%
|
|
$
|
50,245
|
|
|
7.7
|
%
|
2
|
|
146,053
|
|
|
36.8
|
|
|
448,240
|
|
|
68.4
|
|
||
3
|
|
123,253
|
|
|
31.1
|
|
|
106,236
|
|
|
16.2
|
|
||
4
|
|
4,915
|
|
|
1.2
|
|
|
503
|
|
|
0.1
|
|
||
5
|
|
17,437
|
|
|
4.4
|
|
|
50,206
|
|
|
7.6
|
|
||
Total
|
|
$
|
396,889
|
|
|
100.0
|
%
|
|
$
|
655,430
|
|
|
100.0
|
%
|
|
For the years ended September 30
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Total investment income/(loss)
|
$
|
46,299
|
|
|
$
|
66,820
|
|
|
$
|
96,256
|
|
Total expenses, net
|
67,166
|
|
|
54,258
|
|
|
59,619
|
|
|||
Net investment income before excise taxes
|
(20,867
|
)
|
|
12,562
|
|
|
36,637
|
|
|||
Excise tax expense
|
—
|
|
|
(158
|
)
|
|
(267
|
)
|
|||
Net investment income
|
(20,867
|
)
|
|
12,404
|
|
|
36,370
|
|
|||
Net realized gains/(losses) from investments
|
(112,173
|
)
|
|
(89,221
|
)
|
|
(73,086
|
)
|
|||
Net unrealized appreciation/(depreciation) on investments
|
38,498
|
|
|
(32,194
|
)
|
|
21,644
|
|
|||
Change in provision for deferred taxes on unrealized (appreciation)/depreciation on investments
|
—
|
|
|
474
|
|
|
1,092
|
|
|||
Loss on extinguishment of debt
|
(2,033
|
)
|
|
(2,387
|
)
|
|
(1,097
|
)
|
|||
Net increase in net assets resulting from operations
|
$
|
(96,575
|
)
|
|
$
|
(110,924
|
)
|
|
$
|
(15,077
|
)
|
|
For the years ended September 30
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Base management fees
|
$
|
11,190
|
|
|
$
|
14,724
|
|
|
$
|
17,773
|
|
Incentive fees
|
—
|
|
|
—
|
|
|
896
|
|
|||
Interest and financing expenses
|
24,049
|
|
|
27,918
|
|
|
31,403
|
|
|||
Professional fees
|
19,323
|
|
|
4,430
|
|
|
2,192
|
|
|||
General and administrative
|
7,399
|
|
|
2,171
|
|
|
2,555
|
|
|||
Administrator expenses
|
3,324
|
|
|
3,582
|
|
|
3,848
|
|
|||
Directors fees
|
1,258
|
|
|
1,271
|
|
|
647
|
|
|||
Insurance
|
623
|
|
|
542
|
|
|
397
|
|
|||
Expenses before management and incentive fee waivers
|
67,166
|
|
|
54,638
|
|
|
59,711
|
|
|||
Management fee waiver
|
—
|
|
|
(380
|
)
|
|
(48
|
)
|
|||
Incentive fee waiver
|
—
|
|
|
—
|
|
|
(44
|
)
|
|||
Expenses, net of management and incentive fee waivers
|
$
|
67,166
|
|
|
$
|
54,258
|
|
|
$
|
59,619
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||
Dynamic Energy Services International LLC - Revolver
|
$
|
3,255
|
|
|
$
|
—
|
|
DataOnline Corp. - Revolver
|
1,890
|
|
|
1,890
|
|
||
Alpine SG, LLC - Revolver
|
1,000
|
|
|
1,000
|
|
||
Kemmerer Operations, LLC - Delayed Draw Term Loan
|
908
|
|
|
—
|
|
||
Black Angus Steakhouses, LLC - Delayed Draw Term Loan
|
893
|
|
|
893
|
|
||
Redwood Services Group, LLC - Revolver
|
875
|
|
|
1,750
|
|
||
Access Media Holdings, LLC - Series AAA Preferred Equity
|
101
|
|
|
173
|
|
||
1888 Industrial Services, LLC - Revolver(1)
|
—
|
|
|
719
|
|
||
Black Angus Steakhouses, LLC - Revolver(1)
|
—
|
|
|
625
|
|
||
Impact Group, LLC - Delayed Draw Term Loan
|
—
|
|
|
8,567
|
|
||
Redwood Services Group, LLC - Delayed Draw Term Loan
|
—
|
|
|
4,839
|
|
||
SFP Holding, Inc. - Delayed Draw Term Loan
|
—
|
|
|
2,765
|
|
||
Accupac, Inc. - Delayed Draw Term Loan
|
—
|
|
|
2,612
|
|
||
SMART Financial Operations, LLC - Delayed Draw Term Loan
|
—
|
|
|
2,400
|
|
||
RMS Holding Company, LLC - Revolver
|
—
|
|
|
2,327
|
|
||
Barry's Bootcamp Holdings, LLC - Revolver
|
—
|
|
|
2,200
|
|
||
Barry's Bootcamp Holdings, LLC - Delayed Draw Term Loan
|
—
|
|
|
1,271
|
|
||
Trans-Fast Remittance LLC - Delayed Draw Term Loan
|
—
|
|
|
1,057
|
|
||
Manna Pro Products, LLC - Delayed Draw Term Loan
|
—
|
|
|
429
|
|
||
Brook & Whittle Holding Corp. - Delayed Draw Term Loan
|
—
|
|
|
310
|
|
||
Central States Dermatology Services, LLC - Delayed Draw Term Loan
|
—
|
|
|
137
|
|
||
SavATree, LLC - Delayed Draw Term Loan
|
—
|
|
|
123
|
|
||
Total
|
$
|
8,922
|
|
|
$
|
36,087
|
|
(1)
|
The revolving credit facility was fully drawn as of September 30, 2019.
|
|
Payment Due by Period
|
||||||||||||||||||
|
Total
|
|
Less than 1 year
|
|
1 - 3 years
|
|
3 - 5 years
|
|
More than 5
years
|
||||||||||
2021 Notes
|
$
|
74,013
|
|
|
$
|
—
|
|
|
$
|
74,013
|
|
|
$
|
—
|
|
|
$
|
—
|
|
2023 Notes
|
77,847
|
|
|
—
|
|
|
—
|
|
|
77,847
|
|
|
—
|
|
|||||
Israeli 2021 Notes
|
105,140
|
|
|
60,080
|
|
|
45,060
|
|
|
—
|
|
|
—
|
|
|||||
Total contractual obligations
|
$
|
257,000
|
|
|
$
|
60,080
|
|
|
$
|
119,073
|
|
|
$
|
77,847
|
|
|
$
|
—
|
|
1)
|
at least 98.0% of our ordinary income (not taking into account any capital gains or losses) for the calendar year;
|
2)
|
at least 98.2% of the amount by which our capital gains exceed our capital losses (adjusted for certain ordinary losses) for a one-year period ending on October 31st of the calendar year; and
|
3)
|
income realized, but not distributed, in preceding years and on which we did not pay federal income tax.
|
Date Declared
|
|
Record Date
|
|
Payment Date
|
|
Amount Per Share
|
||
11/16/2018
|
|
12/5/2018
|
|
12/20/2018
|
|
$
|
0.10
|
|
2/10/2019
|
|
2/22/2019
|
|
3/12/2019
|
|
0.05
|
|
|
|
|
|
|
|
|
$
|
0.15
|
|
•
|
We entered into an investment management agreement with MCC Advisors. Mr. Brook Taube, our Chairman and Chief Executive Officer, is a managing partner and senior portfolio manager of MCC Advisors, and Mr. Seth Taube, one of our directors, is a managing partner of MCC Advisors.
|
•
|
MCC Advisors provides us with the office facilities and administrative services necessary to conduct day-to-day operations pursuant to our administration agreement. We reimburse MCC Advisors for the allocable portion (subject to the review and approval of our board of directors) of overhead and other expenses incurred by it in performing its obligations under the administration agreement, including rent, the fees and expenses associated with performing compliance functions, and our allocable portion of the cost of our Chief Financial Officer and Chief Compliance Officer and their respective staffs.
|
•
|
We have entered into a license agreement with Medley Capital LLC, pursuant to which Medley Capital LLC has granted us a non-exclusive, royalty-free license to use the name “Medley.”
|
•
|
Certain affiliates of MCC Advisors, Medley Capital LLC, their respective affiliates and some of their employees purchased in the IPO an aggregate of 833,333 shares of common stock at the IPO price per share of $12.00. We received the full proceeds from the sale of these shares, and no underwriting discounts or commissions were paid in respect of these shares.
|
•
|
determines the composition of our portfolio, the nature and timing of the changes to our portfolio and the manner of implementing such changes;
|
•
|
identifies, evaluates and negotiates the structure of the investments we make (including performing due diligence on our prospective portfolio companies); and
|
•
|
executes, closes, monitors and administers the investments we make, including the exercise of any voting or consent rights.
|
•
|
No incentive fee on net investment income is payable to MCC Advisors for any calendar quarter for which there is no Excess Income Amount;
|
•
|
100% of the Ordinary Income, if any, that exceeds the hurdle amount, but is less than or equal to an amount, which we refer to as the “Catch-up Amount,” determined as the sum of 1.8182% multiplied by the Company’s net assets at the beginning of each applicable calendar quarter, as adjusted as noted above, comprising the relevant Trailing Twelve Quarters is included in the calculation of the incentive fee on net investment income; and
|
•
|
17.5% of the Ordinary Income that exceeds the Catch-up Amount is included in the calculation of the incentive fee on net investment income.
|
•
|
Our quarterly valuation process begins with each investment being initially valued by the valuation professionals responsible for monitoring the portfolio investment.
|
•
|
Preliminary valuation conclusions are then documented and discussed with senior management.
|
•
|
Independent third-party valuation firms are also employed for all of our investments for which there is not a readily available market value. At least twice annually, including at year end, the valuation for each portfolio investment is reviewed by an independent valuation firm.
|
•
|
The audit committee of our board of directors reviews the preliminary valuations of the valuation professionals, senior management and independent valuation firms.
|
•
|
Our audit committee reviews and the board of directors approves the valuations and determines the fair value of each investment in our portfolio in good faith based on the input of MCC Advisors, the respective independent valuation firms and the audit committee.
|
Basis point increase/(decrease)
|
|
Interest Income(1)
|
|
Interest Expense
|
|
Net Increase/
(Decrease)
|
||||||
300
|
|
$
|
6,200
|
|
|
$
|
—
|
|
|
$
|
6,200
|
|
200
|
|
4,100
|
|
|
—
|
|
|
4,100
|
|
|||
100
|
|
2,100
|
|
|
—
|
|
|
2,100
|
|
|||
(100)
|
|
(1,900
|
)
|
|
—
|
|
|
(1,900
|
)
|
|||
(200)
|
|
(2,200
|
)
|
|
—
|
|
|
(2,200
|
)
|
|||
(300)
|
|
(2,200
|
)
|
|
—
|
|
|
(2,200
|
)
|
(1)
|
Assumes no defaults or prepayments by portfolio companies over the next twelve months.
|
|
|
Page
|
Report of Independent Registered Public Accounting Firm
|
|
|
Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting
|
|
|
Consolidated Statements of Assets and Liabilities as of September 30, 2019 and 2018
|
|
|
Consolidated Statements of Operations for the years ended September 30, 2019, 2018 and 2017
|
|
|
Consolidated Statements of Changes in Net Assets for the years ended September 30, 2019, 2018 and 2017
|
|
|
Consolidated Statements of Cash Flows for the years ended September 30, 2019, 2018 and 2017
|
|
|
Consolidated Schedules of Investments as of September 30, 2019 and 2018
|
|
|
Notes to Consolidated Financial Statements
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||
ASSETS
|
|
|
|
|
|
||
Investments at fair value
|
|
|
|
|
|
||
Non-controlled/non-affiliated investments (amortized cost of $204,736,370 and $428,717,777, respectively)
|
$
|
189,895,466
|
|
|
$
|
393,149,374
|
|
Affiliated investments (amortized cost of $108,310,029 and $102,546,973, respectively)
|
99,539,605
|
|
|
100,640,804
|
|
||
Controlled investments (amortized cost of $154,601,177 and $233,421,693, respectively)
|
107,453,927
|
|
|
161,639,736
|
|
||
Total investments at fair value
|
396,888,998
|
|
|
655,429,914
|
|
||
Cash and cash equivalents
|
68,245,213
|
|
|
75,665,981
|
|
||
Restricted cash (see Note 2)
|
16,038,690
|
|
|
—
|
|
||
Other assets
|
2,973,731
|
|
|
3,420,442
|
|
||
Interest receivable
|
1,592,406
|
|
|
6,377,076
|
|
||
Receivable for dispositions and investments sold
|
419,299
|
|
|
160,257
|
|
||
Fees receivable
|
108,305
|
|
|
187,276
|
|
||
Deferred offering costs
|
—
|
|
|
354,754
|
|
||
Total assets
|
$
|
486,266,642
|
|
|
$
|
741,595,700
|
|
|
|
|
|
||||
LIABILITIES
|
|
|
|
|
|
||
Notes payable (net of debt issuance costs of $5,274,164 and $8,238,300, respectively)
|
$
|
251,731,729
|
|
|
$
|
276,909,028
|
|
SBA debentures payable (net of debt issuance costs of $0 and $2,095,329, respectively)
|
—
|
|
|
132,904,671
|
|
||
Accounts payable and accrued expenses
|
11,956,755
|
|
|
2,935,833
|
|
||
Interest and fees payable
|
2,904,748
|
|
|
3,280,018
|
|
||
Management and incentive fees payable (see Note 6)
|
2,231,175
|
|
|
3,347,674
|
|
||
Administrator expenses payable (see Note 6)
|
861,785
|
|
|
808,546
|
|
||
Deferred revenue
|
103,583
|
|
|
192,152
|
|
||
Due to affiliate
|
44,337
|
|
|
39,051
|
|
||
Total liabilities
|
$
|
269,834,112
|
|
|
$
|
420,416,973
|
|
|
|
|
|
||||
Guarantees and Commitments (see Note 8)
|
|
|
|
|
|
||
|
|
|
|
||||
NET ASSETS
|
|
|
|
|
|
||
Common stock, par value $0.001 per share, 100,000,000 common shares authorized, 54,474,211 and 54,474,211 common shares issued and outstanding, respectively
|
$
|
54,474
|
|
|
$
|
54,474
|
|
Capital in excess of par value
|
673,532,717
|
|
|
698,586,770
|
|
||
Total distributable earnings/(loss)
|
(457,154,661
|
)
|
|
(377,462,517
|
)
|
||
Total net assets
|
216,432,530
|
|
|
321,178,727
|
|
||
Total liabilities and net assets
|
$
|
486,266,642
|
|
|
$
|
741,595,700
|
|
|
|
|
|
||||
NET ASSET VALUE PER SHARE
|
$
|
3.97
|
|
|
$
|
5.90
|
|
|
Common Stock
|
|
Total Distributable Earnings/(Loss)
|
|
Total Net Assets
|
|||||||||||||
|
Shares
|
|
Par Amount
|
|
Capital in Excess of Par Value
|
|
|
|||||||||||
|
|
|
|
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at September 30, 2016
|
54,474,211
|
|
|
$
|
54,474
|
|
|
$
|
705,326,059
|
|
|
$
|
(188,461,391
|
)
|
|
$
|
516,919,142
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
OPERATIONS
|
|
|
|
|
|
|
|
|
|
|||||||||
Net investment income/(loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
36,370,181
|
|
|
36,370,181
|
|
||||
Net realized gain/(loss) from investments
|
—
|
|
|
—
|
|
|
—
|
|
|
(73,086,299
|
)
|
|
(73,086,299
|
)
|
||||
Net unrealized appreciation/(depreciation) on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
21,644,366
|
|
|
21,644,366
|
|
||||
Change in provision for deferred taxes on unrealized (appreciation)/depreciation on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
1,091,788
|
|
|
1,091,788
|
|
||||
Net loss on extinguishment of debt
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,096,682
|
)
|
|
(1,096,682
|
)
|
||||
SHAREHOLDER DISTRIBUTIONS
|
|
|
|
|
|
|
|
|
|
|||||||||
Distributions from earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
(41,400,401
|
)
|
|
(41,400,401
|
)
|
||||
Tax reclassification of shareholders' equity in accordance with generally accepted accounting principals
|
—
|
|
|
—
|
|
|
(267,183
|
)
|
|
267,183
|
|
|
—
|
|
||||
COMMON SHARE TRANSACTIONS
|
|
|
|
|
|
|
|
|
|
|||||||||
Offering costs
|
—
|
|
|
—
|
|
|
(12,778
|
)
|
|
—
|
|
|
(12,778
|
)
|
||||
Total increase/(decrease) in net assets
|
—
|
|
|
—
|
|
|
(279,961
|
)
|
|
(56,209,864
|
)
|
|
(56,489,825
|
)
|
||||
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at September 30, 2017
|
54,474,211
|
|
|
$
|
54,474
|
|
|
$
|
705,046,098
|
|
|
$
|
(244,671,255
|
)
|
|
$
|
460,429,317
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
OPERATIONS
|
|
|
|
|
|
|
|
|
|
|||||||||
Net investment income/(loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
12,404,339
|
|
|
12,404,339
|
|
||||
Net realized gain/(loss) from investments
|
—
|
|
|
—
|
|
|
—
|
|
|
(89,221,587
|
)
|
|
(89,221,587
|
)
|
||||
Net unrealized appreciation/(depreciation) on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
(32,194,149
|
)
|
|
(32,194,149
|
)
|
||||
Change in provision for deferred taxes on unrealized (appreciation)/depreciation on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
474,352
|
|
|
474,352
|
|
||||
Net loss on extinguishment of debt
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,386,957
|
)
|
|
(2,386,957
|
)
|
||||
SHAREHOLDER DISTRIBUTIONS
|
|
|
|
|
|
|
|
|
|
|||||||||
Distributions from earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
(22,025,185
|
)
|
|
(22,025,185
|
)
|
||||
Return of capital
|
—
|
|
|
—
|
|
|
(6,301,403
|
)
|
|
—
|
|
|
(6,301,403
|
)
|
||||
Tax reclassification of shareholders' equity in accordance with generally accepted accounting principals
|
—
|
|
|
—
|
|
|
(157,925
|
)
|
|
157,925
|
|
|
—
|
|
||||
Total increase/(decrease) in net assets
|
—
|
|
|
—
|
|
|
(6,459,328
|
)
|
|
(132,791,262
|
)
|
|
(139,250,590
|
)
|
||||
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at September 30, 2018
|
54,474,211
|
|
|
$
|
54,474
|
|
|
$
|
698,586,770
|
|
|
$
|
(377,462,517
|
)
|
|
$
|
321,178,727
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
OPERATIONS
|
|
|
|
|
|
|
|
|
|
|||||||||
Net investment income/(loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
(20,867,427
|
)
|
|
(20,867,427
|
)
|
||||
Net realized gain/(loss) from investments
|
—
|
|
|
—
|
|
|
—
|
|
|
(112,172,936
|
)
|
|
(112,172,936
|
)
|
||||
Net unrealized appreciation/(depreciation) on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
38,497,951
|
|
|
38,497,951
|
|
||||
Change in provision for deferred taxes on unrealized (appreciation)/depreciation on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Net loss on extinguishment of debt
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,032,655
|
)
|
|
(2,032,655
|
)
|
||||
SHAREHOLDER DISTRIBUTIONS
|
|
|
|
|
|
|
|
|
|
|
||||||||
Return of Capital
|
—
|
|
|
—
|
|
|
(8,171,130
|
)
|
|
—
|
|
|
(8,171,130
|
)
|
||||
Tax reclassification of shareholders' equity in accordance with generally accepted accounting principals
|
—
|
|
|
—
|
|
|
(16,882,923
|
)
|
|
16,882,923
|
|
|
—
|
|
||||
Total increase/(decrease) in net assets
|
—
|
|
|
—
|
|
|
(25,054,053
|
)
|
|
(79,692,144
|
)
|
|
(104,746,197
|
)
|
||||
|
|
|
|
|
|
|
|
|
|
|||||||||
Balance at September 30, 2019
|
54,474,211
|
|
|
$
|
54,474
|
|
|
$
|
673,532,717
|
|
|
$
|
(457,154,661
|
)
|
|
$
|
216,432,530
|
|
|
For the years ended September 30
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Cash
|
$
|
68,245,213
|
|
|
$
|
75,665,981
|
|
|
$
|
108,571,958
|
|
Restricted Cash
|
16,038,690
|
|
|
—
|
|
|
—
|
|
|||
Total cash and restricted cash shown in the statement of cash flows
|
$
|
84,283,903
|
|
|
$
|
75,665,981
|
|
|
$
|
108,571,958
|
|
Company(1)
|
|
Industry
|
|
Type of Investment(6)
|
|
Maturity
|
|
Par Amount(2)
|
|
Cost(3)
|
|
Fair Value
|
|
% of
Net Assets(4)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Non-Controlled/Non-Affiliated Investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Alpine SG, LLC(7)
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.50% Cash, 1.00% LIBOR Floor)(13)(22)
|
|
11/16/2022
|
|
$
|
5,061,750
|
|
|
$
|
5,061,750
|
|
|
$
|
5,020,244
|
|
|
2.3
|
%
|
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 5.50% Cash, 1.00% LIBOR Floor)(13)(22)
|
|
11/16/2022
|
|
2,444,350
|
|
|
2,444,350
|
|
|
2,424,306
|
|
|
1.1
|
%
|
|||
|
|
|
|
Revolving Credit Facility (LIBOR + 5.50% Cash, 1.00% LIBOR
Floor)(13)(16)
|
|
11/16/2022
|
|
—
|
|
|
—
|
|
|
(8,200
|
)
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
7,506,100
|
|
|
7,506,100
|
|
|
7,436,350
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
American Dental Partners, Inc.
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured Second Lien Term Loan (LIBOR + 8.50% Cash, 1.00% LIBOR Floor)(13)
|
|
9/25/2023
|
|
4,387,500
|
|
|
4,387,500
|
|
|
4,274,741
|
|
|
2.0
|
%
|
|||
|
|
|
|
|
|
|
|
4,387,500
|
|
|
4,387,500
|
|
|
4,274,741
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Autosplice, Inc.
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 8.00% Cash, 1.00% LIBOR Floor)(13)
|
|
6/17/2020
|
|
13,336,018
|
|
|
13,336,018
|
|
|
13,252,001
|
|
|
6.1
|
%
|
|||
|
|
|
|
|
|
|
|
13,336,018
|
|
|
13,336,018
|
|
|
13,252,001
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Avantor, Inc.(10)
|
|
Wholesale
|
|
Equity - 942,160 Common Units(17)
|
|
|
|
—
|
|
|
16,487,800
|
|
|
13,849,752
|
|
|
6.4
|
%
|
|||
|
|
|
|
|
|
|
|
—
|
|
|
16,487,800
|
|
|
13,849,752
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Barry's Bootcamp Holdings, LLC
|
|
Services: Consumer
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(13)(23)
|
|
7/14/2022
|
|
7,609,499
|
|
|
7,609,499
|
|
|
7,609,499
|
|
|
3.5
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.50% Cash, 1.00% LIBOR Floor)(13)
|
|
7/14/2022
|
|
1,268,251
|
|
|
1,268,251
|
|
|
1,268,251
|
|
|
0.6
|
%
|
|||
|
|
|
|
Revolving Credit Facility (LIBOR + 6.00% Cash, 1.00% LIBOR
Floor)(13)(16)(22)
|
|
7/14/2022
|
|
4,400,000
|
|
|
4,400,000
|
|
|
4,400,000
|
|
|
2.0
|
%
|
|||
|
|
|
|
|
|
|
|
13,277,750
|
|
|
13,277,750
|
|
|
13,277,750
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Be Green Packaging, LLC
|
|
Containers, Packaging & Glass
|
|
Equity - 417 Common Units
|
|
|
|
—
|
|
|
416,250
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
—
|
|
|
416,250
|
|
|
—
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Black Angus Steakhouses, LLC(7)
|
|
Hotel, Gaming & Leisure
|
|
Senior Secured First Lien Term Loan (LIBOR + 9.00% Cash, 1.00% LIBOR Floor)(13)(23)
|
|
4/24/2020
|
|
7,341,518
|
|
|
7,341,518
|
|
|
7,307,747
|
|
|
3.4
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 9.00% Cash, 1.00% LIBOR Floor)(13)
|
|
4/24/2020
|
|
—
|
|
|
—
|
|
|
(4,107
|
)
|
|
0.0
|
%
|
|||
|
|
|
|
Revolving Credit Facility (LIBOR + 9.00% Cash, 1.00% LIBOR
Floor)(13)(16)
|
|
4/24/2020
|
|
892,857
|
|
|
892,857
|
|
|
890,804
|
|
|
0.4
|
%
|
|||
|
|
|
|
|
|
|
|
8,234,375
|
|
|
8,234,375
|
|
|
8,194,444
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Capstone Nutrition Development, LLC
|
|
Healthcare & Pharmaceuticals
|
|
Equity - 13,833.1916 Common Units
|
|
|
|
—
|
|
|
1,383,319
|
|
|
1,383,319
|
|
|
0.6
|
%
|
|||
|
|
|
|
|
|
|
|
—
|
|
|
1,383,319
|
|
|
1,383,319
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
CPI International, Inc.
|
|
Aerospace & Defense
|
|
Senior Secured Second Lien Term Loan (LIBOR + 7.25% Cash, 1.00% LIBOR Floor)(12)
|
|
7/28/2025
|
|
3,010,025
|
|
|
2,998,111
|
|
|
2,937,483
|
|
|
1.4
|
%
|
|||
|
|
|
|
|
|
|
|
3,010,025
|
|
|
2,998,111
|
|
|
2,937,483
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company(1)
|
|
Industry
|
|
Type of Investment(6)
|
|
Maturity
|
|
Par Amount(2)
|
|
Cost(3)
|
|
Fair Value
|
|
% of
Net Assets(4)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Crow Precision Components, LLC
|
|
Aerospace & Defense
|
|
Equity - 350 Common Units
|
|
|
|
—
|
|
|
700,000
|
|
|
666,998
|
|
|
0.3
|
%
|
|||
|
|
|
|
|
|
|
|
—
|
|
|
700,000
|
|
|
666,998
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
CT Technologies Intermediate Holdings, Inc.(11)
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured Second Lien Term Loan (LIBOR + 9.00% Cash, 1.00% LIBOR Floor)(12)
|
|
12/1/2022
|
|
7,500,000
|
|
|
7,500,000
|
|
|
6,345,750
|
|
|
2.9
|
%
|
|||
|
|
|
|
|
|
|
|
7,500,000
|
|
|
7,500,000
|
|
|
6,345,750
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
DataOnline Corp.(7)
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.75% Cash, 1.00% LIBOR Floor)(13)(22)
|
|
7/31/2025
|
|
15,840,000
|
|
|
15,840,000
|
|
|
15,607,152
|
|
|
7.2
|
%
|
|||
|
|
|
|
Revolving Credit Facility (LIBOR + 5.75% Cash, 1.00% LIBOR
Floor)(13)(16)
|
|
7/31/2024
|
|
—
|
|
|
—
|
|
|
(18,900
|
)
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
15,840,000
|
|
|
15,840,000
|
|
|
15,588,252
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Dermatologists of Southwestern Ohio, LLC
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.50% Cash, 1.00% LIBOR Floor)(12)(23)
|
|
4/20/2022
|
|
1,065,457
|
|
|
1,065,457
|
|
|
1,056,614
|
|
|
0.5
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.50% Cash, 1.00% LIBOR Floor)(12)(23)
|
|
4/20/2022
|
|
404,248
|
|
|
404,248
|
|
|
400,893
|
|
|
0.2
|
%
|
|||
|
|
|
|
|
|
|
|
1,469,705
|
|
|
1,469,705
|
|
|
1,457,507
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Dream Finders Homes, LLC
|
|
Construction & Building
|
|
Senior Secured First Lien Term Loan B (10.00% Cash)
|
|
4/1/2020
|
|
1,613,455
|
|
|
1,613,455
|
|
|
1,613,455
|
|
|
0.7
|
%
|
|||
|
|
|
|
Preferred Equity (8.00% PIK)
|
|
|
|
4,185,480
|
|
|
4,185,480
|
|
|
3,315,319
|
|
|
1.5
|
%
|
|||
|
|
|
|
|
|
|
|
5,798,935
|
|
|
5,798,935
|
|
|
4,928,774
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
FKI Security Group, LLC
|
|
Capital Equipment
|
|
Senior Secured First Lien Term Loan (LIBOR + 8.50% Cash, 1.00% LIBOR Floor)(13)(23)
|
|
3/30/2020
|
|
10,906,250
|
|
|
10,906,250
|
|
|
10,680,491
|
|
|
4.9
|
%
|
|||
|
|
|
|
|
|
|
|
10,906,250
|
|
|
10,906,250
|
|
|
10,680,491
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Footprint Acquisition, LLC
|
|
Services: Business
|
|
Preferred Equity (8.75% PIK)
|
|
|
|
7,281,664
|
|
|
7,281,664
|
|
|
7,281,664
|
|
|
3.4
|
%
|
|||
|
|
|
|
Equity - 150 Common Units
|
|
|
|
—
|
|
|
—
|
|
|
3,347,965
|
|
|
1.5
|
%
|
|||
|
|
|
|
|
|
|
|
7,281,664
|
|
|
7,281,664
|
|
|
10,629,629
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Freedom Powersports, LLC
|
|
Automotive
|
|
Senior Secured First Lien Term Loan (LIBOR + 10.00% Cash, 1.50% LIBOR Floor)(13)
|
|
11/11/2019
|
|
9,450,000
|
|
|
9,450,000
|
|
|
9,450,000
|
|
|
4.4
|
%
|
|||
|
|
|
|
|
|
|
|
9,450,000
|
|
|
9,450,000
|
|
|
9,450,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Global Accessories Group, LLC(11)
|
|
Consumer goods: Non-durable
|
|
Equity - 3.8% Membership Interest
|
|
|
|
—
|
|
|
151,337
|
|
|
151,339
|
|
|
0.1
|
%
|
|||
|
|
|
|
|
|
|
|
—
|
|
|
151,337
|
|
|
151,339
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
The Imagine Group, LLC
|
|
Media: Advertising, Printing & Publishing
|
|
Senior Secured Second Lien Term Loan (LIBOR + 8.75% Cash, 1.00% LIBOR Floor)(12)
|
|
6/21/2023
|
|
3,000,000
|
|
|
2,968,775
|
|
|
1,715,100
|
|
|
0.8
|
%
|
|||
|
|
|
|
|
|
|
|
3,000,000
|
|
|
2,968,775
|
|
|
1,715,100
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Impact Group, LLC
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.50% Cash, 1.00% LIBOR Floor)(13)(23)
|
|
6/27/2023
|
|
3,254,623
|
|
|
3,254,623
|
|
|
3,104,911
|
|
|
1.4
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.50% Cash, 1.00% LIBOR Floor)(13)(23)
|
|
6/27/2023
|
|
9,430,010
|
|
|
9,430,010
|
|
|
8,996,229
|
|
|
4.2
|
%
|
|||
|
|
|
|
|
|
|
|
12,684,633
|
|
|
12,684,633
|
|
|
12,101,140
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company(1)
|
|
Industry
|
|
Type of Investment(6)
|
|
Maturity
|
|
Par Amount(2)
|
|
Cost(3)
|
|
Fair Value
|
|
% of
Net Assets(4)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
InterFlex Acquisition Company, LLC
|
|
Containers, Packaging & Glass
|
|
Senior Secured First Lien Term Loan (LIBOR + 9.00% Cash, 1.00% LIBOR Floor)(12)(23)
|
|
8/18/2022
|
|
13,259,175
|
|
|
13,259,175
|
|
|
12,637,320
|
|
|
5.8
|
%
|
|||
|
|
|
|
|
|
|
|
13,259,175
|
|
|
13,259,175
|
|
|
12,637,320
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
L & S Plumbing Partnership, Ltd.
|
|
Construction & Building
|
|
Senior Secured First Lien Term Loan (LIBOR + 7.50% Cash, 1.00% LIBOR Floor)(13)(22)
|
|
2/15/2022
|
|
5,345,754
|
|
|
5,345,754
|
|
|
5,345,754
|
|
|
2.5
|
%
|
|||
|
|
|
|
|
|
|
|
5,345,754
|
|
|
5,345,754
|
|
|
5,345,754
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Lighting Science Group Corporation
|
|
Containers, Packaging & Glass
|
|
Warrants - 0.56% of Outstanding Equity(18)
|
|
2/19/2024
|
|
—
|
|
|
955,680
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
—
|
|
|
955,680
|
|
|
—
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Manna Pro Products, LLC
|
|
Consumer goods: Non-durable
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(12)
|
|
12/8/2023
|
|
5,398,622
|
|
|
5,398,622
|
|
|
5,132,470
|
|
|
2.4
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(12)
|
|
12/8/2023
|
|
1,096,209
|
|
|
1,096,209
|
|
|
1,042,166
|
|
|
0.5
|
%
|
|||
|
|
|
|
|
|
|
|
6,494,831
|
|
|
6,494,831
|
|
|
6,174,636
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Point.360
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00% PIK)(9)(15)
|
|
7/8/2020
|
|
2,563,464
|
|
|
2,103,712
|
|
|
590,366
|
|
|
0.3
|
%
|
|||
|
|
|
|
|
|
|
|
2,563,464
|
|
|
2,103,712
|
|
|
590,366
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Quantum Spatial, Inc.
|
|
Aerospace & Defense
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.25% Cash, 1.00% LIBOR Floor)(12)
|
|
9/5/2024
|
|
5,000,000
|
|
|
5,000,000
|
|
|
5,000,000
|
|
|
2.3
|
%
|
|||
|
|
|
|
|
|
|
|
5,000,000
|
|
|
5,000,000
|
|
|
5,000,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
RateGain Technologies, Inc.
|
|
Hotel, Gaming & Leisure
|
|
Unsecured Debt(19)(23)
|
|
7/31/2020
|
|
761,905
|
|
|
761,905
|
|
|
761,905
|
|
|
0.4
|
%
|
|||
|
|
|
|
Unsecured Debt(19)(23)
|
|
7/31/2021
|
|
761,905
|
|
|
761,905
|
|
|
761,905
|
|
|
0.4
|
%
|
|||
|
|
|
|
|
|
|
|
1,523,810
|
|
|
1,523,810
|
|
|
1,523,810
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Redwood Services Group, LLC(7)
|
|
Services: Business
|
|
Revolving Credit Facility (LIBOR + 6.00% Cash, 1.00% LIBOR
Floor)(13)(16)
|
|
6/6/2023
|
|
875,000
|
|
|
875,000
|
|
|
860,475
|
|
|
0.4
|
%
|
|||
|
|
|
|
|
|
|
|
875,000
|
|
|
875,000
|
|
|
860,475
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Sendero Drilling Company, LLC
|
|
Energy: Oil & Gas
|
|
Unsecured Debt (8.00% Cash)
|
|
8/31/2021
|
|
850,000
|
|
|
850,000
|
|
|
850,000
|
|
|
0.4
|
%
|
|||
|
|
|
|
|
|
|
|
850,000
|
|
|
850,000
|
|
|
850,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Seotowncenter, Inc.
|
|
Services: Business
|
|
Equity - 3,434,169.6 Common Units
|
|
|
|
—
|
|
|
566,475
|
|
|
1,236,301
|
|
|
0.6
|
%
|
|||
|
|
|
|
|
|
|
|
—
|
|
|
566,475
|
|
|
1,236,301
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
SFP Holding, Inc.
|
|
Construction & Building
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.25% Cash, 1.00% LIBOR Floor)(13)(23)
|
|
9/1/2022
|
|
4,820,605
|
|
|
4,820,605
|
|
|
4,775,291
|
|
|
2.2
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.25% Cash, 1.00% LIBOR Floor)(13)(23)
|
|
9/1/2022
|
|
1,871,234
|
|
|
1,871,234
|
|
|
1,853,644
|
|
|
0.9
|
%
|
|||
|
|
|
|
Equity - 94,393.87 Common Units in CI (Summit) Investment Holdings LLC(23)
|
|
|
|
—
|
|
|
985,673
|
|
|
849,545
|
|
|
0.4
|
%
|
|||
|
|
|
|
|
|
|
|
6,691,839
|
|
|
7,677,512
|
|
|
7,478,480
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Ship Supply Acquisition Corporation
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan (LIBOR + 8.00% Cash, 1.00% LIBOR Floor)(9)(13)(23)
|
|
7/31/2020
|
|
7,433,740
|
|
|
7,239,798
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
7,433,740
|
|
|
7,239,798
|
|
|
—
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
SMART Financial Operations, LLC
|
|
Retail
|
|
Equity - 700,000 Class A Preferred Units
|
|
|
|
—
|
|
|
700,000
|
|
|
532,000
|
|
|
0.2
|
%
|
|||
|
|
|
|
|
|
|
|
—
|
|
|
700,000
|
|
|
532,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company(1)
|
|
Industry
|
|
Type of Investment(6)
|
|
Maturity
|
|
Par Amount(2)
|
|
Cost(3)
|
|
Fair Value
|
|
% of
Net Assets(4)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
TPG Plastics LLC
|
|
Chemicals, Plastics & Rubber
|
|
Senior Secured Second Lien Term Loan (Prime + 10.00% Cash)(14)
|
|
12/31/2019
|
|
352,984
|
|
|
352,984
|
|
|
352,984
|
|
|
0.2
|
%
|
|||
|
|
|
|
Unsecured Debt (10.00% Cash)(20)
|
|
|
|
278,810
|
|
|
278,810
|
|
|
278,810
|
|
|
0.1
|
%
|
|||
|
|
|
|
Equity - 35 Class B Units
|
|
|
|
—
|
|
|
3,317,149
|
|
|
1,644,751
|
|
|
0.8
|
%
|
|||
|
|
|
|
|
|
|
|
631,794
|
|
|
3,948,943
|
|
|
2,276,545
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
URT Acquisition Holdings Corporation
|
|
Services: Business
|
|
Senior Secured Second Lien Term Loan (LIBOR + 8.00% PIK, 2.00% LIBOR Floor)(13)
|
|
5/2/2022
|
|
18,905,403
|
|
|
18,905,403
|
|
|
18,905,403
|
|
|
8.7
|
%
|
|||
|
|
|
|
Preferred Equity (12.00% PIK)(9)
|
|
|
|
6,552,890
|
|
|
6,552,890
|
|
|
4,914,667
|
|
|
2.3
|
%
|
|||
|
|
|
|
Equity - 397,466 Common Units
|
|
|
|
—
|
|
|
12,936,879
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
25,458,293
|
|
|
38,395,172
|
|
|
23,820,070
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Subtotal Control Investments
|
|
|
|
|
|
$
|
52,529,904
|
|
|
$
|
154,601,177
|
|
|
$
|
107,453,927
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total Investments, September 30, 2019
|
|
|
|
|
|
$
|
342,768,343
|
|
|
$
|
467,647,576
|
|
|
$
|
396,888,998
|
|
|
183.4
|
%
|
(1)
|
All of our investments are domiciled in the United States. Certain investments also have international operations.
|
(2)
|
Par amount includes accumulated payment-in-kind (“PIK”) interest, as applicable, and is net of repayments.
|
(3)
|
Gross unrealized appreciation, gross unrealized depreciation, and net unrealized depreciation for U.S. federal income tax purposes totaled $28,155,804, $96,121,868, and $67,966,064, respectively. The tax cost basis of investments is $464,855,062 as of September 30, 2019.
|
(4)
|
Percentage is based on net assets of $216,432,530 as of September 30, 2019.
|
(5)
|
Control Investments are defined by the Investment Company Act of 1940, as amended (the “1940 Act”), as investments in companies in which the Company owns more than 25% of the voting securities or maintains greater than 50% of the board representation.
|
(6)
|
Unless otherwise indicated, all securities are valued using significant unobservable inputs, which are categorized as Level 3 assets under the definition of ASC 820 fair value hierarchy (see Note 4).
|
(7)
|
The investment has an unfunded commitment as of September 30, 2019 (see Note 8), and includes an analysis of the value of any unfunded commitments.
|
(8)
|
Represents 1.3% partnership interest in Watermill-QMC Partners, LP and Watermill-EMI Partners, LP.
|
(9)
|
The investment was on non-accrual status as of September 30, 2019.
|
(10)
|
The investment is not a qualifying asset as defined under Section 55(a) of 1940 Act, in a whole, or in part. As of September 30, 2019, 24.3% of the Company's portfolio investments were non-qualifying assets.
|
(11)
|
A portion of this investment was sold via a participation agreement. The amount stated is the portion retained by Medley Capital Corporation (see Note 3).
|
(12)
|
The interest rate on these loans is subject to the greater of a London Interbank Offering Rate (“LIBOR”) floor, or 1 month LIBOR plus a base rate. The 1 month LIBOR as of September 30, 2019 was 2.04%.
|
(13)
|
The interest rate on these loans is subject to the greater of a LIBOR floor, or 3 month LIBOR plus a base rate. The 3 month LIBOR as of September 30, 2019 was 2.10%.
|
(14)
|
These loans bear interest at an alternate base rate, or in the case of these particular investments the Prime Rate set by the Federal Reserve, plus a given spread. The Prime Rate in effect at September 30, 2019 was 5.00%.
|
(15)
|
The interest rate on these loans is subject to 3 month LIBOR plus a base rate. The 3 month LIBOR as of September 30, 2019 was 2.10%.
|
(16)
|
This investment earns 0.50% commitment fee on all unused commitment as of September 30, 2019, and is recorded as a component of interest income on the Consolidated Statements of Operations.
|
(17)
|
This investment represents a Level 1 security in the ASC 820 table as of September 30, 2019 (see Note 4).
|
(18)
|
This investment represents a Level 2 security in the ASC 820 table as of September 30, 2019 (see Note 4).
|
(19)
|
Security is non-income producing.
|
(20)
|
This investment is scheduled to repay a percentage of the outstanding principal on a quarterly basis. Upon TPG Plastics, LLC obtaining all environmental and product testing authorizations, licenses and permits from all applicable governmental authorities, the remaining outstanding principal is expected to be repaid in full.
|
(21)
|
As a practical expedient, the Company uses net asset value (“NAV”) to determine the fair value of this investment.
|
(22)
|
All or a portion of this investment is held in Medley SLF Funding I LLC (see Note 5).
|
(23)
|
All or a portion of this investment is held in Medley Small Business Fund, LP (see Note 5).
|
Company(1)
|
|
Industry
|
|
Type of Investment(6)
|
|
Maturity
|
|
Par Amount(2)
|
|
Cost(3)
|
|
Fair Value
|
|
% of
Net Assets(4)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Non-Controlled/Non-Affiliated Investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
3SI Security Systems, Inc.
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.75% Cash, 1.00% LIBOR Floor)(14)
|
|
6/16/2023
|
|
$
|
17,325,000
|
|
|
$
|
17,325,000
|
|
|
$
|
17,325,000
|
|
|
5.4
|
%
|
|
|
|
|
|
|
|
|
17,325,000
|
|
|
17,325,000
|
|
|
17,325,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Accupac, Inc.(7)
|
|
Containers, Packaging & Glass
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50% Cash, 1.00% LIBOR Floor)(13)(19)
|
|
9/14/2023
|
|
9,788,793
|
|
|
9,788,793
|
|
|
9,788,793
|
|
|
3.1
|
%
|
|||
|
|
|
|
|
|
|
|
9,788,793
|
|
|
9,788,793
|
|
|
9,788,793
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Alpine SG, LLC(7)
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(14)
|
|
11/16/2022
|
|
13,398,750
|
|
|
13,398,750
|
|
|
13,398,750
|
|
|
4.2
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(14)
|
|
11/16/2022
|
|
6,617,630
|
|
|
6,617,630
|
|
|
6,617,630
|
|
|
2.1
|
%
|
|||
|
|
|
|
Revolving Credit Facility (LIBOR + 6.00% Cash, 1.00% LIBOR
Floor)(14)(17)
|
|
11/16/2022
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
20,016,380
|
|
|
20,016,380
|
|
|
20,016,380
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
American Dental Partners, Inc.
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured Second Lien Term Loan (LIBOR + 8.50% Cash, 1.00% LIBOR Floor)(14)
|
|
9/25/2023
|
|
6,500,000
|
|
|
6,500,000
|
|
|
6,565,000
|
|
|
2.1
|
%
|
|||
|
|
|
|
|
|
|
|
6,500,000
|
|
|
6,500,000
|
|
|
6,565,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Asurion, LLC
|
|
Banking, Finance, Insurance & Real Estate
|
|
Senior Secured Second Lien Term Loan (LIBOR + 6.50% Cash, 1.00% LIBOR Floor)(13)
|
|
8/4/2025
|
|
7,000,000
|
|
|
7,091,560
|
|
|
7,140,000
|
|
|
2.2
|
%
|
|||
|
|
|
|
|
|
|
|
7,000,000
|
|
|
7,091,560
|
|
|
7,140,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Autosplice, Inc.
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 8.00% Cash, 1.00% LIBOR Floor)(14)
|
|
6/17/2020
|
|
13,891,687
|
|
|
13,891,687
|
|
|
13,958,367
|
|
|
4.3
|
%
|
|||
|
|
|
|
|
|
|
|
13,891,687
|
|
|
13,891,687
|
|
|
13,958,367
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Barry's Bootcamp Holdings, LLC(7)
|
|
Services: Consumer
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(14)
|
|
7/14/2022
|
|
7,628,570
|
|
|
7,628,570
|
|
|
7,505,750
|
|
|
2.3
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(14)
|
|
7/14/2022
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
Revolving Credit Facility (LIBOR + 6.00% Cash, 1.00% LIBOR
Floor)(14)(17)
|
|
7/14/2022
|
|
2,200,000
|
|
|
2,200,000
|
|
|
2,200,000
|
|
|
0.7
|
%
|
|||
|
|
|
|
|
|
|
|
9,828,570
|
|
|
9,828,570
|
|
|
9,705,750
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Be Green Packaging, LLC
|
|
Containers, Packaging & Glass
|
|
Equity - 417 Common Units
|
|
|
|
—
|
|
|
416,250
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
—
|
|
|
416,250
|
|
|
—
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Black Angus Steakhouses, LLC(7)
|
|
Hotel, Gaming & Leisure
|
|
Senior Secured First Lien Term Loan (LIBOR + 9.00% Cash, 1.00% LIBOR Floor)(14)
|
|
4/24/2020
|
|
7,495,536
|
|
|
7,495,536
|
|
|
7,373,065
|
|
|
2.3
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 9.00% Cash, 1.00% LIBOR Floor)(14)
|
|
4/24/2020
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
Revolving Credit Facility (LIBOR + 9.00% Cash, 1.00% LIBOR
Floor)(14)(17)
|
|
4/24/2020
|
|
267,857
|
|
|
267,857
|
|
|
267,857
|
|
|
0.1
|
%
|
|||
|
|
|
|
|
|
|
|
7,763,393
|
|
|
7,763,393
|
|
|
7,640,922
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company(1)
|
|
Industry
|
|
Type of Investment(6)
|
|
Maturity
|
|
Par Amount(2)
|
|
Cost(3)
|
|
Fair Value
|
|
% of
Net Assets(4)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Brook & Whittle Holding Corp.(7)
|
|
Containers, Packaging & Glass
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(14)
|
|
10/17/2023
|
|
1,320,297
|
|
|
1,320,297
|
|
|
1,331,381
|
|
|
0.4
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(14)(18)
|
|
10/17/2023
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
1,320,297
|
|
|
1,320,297
|
|
|
1,331,381
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Central States Dermatology Services, LLC(7)
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.50% Cash, 1.00% LIBOR Floor)(14)
|
|
4/20/2022
|
|
1,076,331
|
|
|
1,076,331
|
|
|
1,076,331
|
|
|
0.3
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.50% Cash, 1.00% LIBOR Floor)(14)(19)
|
|
4/20/2022
|
|
270,991
|
|
|
270,991
|
|
|
270,991
|
|
|
0.1
|
%
|
|||
|
|
|
|
|
|
|
|
1,347,322
|
|
|
1,347,322
|
|
|
1,347,322
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
CP OPCO, LLC
|
|
Services: Consumer
|
|
Senior Secured First Lien Term Loan B (Prime + 5.50% PIK)(10)(15)
|
|
4/1/2019
|
|
1,375,911
|
|
|
1,210,237
|
|
|
234,042
|
|
|
0.1
|
%
|
|||
|
|
|
|
Senior Secured First Lien Term Loan C (Prime + 8.50% PIK)(10)(15)
|
|
4/1/2019
|
|
10,352,733
|
|
|
4,060,507
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
Preferred Facility (Prime + 7.00% PIK)(10)(15)
|
|
4/1/2019
|
|
5,883,641
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
Equity - 232 Common Units
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
17,612,285
|
|
|
5,270,744
|
|
|
234,042
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
CPI International, Inc.
|
|
Aerospace & Defense
|
|
Senior Secured Second Lien Term Loan (LIBOR + 7.25% Cash, 1.00% LIBOR Floor)(13)
|
|
7/28/2025
|
|
4,010,025
|
|
|
3,992,123
|
|
|
4,034,486
|
|
|
1.3
|
%
|
|||
|
|
|
|
|
|
|
|
4,010,025
|
|
|
3,992,123
|
|
|
4,034,486
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Crow Precision Components, LLC
|
|
Aerospace & Defense
|
|
Senior Secured First Lien Term Loan (LIBOR + 8.50% Cash, 1.00% LIBOR Floor)(14)
|
|
9/30/2019
|
|
12,890,000
|
|
|
12,890,000
|
|
|
12,890,000
|
|
|
4.0
|
%
|
|||
|
|
|
|
Equity - 350 Common Units
|
|
|
|
—
|
|
|
700,000
|
|
|
521,203
|
|
|
0.2
|
%
|
|||
|
|
|
|
|
|
|
|
12,890,000
|
|
|
13,590,000
|
|
|
13,411,203
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
CT Technologies Intermediate Holdings, Inc.(12)
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured Second Lien Term Loan (LIBOR + 9.00% Cash, 1.00% LIBOR Floor)(13)
|
|
12/1/2022
|
|
7,500,000
|
|
|
7,500,000
|
|
|
7,223,250
|
|
|
2.2
|
%
|
|||
|
|
|
|
|
|
|
|
7,500,000
|
|
|
7,500,000
|
|
|
7,223,250
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
DataOnline Corp.(7)
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.75% Cash, 1.00% LIBOR Floor)(14)
|
|
7/31/2025
|
|
16,000,000
|
|
|
16,000,000
|
|
|
16,000,000
|
|
|
5.0
|
%
|
|||
|
|
|
|
Revolving Credit Facility (LIBOR + 5.75% Cash, 1.00% LIBOR
Floor)(14)(17)
|
|
7/31/2024
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
16,000,000
|
|
|
16,000,000
|
|
|
16,000,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Dream Finders Homes, LLC
|
|
Construction & Building
|
|
Senior Secured First Lien Term Loan B (LIBOR + 14.50% Cash)(16)
|
|
10/1/2019
|
|
2,418,494
|
|
|
2,418,494
|
|
|
2,418,494
|
|
|
0.8
|
%
|
|||
|
|
|
|
Preferred Equity (8.00% PIK)
|
|
|
|
3,866,737
|
|
|
3,866,737
|
|
|
3,866,737
|
|
|
1.2
|
%
|
|||
|
|
|
|
|
|
|
|
6,285,231
|
|
|
6,285,231
|
|
|
6,285,231
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Dynamic Energy Services International LLC
|
|
Energy: Oil & Gas
|
|
Senior Secured First Lien Term Loan (LIBOR + 13.50% PIK)(10)(16)
|
|
5/6/2019
|
|
20,952,402
|
|
|
18,674,779
|
|
|
6,040,577
|
|
|
1.9
|
%
|
|||
|
|
|
|
|
|
|
|
20,952,402
|
|
|
18,674,779
|
|
|
6,040,577
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Engineered Machinery Holdings, Inc.
|
|
Capital Equipment
|
|
Senior Secured Second Lien Term Loan (LIBOR + 7.25% Cash, 1.00% LIBOR Floor)(14)
|
|
7/18/2025
|
|
1,671,064
|
|
|
1,656,132
|
|
|
1,662,708
|
|
|
0.5
|
%
|
|||
|
|
|
|
|
|
|
|
1,671,064
|
|
|
1,656,132
|
|
|
1,662,708
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
FKI Security Group, LLC(12)
|
|
Capital Equipment
|
|
Senior Secured First Lien Term Loan (LIBOR + 8.50% Cash, 1.00% LIBOR Floor)(14)
|
|
3/30/2020
|
|
11,281,250
|
|
|
11,281,250
|
|
|
11,281,250
|
|
|
3.5
|
%
|
|||
|
|
|
|
|
|
|
|
11,281,250
|
|
|
11,281,250
|
|
|
11,281,250
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company(1)
|
|
Industry
|
|
Type of Investment(6)
|
|
Maturity
|
|
Par Amount(2)
|
|
Cost(3)
|
|
Fair Value
|
|
% of
Net Assets(4)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Footprint Acquisition, LLC
|
|
Services: Business
|
|
Preferred Equity (8.75% PIK)
|
|
|
|
6,677,895
|
|
|
6,677,895
|
|
|
6,677,895
|
|
|
2.1
|
%
|
|||
|
|
|
|
Equity - 150 Common Units
|
|
|
|
—
|
|
|
—
|
|
|
1,753,260
|
|
|
0.6
|
%
|
|||
|
|
|
|
|
|
|
|
6,677,895
|
|
|
6,677,895
|
|
|
8,431,155
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Freedom Powersports, LLC
|
|
Automotive
|
|
Senior Secured First Lien Term Loan (LIBOR + 10.00% Cash, 1.50% LIBOR Floor)(14)
|
|
9/26/2019
|
|
10,930,000
|
|
|
10,930,000
|
|
|
10,930,000
|
|
|
3.4
|
%
|
|||
|
|
|
|
|
|
|
|
10,930,000
|
|
|
10,930,000
|
|
|
10,930,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Friedrich Holdings, Inc.
|
|
Construction & Building
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(13)
|
|
2/7/2023
|
|
9,950,349
|
|
|
9,950,349
|
|
|
9,950,349
|
|
|
3.1
|
%
|
|||
|
|
|
|
|
|
|
|
9,950,349
|
|
|
9,950,349
|
|
|
9,950,349
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Global Accessories Group, LLC(12)
|
|
Consumer goods: Non-durable
|
|
Equity - 3.8% Membership Interest
|
|
|
|
—
|
|
|
151,337
|
|
|
151,339
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
—
|
|
|
151,337
|
|
|
151,339
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Heligear Acquisition Co.
|
|
Aerospace & Defense
|
|
Senior Secured First Lien Note (10.25% Cash)(8)
|
|
10/15/2019
|
|
20,000,000
|
|
|
20,000,000
|
|
|
19,268,000
|
|
|
6.0
|
%
|
|||
|
|
|
|
|
|
|
|
20,000,000
|
|
|
20,000,000
|
|
|
19,268,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
The Imagine Group, LLC(24)
|
|
Media: Advertising, Printing & Publishing
|
|
Senior Secured Second Lien Term Loan (LIBOR + 8.75% Cash, 1.00% LIBOR Floor)(13)
|
|
6/21/2023
|
|
3,000,000
|
|
|
2,962,275
|
|
|
2,750,100
|
|
|
0.9
|
%
|
|||
|
|
|
|
|
|
|
|
3,000,000
|
|
|
2,962,275
|
|
|
2,750,100
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Impact Group,
LLC(7)(25)
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.25% Cash, 1.00% LIBOR Floor)(14)
|
|
6/27/2023
|
|
3,457,319
|
|
|
3,457,319
|
|
|
3,457,319
|
|
|
1.1
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.25% Cash, 1.00% LIBOR Floor)(14)(19)
|
|
6/27/2023
|
|
1,427,914
|
|
|
1,427,914
|
|
|
1,427,914
|
|
|
0.5
|
%
|
|||
|
|
|
|
|
|
|
|
4,885,233
|
|
|
4,885,233
|
|
|
4,885,233
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
InterFlex Acquisition Company, LLC
|
|
Containers, Packaging & Glass
|
|
Senior Secured First Lien Term Loan (LIBOR + 8.00% Cash, 1.00% LIBOR Floor)(13)
|
|
8/18/2022
|
|
14,062,500
|
|
|
14,062,500
|
|
|
13,048,594
|
|
|
4.1
|
%
|
|||
|
|
|
|
|
|
|
|
14,062,500
|
|
|
14,062,500
|
|
|
13,048,594
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Jackson Hewitt Tax Service Inc.
|
|
Services: Consumer
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.25% Cash)
|
|
5/31/2023
|
|
7,000,000
|
|
|
7,000,000
|
|
|
7,000,000
|
|
|
2.2
|
%
|
|||
|
|
|
|
|
|
|
|
7,000,000
|
|
|
7,000,000
|
|
|
7,000,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
L & S Plumbing Partnership, Ltd.
|
|
Construction & Building
|
|
Senior Secured First Lien Term Loan (LIBOR + 8.50% Cash, 1.00% LIBOR Floor)(14)
|
|
2/15/2022
|
|
19,529,449
|
|
|
19,529,449
|
|
|
19,765,755
|
|
|
6.2
|
%
|
|||
|
|
|
|
|
|
|
|
19,529,449
|
|
|
19,529,449
|
|
|
19,765,755
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Lighting Science Group Corporation
|
|
Containers, Packaging & Glass
|
|
Warrants - 1.01% of Outstanding Equity(20)
|
|
2/19/2024
|
|
—
|
|
|
955,680
|
|
|
50,000
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
—
|
|
|
955,680
|
|
|
50,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Manna Pro Products, LLC(7)
|
|
Consumer goods: Non-durable
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(13)
|
|
12/8/2023
|
|
5,453,570
|
|
|
5,453,570
|
|
|
5,434,482
|
|
|
1.7
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(13)(19)
|
|
12/8/2023
|
|
670,363
|
|
|
670,363
|
|
|
666,517
|
|
|
0.2
|
%
|
|||
|
|
|
|
|
|
|
|
6,123,933
|
|
|
6,123,933
|
|
|
6,100,999
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Midcoast Energy, LLC
|
|
Energy: Oil & Gas
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.50% Cash, 1.00% LIBOR Floor)(14)
|
|
8/1/2025
|
|
3,000,000
|
|
|
2,970,391
|
|
|
3,003,900
|
|
|
0.9
|
%
|
|||
|
|
|
|
|
|
|
|
3,000,000
|
|
|
2,970,391
|
|
|
3,003,900
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company(1)
|
|
Industry
|
|
Type of Investment(6)
|
|
Maturity
|
|
Par Amount(2)
|
|
Cost(3)
|
|
Fair Value
|
|
% of
Net Assets(4)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Oxford Mining Company, LLC
|
|
Metals & Mining
|
|
Senior Secured First Lien Term Loan (LIBOR + 11.50% PIK, 0.75% LIBOR Floor)(10)(14)
|
|
12/31/2018
|
|
21,925,733
|
|
|
19,746,873
|
|
|
8,814,145
|
|
|
2.7
|
%
|
|||
|
|
|
|
|
|
|
|
21,925,733
|
|
|
19,746,873
|
|
|
8,814,145
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Path Medical, LLC
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 9.50% Cash, 1.00% LIBOR Floor)(14)
|
|
10/11/2021
|
|
8,151,557
|
|
|
7,813,946
|
|
|
7,654,312
|
|
|
2.4
|
%
|
|||
|
|
|
|
Senior Secured First Lien Term Loan A (LIBOR + 9.50% Cash, 1.00% LIBOR Floor)(14)
|
|
10/11/2021
|
|
2,808,500
|
|
|
2,808,500
|
|
|
2,637,182
|
|
|
0.8
|
%
|
|||
|
|
|
|
Warrants - 1.56% of Outstanding Equity
|
|
1/9/2027
|
|
—
|
|
|
499,751
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
10,960,057
|
|
|
11,122,197
|
|
|
10,291,494
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Point.360
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00% PIK)(10)(16)
|
|
7/8/2020
|
|
2,103,712
|
|
|
2,103,712
|
|
|
1,051,856
|
|
|
0.3
|
%
|
|||
|
|
|
|
Equity - 479,283 Common Units
|
|
|
|
—
|
|
|
129,406
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
Warrants - 2.8% of Outstanding Equity
|
|
7/8/2020
|
|
—
|
|
|
52,757
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
2,103,712
|
|
|
2,285,875
|
|
|
1,051,856
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
RateGain Technologies, Inc.
|
|
Hotel, Gaming & Leisure
|
|
Unsecured Debt(26)
|
|
7/31/2020
|
|
761,905
|
|
|
761,905
|
|
|
761,905
|
|
|
0.2
|
%
|
|||
|
|
|
|
Unsecured Debt(26)
|
|
7/31/2021
|
|
761,905
|
|
|
761,905
|
|
|
761,905
|
|
|
0.2
|
%
|
|||
|
|
|
|
|
|
|
|
1,523,810
|
|
|
1,523,810
|
|
|
1,523,810
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Redwood Services Group, LLC(7)
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(14)
|
|
6/6/2023
|
|
6,022,406
|
|
|
6,022,406
|
|
|
6,022,406
|
|
|
1.9
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(13)
|
|
6/6/2023
|
|
1,373,485
|
|
|
1,373,485
|
|
|
1,373,485
|
|
|
0.4
|
%
|
|||
|
|
|
|
Revolving Credit Facility (LIBOR + 6.00% Cash, 1.00% LIBOR
Floor)(14)(17)
|
|
6/6/2023
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
7,395,891
|
|
|
7,395,891
|
|
|
7,395,891
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
RMS Holding Company, LLC(7)
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00% Cash, 1.00% LIBOR Floor)(14)
|
|
11/16/2022
|
|
15,269,745
|
|
|
15,269,745
|
|
|
15,269,745
|
|
|
4.8
|
%
|
|||
|
|
|
|
Revolving Credit Facility (LIBOR + 6.00% Cash, 1.00% LIBOR
Floor)(14)(17)
|
|
11/16/2022
|
|
1,073,204
|
|
|
1,073,204
|
|
|
1,066,744
|
|
|
0.3
|
%
|
|||
|
|
|
|
|
|
|
|
16,342,949
|
|
|
16,342,949
|
|
|
16,336,489
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
SavATree, LLC(7)
|
|
Environmental Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.25% Cash, 1.00% LIBOR Floor)(14)
|
|
6/2/2022
|
|
1,858,855
|
|
|
1,858,855
|
|
|
1,858,855
|
|
|
0.6
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 5.25% Cash, 1.00% LIBOR Floor)(14)(19)
|
|
6/2/2022
|
|
43,225
|
|
|
43,225
|
|
|
43,225
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
1,902,080
|
|
|
1,902,080
|
|
|
1,902,080
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Sendero Drilling Company, LLC
|
|
Energy: Oil & Gas
|
|
Unsecured Debt (8.00% Cash)
|
|
8/31/2019
|
|
850,000
|
|
|
850,000
|
|
|
850,000
|
|
|
0.3
|
%
|
|||
|
|
|
|
|
|
|
|
850,000
|
|
|
850,000
|
|
|
850,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Seotowncenter, Inc.
|
|
Services: Business
|
|
Equity - 3,249.697 Common Units
|
|
|
|
—
|
|
|
500,000
|
|
|
532,885
|
|
|
0.2
|
%
|
|||
|
|
|
|
|
|
|
|
—
|
|
|
500,000
|
|
|
532,885
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company(1)
|
|
Industry
|
|
Type of Investment(6)
|
|
Maturity
|
|
Par Amount(2)
|
|
Cost(3)
|
|
Fair Value
|
|
% of
Net Assets(4)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
SFP Holding, Inc.(7)
|
|
Construction & Building
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.25% Cash, 1.00% LIBOR Floor)(14)
|
|
9/1/2022
|
|
9,739,371
|
|
|
9,739,371
|
|
|
9,739,371
|
|
|
3.0
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.25% Cash, 1.00% LIBOR Floor)(14)(17)
|
|
9/1/2022
|
|
1,005,364
|
|
|
1,005,364
|
|
|
1,005,364
|
|
|
0.3
|
%
|
|||
|
|
|
|
Equity - 1.42% Company Interest
|
|
|
|
—
|
|
|
736,905
|
|
|
736,905
|
|
|
0.2
|
%
|
|||
|
|
|
|
|
|
|
|
10,744,735
|
|
|
11,481,640
|
|
|
11,481,640
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Ship Supply Acquisition Corporation
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan (LIBOR + 8.00% Cash, 1.00% LIBOR Floor)(10)(14)
|
|
7/31/2020
|
|
7,330,098
|
|
|
7,136,156
|
|
|
3,512,583
|
|
|
1.1
|
%
|
|||
|
|
|
|
|
|
|
|
7,330,098
|
|
|
7,136,156
|
|
|
3,512,583
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
SMART Financial Operations, LLC(7)
|
|
Retail
|
|
Senior Secured First Lien Term Loan (LIBOR + 10.00% Cash, 1.00% LIBOR Floor)(14)
|
|
11/22/2021
|
|
2,775,000
|
|
|
2,775,000
|
|
|
2,775,833
|
|
|
0.9
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 10.00% Cash, 1.00% LIBOR Floor)(14)
|
|
11/22/2021
|
|
2,325,000
|
|
|
2,325,000
|
|
|
2,326,418
|
|
|
0.7
|
%
|
|||
|
|
|
|
Equity - 700,000 Class A Preferred Units
|
|
|
|
—
|
|
|
700,000
|
|
|
700,000
|
|
|
0.2
|
%
|
|||
|
|
|
|
|
|
|
|
5,100,000
|
|
|
5,800,000
|
|
|
5,802,251
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
SRS Software, LLC
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 7.00% Cash, 1.00% LIBOR Floor)(14)
|
|
2/17/2022
|
|
7,387,500
|
|
|
7,387,500
|
|
|
7,461,375
|
|
|
2.3
|
%
|
|||
|
|
|
|
|
|
|
|
7,387,500
|
|
|
7,387,500
|
|
|
7,461,375
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Stancor, Inc.
|
|
Services: Business
|
|
Equity - 263,814.43 Class A Units
|
|
|
|
—
|
|
|
263,814
|
|
|
274,367
|
|
|
0.1
|
%
|
|||
|
|
|
|
|
|
|
|
—
|
|
|
263,814
|
|
|
274,367
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Starfish Holdco, LLC
|
|
High Tech Industries
|
|
Senior Secured Second Lien Term Loan (LIBOR + 9.00% Cash, 1.00% LIBOR Floor)(13)
|
|
8/18/2025
|
|
4,000,000
|
|
|
3,945,676
|
|
|
4,000,000
|
|
|
1.2
|
%
|
|||
|
|
|
|
|
|
|
|
4,000,000
|
|
|
3,945,676
|
|
|
4,000,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Trans-Fast Remittance LLC(7)
|
|
Banking, Finance, Insurance & Real Estate
|
|
Senior Secured First Lien Term Loan (LIBOR + 8.00% Cash, 1.00% LIBOR Floor)(13)(17)
|
|
12/2/2021
|
|
3,567,857
|
|
|
3,567,857
|
|
|
3,571,557
|
|
|
1.1
|
%
|
|||
|
|
|
|
Revolving Credit Facility (LIBOR + 8.00% Cash, 1.00% LIBOR
Floor)(13)(17)
|
|
12/2/2021
|
|
1,875,000
|
|
|
1,875,000
|
|
|
1,875,000
|
|
|
0.6
|
%
|
|||
|
|
|
|
|
|
|
|
5,442,857
|
|
|
5,442,857
|
|
|
5,446,557
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Vail Holdco Corp
|
|
Wholesale
|
|
Equity - 10,702 Shares of Series A Preferred Stock (12.50% PIK)(8)
|
|
|
|
10,702,000
|
|
|
10,276,214
|
|
|
10,234,323
|
|
|
3.2
|
%
|
|||
|
|
|
|
Equity - 7,700 Shares of Junior Convertible Preferred Stock
|
|
|
|
7,700,000
|
|
|
7,700,000
|
|
|
7,700,000
|
|
|
2.4
|
%
|
|||
|
|
|
|
Warrants - 0.4875% of Outstanding Equity
|
|
|
|
—
|
|
|
425,787
|
|
|
580,416
|
|
|
0.2
|
%
|
|||
|
|
|
|
|
|
|
|
18,402,000
|
|
|
18,402,001
|
|
|
18,514,739
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Velocity Pooling Vehicle, LLC
|
|
Automotive
|
|
Senior Secured First Lien Term Loan (LIBOR + 11.00% Cash, 1.00% LIBOR Floor)(14)
|
|
4/28/2023
|
|
808,000
|
|
|
734,073
|
|
|
734,553
|
|
|
0.2
|
%
|
|||
|
|
|
|
Equity - 5,441 Class A Units
|
|
|
|
—
|
|
|
302,464
|
|
|
302,464
|
|
|
0.1
|
%
|
|||
|
|
|
|
Warrants - 0.65% of Outstanding Equity
|
|
3/30/2028
|
|
—
|
|
|
361,667
|
|
|
361,667
|
|
|
0.1
|
%
|
|||
|
|
|
|
|
|
|
|
808,000
|
|
|
1,398,204
|
|
|
1,398,684
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Walker Edison Furniture Company LLC
|
|
Consumer goods: Durable
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.50% Cash, 1.00% LIBOR Floor)(14)
|
|
9/26/2024
|
|
13,807,500
|
|
|
13,807,500
|
|
|
13,807,500
|
|
|
4.3
|
%
|
|||
|
|
|
|
Equity - 1,500 Common Units
|
|
|
|
—
|
|
|
1,500,000
|
|
|
1,500,000
|
|
|
0.5
|
%
|
|||
|
|
|
|
|
|
|
|
13,807,500
|
|
|
15,307,500
|
|
|
15,307,500
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
All of our investments are domiciled in the United States. Certain investments also have international operations.
|
(2)
|
Par amount includes accumulated PIK interest, as applicable, and is net of repayments.
|
(3)
|
Gross unrealized appreciation, gross unrealized depreciation, and net unrealized depreciation for U.S. federal income tax purposes totaled $17,795,949, $120,259,250, and $102,463,301, respectively. The tax cost basis of investments is $757,893,215 as of September 30, 2018.
|
(4)
|
Percentage is based on net assets of $321,178,727 as of September 30, 2018.
|
(5)
|
Control Investments are defined by the 1940 Act as investments in companies in which the Company owns more than 25% of the voting securities or maintains greater than 50% of the board representation.
|
(6)
|
Unless otherwise indicated, all securities are valued using significant unobservable inputs, which are categorized as Level 3 assets under the definition of ASC 820 fair value hierarchy (see Note 4).
|
(7)
|
The investment has an unfunded commitment as of September 30, 2018 (see Note 8), and includes an analysis of the value of any unfunded commitments.
|
(8)
|
Securities are exempt from registration under Rule 144A of the Securities Act of 1933. These securities represent a fair value of $29,502,323 and 9.2% of net assets as of September 30, 2018, and are considered restricted securities.
|
(9)
|
Represents 1.3% partnership interest in Watermill-QMC Partners, LP and Watermill-EMI Partners, LP.
|
(10)
|
The investment was on non-accrual status as of September 30, 2018.
|
(11)
|
The investment is not a qualifying asset as defined under Section 55(a) of 1940 Act, in a whole, or in part. As of September 30, 2018, 13.5% of the Company's portfolio investments were non-qualifying assets.
|
(12)
|
A portion of this investment was sold via a participation agreement. The amount stated is the portion retained by Medley Capital Corporation (see Note 3).
|
(13)
|
The interest rate on these loans is subject to the greater of a LIBOR floor, or 1 month LIBOR plus a base rate. The 1 month LIBOR as of September 30, 2018 was 2.24%.
|
(14)
|
The interest rate on these loans is subject to the greater of a LIBOR floor, or 3 month LIBOR plus a base rate. The 3 month LIBOR as of September 30, 2018 was 2.39%.
|
(15)
|
These loans bear interest at an alternate base rate, or in the case of these particular investments the Prime Rate set by the Federal Reserve, plus a given spread. The Prime Rate in effect at September 30, 2018 was 5.25%.
|
(16)
|
The interest rate on these loans is subject to 3 month LIBOR plus a base rate. The 3 month LIBOR as of September 30, 2018 was 2.39%.
|
(17)
|
This investment earns 0.50% commitment fee on all unused commitment as of September 30, 2018, and is recorded as a component of interest income on the Consolidated Statements of Operations.
|
(18)
|
This investment earns 0.75% commitment fee on all unused commitment as of September 30, 2018, and is recorded as a component of interest income on the Consolidated Statements of Operations.
|
(19)
|
This investment earns 1.00% commitment fee on all unused commitment as of September 30, 2018, and is recorded as a component of interest income on the Consolidated Statements of Operations.
|
(20)
|
This investment represents a Level 2 security in the ASC 820 table as of September 30, 2018 (see Note 4).
|
(21)
|
This investment is scheduled to repay a percentage of the outstanding principal on a quarterly basis. Upon TPG Plastics, LLC obtaining all environmental and product testing authorizations, licenses and permits from all applicable governmental authorities, the remaining outstanding principal is expected to be repaid in full.
|
(22)
|
This investment shall convert to equity upon TPG Plastics, LLC obtaining all environmental and product testing authorizations, licenses and permits from all applicable governmental authorities. Upon conversion Medley Capital Corporation will continue to own 35% of the equity of TPG Plastics, LLC.
|
(23)
|
Investment changed its name from AAR Intermediate Holdings, LLC during FY 2018.
|
(24)
|
Investment changed its name from Imagine! Print Solutions, LLC during FY 2018.
|
(25)
|
Investment changed its name from Impact Sales, LLC during FY 2018.
|
(26)
|
Security is non-income producing.
|
(27)
|
As a practical expedient, the Company uses NAV to determine the fair value of this investment.
|
•
|
The “Market Approach” uses prices and other relevant information generated by market transactions involving identical or comparable (that is, similar) assets, liabilities, or a group of assets and liabilities, such as a business.
|
•
|
The “Income Approach” converts future amounts (for example, cash flows or income and expenses) to a single current (that is, discounted) amount. When the Income Approach is used, the fair value measurement reflects current market expectations about those future amounts.
|
•
|
valuations of comparable public companies (“Guideline Comparable Approach”);
|
•
|
recent sales of private and public comparable companies (“Guideline Comparable Approach”);
|
•
|
recent acquisition prices of the company, debt securities or equity securities (“Recent Arms-Length Transaction”);
|
•
|
external valuations of the portfolio company, offers from third parties to buy the company (“Estimated Sales Proceeds Approach”);
|
•
|
subsequent sales made by the company of its investments (“Expected Sales Proceeds Approach”); and
|
•
|
estimating the value to potential buyers.
|
•
|
discounting the forecasted cash flows of the portfolio company or securities (Discounted Cash Flow (“DCF”) Approach); and
|
•
|
Black-Scholes model or simulation models or a combination thereof (Income Approach - Option Model) with respect to the valuation of warrants.
|
•
|
our quarterly valuation process begins with each portfolio investment being internally valued by the valuation professionals;
|
•
|
preliminary valuation conclusions are then documented and discussed with senior management; and
|
•
|
an independent valuation firm engaged by our board of directors reviews approximately one third of these preliminary valuations each quarter on a rotating quarterly basis on non-fiscal year-end quarters, such that each of these investments will be valued by independent valuation firms at least twice per annum when combined with the fiscal year-end review of all the investments by independent valuation firms.
|
•
|
the audit committee of our board of directors reviews the preliminary valuations of the valuation professionals, senior management and independent valuation firms; and
|
•
|
our board of directors discusses valuations and determines the fair value of each investment in our portfolio in good faith based on the input of MCC Advisors, the respective independent valuation firms and the audit committee.
|
|
For the years ended September 30
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Capital in excess of par value
|
$
|
(16,882,923
|
)
|
|
$
|
(157,925
|
)
|
|
$
|
(267,183
|
)
|
Accumulated undistributed net investment income/(loss)
|
23,174,206
|
|
|
280,924
|
|
|
3,746,825
|
|
|||
Accumulated net realized gain/(loss) from investments
|
(6,291,283
|
)
|
|
(122,999
|
)
|
|
(3,479,642
|
)
|
|
For the years ended September 30
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Ordinary income
|
$
|
—
|
|
|
$
|
22,025,185
|
|
|
$
|
41,400,401
|
|
Distributions of long-term capital gains
|
—
|
|
|
—
|
|
|
—
|
|
|||
Return of capital
|
8,171,130
|
|
|
6,301,403
|
|
|
—
|
|
|||
Distributions on a tax basis
|
$
|
8,171,130
|
|
|
$
|
28,326,588
|
|
|
$
|
41,400,401
|
|
|
For the years ended September 30
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Undistributed ordinary income
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
17,570,891
|
|
Accumulated capital and other losses(1)
|
(389,066,323
|
)
|
|
(268,569,450
|
)
|
|
(177,904,733
|
)
|
|||
Other temporary differences
|
(122,274
|
)
|
|
(6,429,766
|
)
|
|
(17,099,606
|
)
|
|||
Unrealized appreciation/(depreciation)
|
(67,966,064
|
)
|
|
(102,463,301
|
)
|
|
(67,237,807
|
)
|
|||
Components of distributable earnings/(accumulated deficits) at year end
|
$
|
(457,154,661
|
)
|
|
$
|
(377,462,517
|
)
|
|
$
|
(244,671,255
|
)
|
(1)
|
Under the Regulated Investment Company Modernization Act of 2010, net capital losses recognized for tax years beginning after December 22, 2010, may be carried forward indefinitely, and their character is retained as short-term or long-term losses. As of September 30, 2019, the Company a had long-term capital loss carryforward available to offset future realized capital gains of $389,066,323.
|
|
Amortized Cost
|
|
Percentage
|
|
Fair Value
|
|
Percentage
|
||||||
Senior Secured First Lien Term Loans
|
$
|
243,342
|
|
|
52.0
|
%
|
|
$
|
192,770
|
|
|
48.6
|
%
|
Senior Secured Second Lien Term Loans
|
39,089
|
|
|
8.4
|
|
|
36,508
|
|
|
9.2
|
|
||
Senior Secured First Lien Notes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Unsecured Debt
|
2,653
|
|
|
0.6
|
|
|
2,653
|
|
|
0.7
|
|
||
MCC Senior Loan Strategy JV I LLC
|
78,575
|
|
|
16.8
|
|
|
69,949
|
|
|
17.6
|
|
||
Equity/Warrants
|
103,989
|
|
|
22.2
|
|
|
95,009
|
|
|
23.9
|
|
||
Total
|
$
|
467,648
|
|
|
100.0
|
%
|
|
$
|
396,889
|
|
|
100.0
|
%
|
|
Amortized Cost
|
|
Percentage
|
|
Fair Value
|
|
Percentage
|
||||||
Senior Secured First Lien Term Loans
|
$
|
475,801
|
|
|
62.2
|
%
|
|
$
|
395,015
|
|
|
60.3
|
%
|
Senior Secured Second Lien Term Loans
|
49,162
|
|
|
6.4
|
|
|
48,890
|
|
|
7.5
|
|
||
Senior Secured First Lien Notes
|
20,000
|
|
|
2.6
|
|
|
19,268
|
|
|
2.9
|
|
||
Unsecured Debt
|
26,108
|
|
|
3.4
|
|
|
3,381
|
|
|
0.5
|
|
||
MCC Senior Loan Strategy JV I LLC
|
78,575
|
|
|
10.3
|
|
|
78,371
|
|
|
11.9
|
|
||
Equity/Warrants
|
115,040
|
|
|
15.1
|
|
|
110,505
|
|
|
16.9
|
|
||
Total
|
$
|
764,686
|
|
|
100.0
|
%
|
|
$
|
655,430
|
|
|
100.0
|
%
|
|
Fair Value
|
|
Percentage
|
|||
Multisector Holdings
|
$
|
69,949
|
|
|
17.6
|
%
|
Construction & Building
|
59,608
|
|
|
15.0
|
|
|
Services: Business
|
49,512
|
|
|
12.5
|
|
|
High Tech Industries
|
38,254
|
|
|
9.6
|
|
|
Healthcare & Pharmaceuticals
|
25,698
|
|
|
6.5
|
|
|
Energy: Oil & Gas
|
23,632
|
|
|
6.0
|
|
|
Hotel, Gaming & Leisure
|
21,127
|
|
|
5.3
|
|
|
Wholesale
|
13,850
|
|
|
3.5
|
|
|
Services: Consumer
|
13,278
|
|
|
3.3
|
|
|
Containers, Packaging & Glass
|
12,637
|
|
|
3.2
|
|
|
Capital Equipment
|
10,680
|
|
|
2.7
|
|
|
Automotive
|
10,375
|
|
|
2.6
|
|
|
Banking, Finance, Insurance & Real Estate
|
10,000
|
|
|
2.5
|
|
|
Aerospace & Defense
|
8,604
|
|
|
2.2
|
|
|
Consumer goods: Non-durable
|
6,326
|
|
|
1.6
|
|
|
Consumer goods: Durable
|
6,170
|
|
|
1.6
|
|
|
Environmental Industries
|
3,991
|
|
|
1.0
|
|
|
Metals & Mining
|
3,436
|
|
|
0.9
|
|
|
Forest Products & Paper
|
2,830
|
|
|
0.7
|
|
|
Media: Broadcasting & Subscription
|
2,408
|
|
|
0.6
|
|
|
Chemicals, Plastics & Rubber
|
2,277
|
|
|
0.6
|
|
|
Media: Advertising, Printing & Publishing
|
1,715
|
|
|
0.4
|
|
|
Retail
|
532
|
|
|
0.1
|
|
|
Total
|
$
|
396,889
|
|
|
100.0
|
%
|
|
Fair Value
|
|
Percentage
|
|||
Services: Business
|
$
|
95,021
|
|
|
14.5
|
%
|
Construction & Building
|
92,850
|
|
|
14.2
|
|
|
Multisector Holdings
|
78,371
|
|
|
12.0
|
|
|
High Tech Industries
|
65,662
|
|
|
10.0
|
|
|
Healthcare & Pharmaceuticals
|
46,020
|
|
|
7.0
|
|
|
Energy: Oil & Gas
|
45,584
|
|
|
7.0
|
|
|
Aerospace & Defense
|
36,714
|
|
|
5.6
|
|
|
Hotel, Gaming & Leisure
|
32,487
|
|
|
5.0
|
|
|
Containers, Packaging & Glass
|
24,219
|
|
|
3.7
|
|
|
Banking, Finance, Insurance & Real Estate
|
22,587
|
|
|
3.4
|
|
|
Wholesale
|
18,515
|
|
|
2.8
|
|
|
Services: Consumer
|
16,940
|
|
|
2.6
|
|
|
Consumer goods: Durable
|
15,307
|
|
|
2.3
|
|
|
Automotive
|
13,027
|
|
|
2.0
|
|
|
Capital Equipment
|
12,944
|
|
|
2.0
|
|
|
Metals & Mining
|
8,814
|
|
|
1.3
|
|
|
Consumer goods: Non-durable
|
6,252
|
|
|
0.9
|
|
|
Retail
|
5,802
|
|
|
0.9
|
|
|
Media: Broadcasting & Subscription
|
5,703
|
|
|
0.9
|
|
|
Chemicals, Plastics & Rubber
|
4,078
|
|
|
0.6
|
|
|
Environmental Industries
|
3,283
|
|
|
0.5
|
|
|
Media: Advertising, Printing & Publishing
|
2,750
|
|
|
0.4
|
|
|
Forest Products & Paper
|
2,500
|
|
|
0.4
|
|
|
Total
|
$
|
655,430
|
|
|
100.0
|
%
|
|
Fair Value
|
|
Percentage
|
|||
Northeast
|
$
|
143,795
|
|
|
36.2
|
%
|
West
|
88,412
|
|
|
22.3
|
|
|
Midwest
|
76,001
|
|
|
19.2
|
|
|
Southeast
|
48,089
|
|
|
12.1
|
|
|
Southwest
|
24,658
|
|
|
6.2
|
|
|
Mid-Atlantic
|
15,934
|
|
|
4.0
|
|
|
Total
|
$
|
396,889
|
|
|
100.0
|
%
|
|
Fair Value
|
|
Percentage
|
|||
Northeast
|
$
|
167,803
|
|
|
25.6
|
%
|
West
|
155,519
|
|
|
23.7
|
|
|
Midwest
|
118,291
|
|
|
18.1
|
|
|
Southeast
|
76,676
|
|
|
11.7
|
|
|
Mid-Atlantic
|
71,962
|
|
|
11.0
|
|
|
Southwest
|
65,179
|
|
|
9.9
|
|
|
Total
|
$
|
655,430
|
|
|
100.0
|
%
|
Name of Investment(3)
|
|
Type of Investment
|
|
Fair Value at September 30, 2018
|
|
Purchases/(Sales) of or Advances/(Distributions)
|
|
Transfers In/(Out) of Affiliates
|
|
Unrealized Gain/(Loss)
|
|
Realized Gain/(Loss)
|
|
Fair Value at September 30, 2019
|
|
Income Earned
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Affiliated Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
1888 Industrial Services, LLC
|
|
Senior Secured First Lien Term Loan A
|
|
$
|
8,984,232
|
|
|
$
|
319,913
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
9,304,145
|
|
|
$
|
688,498
|
|
|
|
Senior Secured First Lien Term Loan B
|
|
19,725,217
|
|
|
142,757
|
|
|
—
|
|
|
(13,981,082
|
)
|
|
—
|
|
|
5,886,892
|
|
|
752,483
|
|
|||||||
|
|
Senior Secured First Lien Term Loan C
|
|
—
|
|
|
1,170,014
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,170,014
|
|
|
22,203
|
|
|||||||
|
|
Senior Secured First Lien Term Loan D
|
|
—
|
|
|
224,456
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
224,456
|
|
|
546
|
|
|||||||
|
|
Revolving Credit Facility
|
|
3,593,693
|
|
|
793,332
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,387,025
|
|
|
247,920
|
|
|||||||
|
|
Equity
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Access Media Holdings, LLC
|
|
Senior Secured First Lien Term Loan
|
|
5,876,279
|
|
|
—
|
|
|
—
|
|
|
(3,367,190
|
)
|
|
—
|
|
|
2,509,089
|
|
|
(25,391
|
)
|
|||||||
|
|
Preferred Equity Series A
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
|
|
Preferred Equity Series AA
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
|
|
Preferred Equity Series AAA
|
|
(172,800
|
)
|
|
72,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(100,800
|
)
|
|
—
|
|
|||||||
|
|
Equity
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Brantley Transportation LLC
|
|
Senior Secured First Lien Term Loan
|
|
2,882,800
|
|
|
(1,329,030
|
)
|
|
—
|
|
|
6,117,200
|
|
|
(7,670,970
|
)
|
|
—
|
|
|
—
|
|
|||||||
|
|
Senior Secured First Lien Delayed Draw Term Loan
|
|
503,105
|
|
|
(503,105
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
35,561
|
|
|||||||
|
|
Equity
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Caddo Investors Holdings 1 LLC
|
|
Equity
|
|
2,500,000
|
|
|
26,373
|
|
|
—
|
|
|
303,678
|
|
|
—
|
|
|
2,830,051
|
|
|
(61,927
|
)
|
|||||||
Dynamic Energy Services International LLC
|
|
Senior Secured First Lien Term Loan
|
|
—
|
|
|
—
|
|
|
7,824,975
|
|
|
(6,560,134
|
)
|
|
—
|
|
|
1,264,841
|
|
|
(393,474
|
)
|
|||||||
|
|
Revolving Credit Facility
|
|
—
|
|
|
(776,898
|
)
|
|
1,322,001
|
|
|
—
|
|
|
—
|
|
|
545,103
|
|
|
65,754
|
|
|||||||
|
|
Equity
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
JFL-NGS Partners, LLC
|
|
Preferred Equity A-2
|
|
31,468,755
|
|
|
(11,318,071
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20,150,684
|
|
|
924,898
|
|
|||||||
|
|
Preferred Equity A-1
|
|
4,072,311
|
|
|
(1,464,650
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,607,661
|
|
|
119,689
|
|
|||||||
|
|
Equity
|
|
9,825,804
|
|
|
—
|
|
|
—
|
|
|
9,270,567
|
|
|
—
|
|
|
19,096,371
|
|
|
—
|
|
|||||||
JFL-WCS Partners, LLC
|
|
Preferred Equity Class A
|
|
1,166,292
|
|
|
69,977
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,236,269
|
|
|
72,830
|
|
|||||||
|
|
Equity
|
|
215,116
|
|
|
—
|
|
|
—
|
|
|
2,539,925
|
|
|
—
|
|
|
2,755,041
|
|
|
—
|
|
|||||||
Kemmerer Operations, LLC
|
|
Senior Secured First Lien Term Loan
|
|
—
|
|
|
1,766,511
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,766,511
|
|
|
72,332
|
|
|||||||
|
|
Senior Secured First Lien Delayed Draw Term Loan
|
|
—
|
|
|
706,604
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
706,604
|
|
|
28,932
|
|
|||||||
|
|
Equity
|
|
—
|
|
|
962,717
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
962,717
|
|
|
—
|
|
|||||||
Path Medical, LLC
|
|
Senior Secured First Lien Term Loan
|
|
—
|
|
|
1,473,135
|
|
|
7,821,824
|
|
|
(449,792
|
)
|
|
—
|
|
|
8,845,167
|
|
|
1,148,712
|
|
Name of Investment(3)
|
|
Type of Investment
|
|
Fair Value at September 30, 2017
|
|
Purchases/(Sales) of or Advances/(Distributions)
|
|
Transfers In/(Out) of Affiliates
|
|
Unrealized Gain/(Loss)
|
|
Realized Gain/(Loss)
|
|
Fair Value at September 30, 2018
|
|
Income Earned
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Affiliated Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
1888 Industrial Services, LLC
|
|
Senior Secured First Lien Term Loan A
|
|
$
|
8,984,232
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
8,984,232
|
|
|
$
|
629,767
|
|
|
|
Senior Secured First Lien Term Loan B
|
|
19,746,290
|
|
|
2,618,635
|
|
|
—
|
|
|
(2,639,708
|
)
|
|
—
|
|
|
19,725,217
|
|
|
2,713,056
|
|
|||||||
|
|
Revolving Credit Facility
|
|
—
|
|
|
3,593,693
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,593,693
|
|
|
129,351
|
|
|||||||
|
|
Equity
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Access Media Holdings, LLC
|
|
Senior Secured First Lien Term Loan
|
|
8,340,525
|
|
|
105,860
|
|
|
—
|
|
|
(2,570,106
|
)
|
|
—
|
|
|
5,876,279
|
|
|
212,656
|
|
|||||||
|
|
Preferred Equity Series A
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
|
|
Preferred Equity Series AA
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
|
|
Preferred Equity Series AAA
|
|
43,200
|
|
|
536,000
|
|
|
—
|
|
|
(752,000
|
)
|
|
—
|
|
|
(172,800
|
)
|
|
—
|
|
|||||||
|
|
Equity
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Brantley Transportation LLC
|
|
Senior Secured First Lien Term Loan
|
|
7,719,520
|
|
|
—
|
|
|
—
|
|
|
(4,836,720
|
)
|
|
—
|
|
|
2,882,800
|
|
|
—
|
|
|||||||
|
|
Senior Secured First Lien Delayed Draw Term Loan
|
|
668,105
|
|
|
(165,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
503,105
|
|
|
41,950
|
|
|||||||
|
|
Equity
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Caddo Investors Holdings 1 LLC
|
|
Equity
|
|
—
|
|
|
2,500,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,500,000
|
|
|
89,688
|
|
|||||||
JFL-NGS Partners, LLC
|
|
Preferred Equity A-2
|
|
30,552,190
|
|
|
916,565
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
31,468,755
|
|
|
924,928
|
|
|||||||
|
|
Preferred Equity A-1
|
|
3,953,700
|
|
|
118,611
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,072,311
|
|
|
119,693
|
|
|||||||
|
|
Equity
|
|
63,603
|
|
|
—
|
|
|
—
|
|
|
9,762,201
|
|
|
—
|
|
|
9,825,804
|
|
|
—
|
|
|||||||
JFL-WCS Partners, LLC
|
|
Preferred Equity Class A
|
|
—
|
|
|
1,166,292
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,166,292
|
|
|
47,738
|
|
|||||||
|
|
Equity
|
|
—
|
|
|
129,588
|
|
|
—
|
|
|
85,528
|
|
|
—
|
|
|
215,116
|
|
|
—
|
|
|||||||
US Multifamily, LLC
|
|
Senior Secured First Lien Term Loan
|
|
6,670,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,670,000
|
|
|
667,000
|
|
|||||||
|
|
Equity
|
|
3,330,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,330,000
|
|
|
—
|
|
|||||||
Total Affiliated Investments
|
|
$
|
90,071,365
|
|
|
$
|
11,520,244
|
|
|
$
|
—
|
|
|
$
|
(950,805
|
)
|
|
$
|
—
|
|
|
$
|
100,640,804
|
|
|
$
|
5,575,827
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Controlled Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Capstone Nutrition
|
|
Senior Secured First Lien Term Loan
|
|
$
|
18,002,715
|
|
|
$
|
43,174
|
|
|
$
|
—
|
|
|
$
|
(5,388,226
|
)
|
|
$
|
—
|
|
|
$
|
12,657,663
|
|
|
$
|
—
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan
|
|
7,789,760
|
|
|
532,868
|
|
|
—
|
|
|
(2,630,532
|
)
|
|
—
|
|
|
5,692,096
|
|
|
—
|
|
|||||||
|
|
Senior Secured First Lien Incremental Delayed Draw
|
|
—
|
|
|
2,242,721
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,242,721
|
|
|
222,325
|
|
|||||||
|
|
Equity - Class B and C Units
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
|
|
Equity - Common Units
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
MCC Senior Loan Strategy JV I LLC(1)(2)
|
|
Equity
|
|
56,137,946
|
|
|
22,487,500
|
|
|
—
|
|
|
(254,555
|
)
|
|
—
|
|
|
78,370,891
|
|
|
7,021,875
|
|
|||||||
NVTN LLC
|
|
Senior Secured First Lien Term Loan
|
|
3,505,990
|
|
|
500,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,005,990
|
|
|
221,859
|
|
(1)
|
The Company and Great American Life Insurance Company (“GALIC”) are the members of MCC Senior Loan Strategy JV I LLC (“MCC JV”), a joint venture formed as a Delaware limited liability company that is not consolidated by either member for financial reporting purposes. The members of MCC JV make capital contributions as investments by MCC JV are completed, and all portfolio and other material decisions regarding MCC JV must be submitted to MCC JV’s board of managers, which is comprised of an equal number of members appointed by each of the Company and GALIC. Approval of MCC JV’s board of managers requires the unanimous approval of a quorum of the board of managers, with a quorum consisting of equal representation of members appointed by each of the Company and GALIC. Because management of MCC JV is shared equally between the Company and GALIC, the Company does not have operational control over the MCC JV for purposes of the 1940 Act or otherwise.
|
(2)
|
Amount of income earned represents distributions from MCC JV to the Company and is a component of dividend income, net of provisional taxes in the Consolidated Statements of Operations.
|
(3)
|
The par amount and additional detail are shown in the consolidated schedule of investments.
|
•
|
transferred investments have been isolated from the Company, and put presumptively beyond the reach of the Company and its creditors, even in bankruptcy or other receivership,
|
•
|
each participant has the right to pledge or exchange the transferred investments it received, and no condition both constrains the participant from taking advantage of its right to pledge or exchange and provides more than a trivial benefit to the Company; and
|
•
|
the Company, its consolidated affiliates or its agents do not maintain effective control over the transferred investments through either: (i) an agreement that entitles and/or obligates the Company to repurchase or redeem the assets before maturity, or (ii) the ability to unilaterally cause the holder to return specific assets, other than through a cleanup call.
|
|
September 30, 2019
|
|
September 30, 2018
|
||||
Senior secured loans(1)
|
$
|
261,170,437
|
|
|
$
|
256,547,053
|
|
Weighted average current interest rate on senior secured loans(2)
|
7.17
|
%
|
|
7.39
|
%
|
||
Number of borrowers in MCC JV
|
61
|
|
|
56
|
|
||
Largest loan to a single borrower(1)
|
$
|
10,884,644
|
|
|
$
|
11,115,786
|
|
Total of five largest loans to borrowers(1)
|
$
|
43,626,877
|
|
|
$
|
47,982,607
|
|
(1)
|
At par value.
|
(2)
|
Computed as the (a) annual stated interest rate on accruing senior secured loans, divided by (b) total senior secured loans at par.
|
Company
|
|
Industry
|
|
Type of Investment
|
|
Maturity
|
|
Par
Amount
|
|
Cost
|
|
Fair
Value(2)
|
|
% of
Net Assets(3)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
4Over International, LLC
|
|
Media: Advertising, Printing & Publishing
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor)(1)
|
|
6/7/2022
|
|
$
|
10,884,644
|
|
|
$
|
10,884,644
|
|
|
$
|
10,635,385
|
|
|
13.3
|
%
|
|
|
|
|
|
|
|
|
10,884,644
|
|
|
10,884,644
|
|
|
10,635,385
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Acrisure, LLC
|
|
Banking, Finance, Insurance & Real Estate
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor)(1)
|
|
11/22/2023
|
|
724,217
|
|
|
722,980
|
|
|
720,162
|
|
|
0.9
|
%
|
|||
|
|
|
|
|
|
|
|
724,217
|
|
|
722,980
|
|
|
720,162
|
|
|
|
Company
|
|
Industry
|
|
Type of Investment
|
|
Maturity
|
|
Par
Amount
|
|
Cost
|
|
Fair
Value(2)
|
|
% of
Net Assets(3)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
AL Midcoast Holdings, LLC
|
|
Energy: Oil & Gas
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor)(1)
|
|
8/1/2025
|
|
4,330,542
|
|
|
4,297,473
|
|
|
4,246,963
|
|
|
5.3
|
%
|
|||
|
|
|
|
|
|
|
|
4,330,542
|
|
|
4,297,473
|
|
|
4,246,963
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Brightspring Health Services
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%)(1)
|
|
3/5/2026
|
|
3,990,000
|
|
|
3,941,288
|
|
|
3,990,000
|
|
|
5.0
|
%
|
|||
|
|
|
|
|
|
|
|
3,990,000
|
|
|
3,941,288
|
|
|
3,990,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Callaway Golf Company
|
|
Consumer Goods: Durable
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(1)
|
|
1/4/2026
|
|
2,774,187
|
|
|
2,724,326
|
|
|
2,801,929
|
|
|
3.5
|
%
|
|||
|
|
|
|
|
|
|
|
2,774,187
|
|
|
2,724,326
|
|
|
2,801,929
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Cardenas Markets LLC
|
|
Retail
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.75%, 1.00% LIBOR Floor)(1)
|
|
11/29/2023
|
|
5,348,750
|
|
|
5,316,921
|
|
|
5,172,776
|
|
|
6.5
|
%
|
|||
|
|
|
|
|
|
|
|
5,348,750
|
|
|
5,316,921
|
|
|
5,172,776
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
CHA Consulting, Inc.
|
|
Construction & Building
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(1)
|
|
4/10/2025
|
|
1,354,100
|
|
|
1,348,742
|
|
|
1,324,581
|
|
|
1.7
|
%
|
|||
|
|
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(1)
|
|
4/10/2025
|
|
598,500
|
|
|
598,500
|
|
|
584,908
|
|
|
0.7
|
%
|
|||
|
|
|
|
|
|
|
|
1,952,600
|
|
|
1,947,242
|
|
|
1,909,489
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Covenant Surgical Partners, Inc.
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.00%)(1)
|
|
7/1/2026
|
|
5,000,000
|
|
|
4,951,590
|
|
|
4,940,000
|
|
|
6.2
|
%
|
|||
|
|
|
|
|
|
|
|
5,000,000
|
|
|
4,951,590
|
|
|
4,940,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
CT Technologies Intermediate Holdings, Inc.
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor)(1)
|
|
12/1/2021
|
|
4,131,900
|
|
|
4,067,981
|
|
|
3,770,359
|
|
|
4.7
|
%
|
|||
|
|
|
|
|
|
|
|
4,131,900
|
|
|
4,067,981
|
|
|
3,770,359
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Envision Healthcare Corporation
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 3.75%, 1.00% LIBOR Floor)(1)
|
|
10/10/2025
|
|
1,960,188
|
|
|
1,897,299
|
|
|
1,594,220
|
|
|
2.0
|
%
|
|||
|
|
|
|
|
|
|
|
1,960,188
|
|
|
1,897,299
|
|
|
1,594,220
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
GC EOS Buyer, Inc.
|
|
Automotive
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(1)
|
|
8/1/2025
|
|
3,445,086
|
|
|
3,399,335
|
|
|
3,400,989
|
|
|
4.3
|
%
|
|||
|
|
|
|
|
|
|
|
3,445,086
|
|
|
3,399,335
|
|
|
3,400,989
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
GK Holdings, Inc.
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor)(1)
|
|
1/20/2021
|
|
2,908,397
|
|
|
2,903,827
|
|
|
2,641,697
|
|
|
3.3
|
%
|
|||
|
|
|
|
|
|
|
|
2,908,397
|
|
|
2,903,827
|
|
|
2,641,697
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Glass Mountain Pipeline Holdings, LLC
|
|
Energy: Oil & Gas
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(1)
|
|
12/23/2024
|
|
4,900,375
|
|
|
4,886,582
|
|
|
4,618,604
|
|
|
5.8
|
%
|
|||
|
|
|
|
|
|
|
|
4,900,375
|
|
|
4,886,582
|
|
|
4,618,604
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Golden West Packaging Group LLC
|
|
Forest Products & Paper
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(1)
|
|
6/20/2023
|
|
4,188,348
|
|
|
4,188,348
|
|
|
4,163,637
|
|
|
5.2
|
%
|
|||
|
|
|
|
|
|
|
|
4,188,348
|
|
|
4,188,348
|
|
|
4,163,637
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
High Ridge Brands Co.
|
|
Consumer Goods: Non-Durable
|
|
Senior Secured First Lien Term Loan (LIBOR + 7.00%, 1.00% LIBOR Floor)(1)(4)
|
|
6/30/2022
|
|
1,818,750
|
|
|
1,805,750
|
|
|
1,421,353
|
|
|
1.8
|
%
|
|||
|
|
|
|
|
|
|
|
1,818,750
|
|
|
1,805,750
|
|
|
1,421,353
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company
|
|
Industry
|
|
Type of Investment
|
|
Maturity
|
|
Par
Amount
|
|
Cost
|
|
Fair
Value(2)
|
|
% of
Net Assets(3)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Highline Aftermarket Acquisitions, LLC
|
|
Automotive
|
|
Senior Secured First Lien Term Loan (LIBOR + 3.50%, 1.00% LIBOR Floor)(1)
|
|
4/26/2025
|
|
4,066,176
|
|
|
4,055,443
|
|
|
3,601,412
|
|
|
4.5
|
%
|
|||
|
|
|
|
|
|
|
|
4,066,176
|
|
|
4,055,443
|
|
|
3,601,412
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
The Imagine Group, LLC
|
|
Media: Advertising, Printing & Publishing
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor)(1)
|
|
6/21/2022
|
|
7,800,000
|
|
|
7,757,145
|
|
|
5,187,780
|
|
|
6.5
|
%
|
|||
|
|
|
|
|
|
|
|
7,800,000
|
|
|
7,757,145
|
|
|
5,187,780
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Infogroup, Inc.
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.50%, 1.00% LIBOR Floor)(1)
|
|
4/3/2023
|
|
4,875,000
|
|
|
4,846,330
|
|
|
4,748,738
|
|
|
5.9
|
%
|
|||
|
|
|
|
|
|
|
|
4,875,000
|
|
|
4,846,330
|
|
|
4,748,738
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Intermedia Holdings, Inc.
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor)(1)
|
|
7/21/2025
|
|
2,977,500
|
|
|
2,952,588
|
|
|
2,973,034
|
|
|
3.7
|
%
|
|||
|
|
|
|
|
|
|
|
2,977,500
|
|
|
2,952,588
|
|
|
2,973,034
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Intermediate LLC
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor)(1)
|
|
7/1/2026
|
|
2,750,000
|
|
|
2,732,906
|
|
|
2,732,400
|
|
|
3.4
|
%
|
|||
|
|
|
|
|
|
|
|
2,750,000
|
|
|
2,732,906
|
|
|
2,732,400
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Isagenix International, LLC
|
|
Wholesale
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.75%, 1.00% LIBOR Floor)(1)
|
|
6/16/2025
|
|
2,788,268
|
|
|
2,775,502
|
|
|
2,115,738
|
|
|
2.6
|
%
|
|||
|
|
|
|
|
|
|
|
2,788,268
|
|
|
2,775,502
|
|
|
2,115,738
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Jackson Hewitt Tax Service Inc.
|
|
Services: Consumer
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.25%)(1)
|
|
5/31/2023
|
|
5,850,000
|
|
|
5,850,000
|
|
|
5,811,390
|
|
|
7.3
|
%
|
|||
|
|
|
|
|
|
|
|
5,850,000
|
|
|
5,850,000
|
|
|
5,811,390
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Jordan Health Products I, Inc.
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(1)
|
|
5/15/2025
|
|
5,181,776
|
|
|
5,118,971
|
|
|
4,378,601
|
|
|
5.5
|
%
|
|||
|
|
|
|
|
|
|
|
5,181,776
|
|
|
5,118,971
|
|
|
4,378,601
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Keystone Acquisition Corp.
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(1)
|
|
5/1/2024
|
|
6,162,699
|
|
|
6,086,349
|
|
|
5,972,888
|
|
|
7.5
|
%
|
|||
|
|
|
|
|
|
|
|
6,162,699
|
|
|
6,086,349
|
|
|
5,972,888
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
KNB Holdings Corporation
|
|
Consumer Goods: Durable
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor)(1)
|
|
4/26/2024
|
|
4,871,364
|
|
|
4,807,569
|
|
|
3,975,033
|
|
|
5.0
|
%
|
|||
|
|
|
|
|
|
|
|
4,871,364
|
|
|
4,807,569
|
|
|
3,975,033
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
LifeMiles Ltd.
|
|
Services: Consumer
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor)(1)
|
|
8/18/2022
|
|
4,836,393
|
|
|
4,821,161
|
|
|
4,759,978
|
|
|
6.0
|
%
|
|||
|
|
|
|
|
|
|
|
4,836,393
|
|
|
4,821,161
|
|
|
4,759,978
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Manna Pro Products, LLC
|
|
Consumer Goods: Non-Durable
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor)(1)
|
|
12/8/2023
|
|
3,029,375
|
|
|
3,029,375
|
|
|
2,880,027
|
|
|
3.6
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor)(1)
|
|
12/8/2023
|
|
615,125
|
|
|
615,125
|
|
|
584,799
|
|
|
0.7
|
%
|
|||
|
|
|
|
|
|
|
|
3,644,500
|
|
|
3,644,500
|
|
|
3,464,826
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
New Media Holdings II LLC
|
|
Media: Advertising, Printing & Publishing
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.25%, 1.00% LIBOR Floor)(1)
|
|
7/14/2022
|
|
2,446,853
|
|
|
2,443,556
|
|
|
2,442,205
|
|
|
3.1
|
%
|
|||
|
|
|
|
|
|
|
|
2,446,853
|
|
|
2,443,556
|
|
|
2,442,205
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
NGS US Finco, LLC
|
|
Capital Equipment
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor)(1)
|
|
10/1/2025
|
|
2,977,500
|
|
|
2,964,722
|
|
|
2,903,360
|
|
|
3.6
|
%
|
Company
|
|
Industry
|
|
Type of Investment
|
|
Maturity
|
|
Par
Amount
|
|
Cost
|
|
Fair
Value(2)
|
|
% of
Net Assets(3)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
|
|
|
|
|
|
|
2,977,500
|
|
|
2,964,722
|
|
|
2,903,360
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Northern Star Industries, Inc.
|
|
Capital Equipment
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(1)
|
|
3/28/2025
|
|
4,186,250
|
|
|
4,169,745
|
|
|
3,984,054
|
|
|
5.0
|
%
|
|||
|
|
|
|
|
|
|
|
4,186,250
|
|
|
4,169,745
|
|
|
3,984,054
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Nuvei Technologies Corp.
|
|
Banking, Finance, Insurance & Real Estate
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(1)
|
|
9/29/2025
|
|
3,543,616
|
|
|
3,512,593
|
|
|
3,477,350
|
|
|
4.3
|
%
|
|||
|
|
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(1)
|
|
9/29/2025
|
|
519,107
|
|
|
519,107
|
|
|
509,399
|
|
|
0.6
|
%
|
|||
|
|
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(1)
|
|
9/29/2025
|
|
716,005
|
|
|
716,005
|
|
|
702,616
|
|
|
0.9
|
%
|
|||
|
|
|
|
|
|
|
|
4,778,728
|
|
|
4,747,705
|
|
|
4,689,365
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Offen, Inc.
|
|
Transportation: Cargo
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.00%)(1)
|
|
6/22/2026
|
|
3,663,385
|
|
|
3,628,046
|
|
|
3,613,477
|
|
|
4.5
|
%
|
|||
|
|
|
|
|
|
|
|
3,663,385
|
|
|
3,628,046
|
|
|
3,613,477
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Peraton Corp.
|
|
Aerospace and Defense
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(1)
|
|
4/29/2024
|
|
3,406,439
|
|
|
3,395,256
|
|
|
3,384,979
|
|
|
4.2
|
%
|
|||
|
|
|
|
|
|
|
|
3,406,439
|
|
|
3,395,256
|
|
|
3,384,979
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
PetroChoice Holdings, Inc.
|
|
Chemicals, Plastics and Rubber
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(1)
|
|
8/19/2022
|
|
6,345,900
|
|
|
6,333,392
|
|
|
6,092,064
|
|
|
7.6
|
%
|
|||
|
|
|
|
|
|
|
|
6,345,900
|
|
|
6,333,392
|
|
|
6,092,064
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Port Townsend Holdings Company, Inc.
|
|
Forest Products & Paper
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor)(1)
|
|
4/3/2024
|
|
3,041,842
|
|
|
3,018,790
|
|
|
2,992,564
|
|
|
3.7
|
%
|
|||
|
|
|
|
|
|
|
|
3,041,842
|
|
|
3,018,790
|
|
|
2,992,564
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
PT Network, LLC
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor, 2% PIK)(1)(5)
|
|
11/30/2023
|
|
4,880,028
|
|
|
4,562,638
|
|
|
4,562,338
|
|
|
5.7
|
%
|
|||
|
|
|
|
Class C Common Stock
|
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
|
||||
|
|
|
|
|
|
|
|
4,880,029
|
|
|
4,562,638
|
|
|
4,562,338
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
PVHC Holding Corp
|
|
Containers, Packaging and Glass
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor)(1)
|
|
8/5/2024
|
|
1,972,350
|
|
|
1,964,300
|
|
|
1,912,137
|
|
|
2.4
|
%
|
|||
|
|
|
|
|
|
|
|
1,972,350
|
|
|
1,964,300
|
|
|
1,912,137
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Quantum Spatial, Inc.
|
|
Aerospace & Defense
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(1)
|
|
9/5/2024
|
|
5,000,000
|
|
|
5,000,000
|
|
|
5,000,000
|
|
|
6.3
|
%
|
|||
|
|
|
|
|
|
|
|
5,000,000
|
|
|
5,000,000
|
|
|
5,000,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Quartz Holding Company
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor)(1)
|
|
4/2/2026
|
|
6,982,500
|
|
|
6,957,391
|
|
|
6,885,443
|
|
|
8.6
|
%
|
|||
|
|
|
|
|
|
|
|
6,982,500
|
|
|
6,957,391
|
|
|
6,885,443
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
RB Media, Inc.
|
|
Media: Diversified & Production
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(1)
|
|
8/29/2025
|
|
3,960,000
|
|
|
3,926,377
|
|
|
3,960,000
|
|
|
5.0
|
%
|
|||
|
|
|
|
|
|
|
|
3,960,000
|
|
|
3,926,377
|
|
|
3,960,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Rough Country, LLC
|
|
Automotive
|
|
Senior Secured First Lien Term Loan (LIBOR + 3.75%, 1.00% LIBOR Floor)(1)
|
|
5/25/2023
|
|
4,080,727
|
|
|
4,063,983
|
|
|
4,014,619
|
|
|
5.0
|
%
|
|||
|
|
|
|
|
|
|
|
4,080,727
|
|
|
4,063,983
|
|
|
4,014,619
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company
|
|
Industry
|
|
Type of Investment
|
|
Maturity
|
|
Par
Amount
|
|
Cost
|
|
Fair
Value(2)
|
|
% of
Net Assets(3)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Safe Fleet Holdings LLC
|
|
Automotive
|
|
Senior Secured First Lien Term Loan (LIBOR + 3.00%, 1.00% LIBOR Floor)(1)
|
|
2/3/2025
|
|
3,422,875
|
|
|
3,417,582
|
|
|
3,297,255
|
|
|
4.1
|
%
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 3.75%, 1.00% LIBOR Floor)(1)
|
|
2/3/2025
|
|
1,335,880
|
|
|
1,288,373
|
|
|
1,288,055
|
|
|
1.6
|
%
|
|||
|
|
|
|
|
|
|
|
4,758,755
|
|
|
4,705,955
|
|
|
4,585,310
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Salient CRGT Inc.
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor)(1)
|
|
2/28/2022
|
|
2,645,536
|
|
|
2,619,767
|
|
|
2,503,471
|
|
|
3.1
|
%
|
|||
|
|
|
|
|
|
|
|
2,645,536
|
|
|
2,619,767
|
|
|
2,503,471
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
SCS Holdings I Inc.
|
|
Wholesale
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor)(1)
|
|
7/1/2026
|
|
2,244,375
|
|
|
2,238,962
|
|
|
2,249,986
|
|
|
2.8
|
%
|
|||
|
|
|
|
|
|
|
|
2,244,375
|
|
|
2,238,962
|
|
|
2,249,986
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
SFP Holding, Inc.
|
|
Construction & Building
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.25%, 1.00% LIBOR Floor)(1)
|
|
9/1/2022
|
|
4,820,605
|
|
|
4,762,317
|
|
|
4,775,291
|
|
|
6.0
|
%
|
|||
|
|
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.25%, 1.00% LIBOR Floor)(1)
|
|
9/1/2022
|
|
1,871,234
|
|
|
1,871,234
|
|
|
1,853,644
|
|
|
2.3
|
%
|
|||
|
|
|
|
|
|
|
|
6,691,839
|
|
|
6,633,551
|
|
|
6,628,935
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Shift4 Payments, LLC
|
|
Banking, Finance, Insurance & Real Estate
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(1)
|
|
11/29/2024
|
|
9,825,000
|
|
|
9,788,662
|
|
|
9,825,000
|
|
|
12.3
|
%
|
|||
|
|
|
|
|
|
|
|
9,825,000
|
|
|
9,788,662
|
|
|
9,825,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Sierra Enterprises, LLC
|
|
Beverage & Food
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor)(1)
|
|
11/11/2024
|
|
3,918,993
|
|
|
3,909,644
|
|
|
3,821,018
|
|
|
4.8
|
%
|
|||
|
|
|
|
|
|
|
|
3,918,993
|
|
|
3,909,644
|
|
|
3,821,018
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Simplified Logistics, LLC
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.50%, 1.00% LIBOR Floor)(1)
|
|
2/27/2022
|
|
3,482,500
|
|
|
3,482,500
|
|
|
3,482,500
|
|
|
4.4
|
%
|
|||
|
|
|
|
|
|
|
|
3,482,500
|
|
|
3,482,500
|
|
|
3,482,500
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
SMB Shipping Logistics, LLC
|
|
Transportation: Cargo
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor)(1)
|
|
2/5/2024
|
|
2,465,807
|
|
|
2,446,381
|
|
|
2,453,478
|
|
|
3.1
|
%
|
|||
|
|
|
|
|
|
|
|
2,465,807
|
|
|
2,446,381
|
|
|
2,453,478
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Syniverse Holdings, Inc.
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(1)
|
|
3/9/2023
|
|
3,935,050
|
|
|
3,907,819
|
|
|
3,695,799
|
|
|
4.6
|
%
|
|||
|
|
|
|
|
|
|
|
3,935,050
|
|
|
3,907,819
|
|
|
3,695,799
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
The Octave Music Group, Inc.
|
|
Media: Diversified & Production
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor)(1)
|
|
5/28/2021
|
|
4,348,644
|
|
|
4,348,644
|
|
|
4,325,596
|
|
|
5.4
|
%
|
|||
|
|
|
|
|
|
|
|
4,348,644
|
|
|
4,348,644
|
|
|
4,325,596
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
ThoughtWorks, Inc.
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor)(1)
|
|
10/11/2024
|
|
6,674,943
|
|
|
6,659,353
|
|
|
6,674,943
|
|
|
8.3
|
%
|
|||
|
|
|
|
|
|
|
|
6,674,943
|
|
|
6,659,353
|
|
|
6,674,943
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Tortoise Borrower LLC
|
|
Banking, Finance, Insurance & Real Estate
|
|
Senior Secured First Lien Term Loan (LIBOR + 3.50%, 1.00% LIBOR Floor)(1)
|
|
1/31/2025
|
|
2,437,875
|
|
|
2,428,557
|
|
|
2,392,287
|
|
|
3.0
|
%
|
|||
|
|
|
|
|
|
|
|
2,437,875
|
|
|
2,428,557
|
|
|
2,392,287
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Represents the annual current interest rate as of September 30, 2019. All interest rates are payable in cash, unless otherwise noted.
|
(2)
|
Represents the fair value in accordance with ASC 820 as reported by MCC JV. The determination of such fair value is not included in the Company’s board of directors’ valuation process described elsewhere herein.
|
(3)
|
Percentage is based on MCC JV's net assets of $79,941,680 as of September 30, 2019.
|
(4)
|
This investment was on non-accrual status as of September 30, 2019.
|
(5)
|
Par amount includes accumulated PIK interest and is net of repayments.
|
Company
|
|
Industry
|
|
Type of Investment
|
|
Maturity
|
|
Par
Amount
|
|
Cost
|
|
Fair
Value(2)
|
|
% of
Net Assets(4)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
4Over International, LLC
|
|
Media: Advertising, Printing & Publishing
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor)(1)
|
|
6/7/2022
|
|
$
|
11,115,786
|
|
|
$
|
11,115,786
|
|
|
$
|
11,115,786
|
|
|
12.4
|
%
|
|
|
|
|
|
|
|
|
11,115,786
|
|
|
11,115,786
|
|
|
11,115,786
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Acrisure, LLC
|
|
Banking, Finance, Insurance & Real Estate
|
|
Senior Secured First Lien Term Loan (LIBOR + 3.75%, 1.00% LIBOR Floor)(1)
|
|
11/22/2023
|
|
2,942,775
|
|
|
2,936,535
|
|
|
2,942,775
|
|
|
3.3
|
%
|
|||
|
|
|
|
|
|
|
|
2,942,775
|
|
|
2,936,535
|
|
|
2,942,775
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Avantor, Inc.
|
|
Wholesale
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor)(1)
|
|
11/21/2024
|
|
5,528,200
|
|
|
5,455,199
|
|
|
5,583,482
|
|
|
6.2
|
%
|
|||
|
|
|
|
|
|
|
|
5,528,200
|
|
|
5,455,199
|
|
|
5,583,482
|
|
|
|
Company
|
|
Industry
|
|
Type of Investment
|
|
Maturity
|
|
Par
Amount
|
|
Cost
|
|
Fair
Value(2)
|
|
% of
Net Assets(4)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
BW NHHC HOLDCO INC
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.00%)(1)
|
|
5/15/2025
|
|
6,284,250
|
|
|
6,184,580
|
|
|
6,170,505
|
|
|
6.9
|
%
|
|||
|
|
|
|
|
|
|
|
6,284,250
|
|
|
6,184,580
|
|
|
6,170,505
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Cardenas Markets LLC
|
|
Retail
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.75%, 1.00% LIBOR Floor)(1)
|
|
11/29/2023
|
|
5,403,750
|
|
|
5,363,877
|
|
|
5,402,669
|
|
|
6.0
|
%
|
|||
|
|
|
|
|
|
|
|
5,403,750
|
|
|
5,363,877
|
|
|
5,402,669
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
CD&R TZ Purchaser, Inc.
|
|
Services: Consumer
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor)(1)
|
|
7/21/2023
|
|
3,428,127
|
|
|
3,392,563
|
|
|
3,370,192
|
|
|
3.8
|
%
|
|||
|
|
|
|
|
|
|
|
3,428,127
|
|
|
3,392,563
|
|
|
3,370,192
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
CHA Consulting, Inc.
|
|
Construction & Building
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(1)
|
|
4/10/2025
|
|
2,867,813
|
|
|
2,854,412
|
|
|
2,853,473
|
|
|
3.2
|
%
|
|||
|
|
|
|
|
|
|
|
2,867,813
|
|
|
2,854,412
|
|
|
2,853,473
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Covenant Surgical Partners, Inc.
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%)(1)
|
|
10/4/2024
|
|
7,634,615
|
|
|
7,613,184
|
|
|
7,584,990
|
|
|
8.5
|
%
|
|||
|
|
|
|
Delayed Draw Term Loan (LIBOR + 4.50%)(1)
|
|
10/4/2024
|
|
2,297,782
|
|
|
2,297,782
|
|
|
2,282,846
|
|
|
2.5
|
%
|
|||
|
|
|
|
|
|
|
|
9,932,397
|
|
|
9,910,966
|
|
|
9,867,836
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
CP OPCO, LLC
|
|
Services: Consumer
|
|
Senior Secured First Lien Term Loan B (ABR + 5.50% PIK, 5.25% ABR Floor)(1)(3)
|
|
4/1/2019
|
|
242,807
|
|
|
213,451
|
|
|
41,301
|
|
|
0.0
|
%
|
|||
|
|
|
|
Senior Secured First Lien Term Loan C (ABR + 8.50% PIK, 5.25% ABR Floor)(1)(3)
|
|
4/1/2019
|
|
1,826,953
|
|
|
717,016
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
Senior Secured First Lien Term Loan D (ABR + 7.00% PIK, 5.25% ABR Floor)(1)(3)
|
|
4/1/2019
|
|
1,038,290
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
Equity - 41 Common Units
|
|
4/1/2019
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
3,108,050
|
|
|
930,467
|
|
|
41,301
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
CT Technologies Intermediate Holdings, Inc.
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor)(1)
|
|
12/1/2021
|
|
4,175,053
|
|
|
4,080,739
|
|
|
4,064,414
|
|
|
4.5
|
%
|
|||
|
|
|
|
|
|
|
|
4,175,053
|
|
|
4,080,739
|
|
|
4,064,414
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Deliver Buyer, Inc.
|
|
Capital Equipment
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(1)
|
|
5/1/2024
|
|
531,987
|
|
|
530,704
|
|
|
530,657
|
|
|
0.6
|
%
|
|||
|
|
|
|
|
|
|
|
531,987
|
|
|
530,704
|
|
|
530,657
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
DigiCert, Inc.
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor)(1)
|
|
10/31/2024
|
|
1,488,750
|
|
|
1,482,238
|
|
|
1,488,750
|
|
|
1.7
|
%
|
|||
|
|
|
|
|
|
|
|
1,488,750
|
|
|
1,482,238
|
|
|
1,488,750
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Elite Comfort Solutions, Inc.
|
|
Chemicals, Plastics and Rubber
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.50%, 1.00% LIBOR Floor)(1)
|
|
1/15/2021
|
|
5,507,602
|
|
|
5,507,602
|
|
|
5,507,602
|
|
|
6.1
|
%
|
|||
|
|
|
|
|
|
|
|
5,507,602
|
|
|
5,507,602
|
|
|
5,507,602
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
GC EOS Buyer, Inc.
|
|
Automotive
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(1)
|
|
8/1/2025
|
|
3,750,000
|
|
|
3,713,265
|
|
|
3,712,500
|
|
|
4.1
|
%
|
|||
|
|
|
|
|
|
|
|
3,750,000
|
|
|
3,713,265
|
|
|
3,712,500
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
GK Holdings, Inc.
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor)(1)
|
|
1/20/2021
|
|
2,938,931
|
|
|
2,930,787
|
|
|
2,656,795
|
|
|
3.0
|
%
|
|||
|
|
|
|
|
|
|
|
2,938,931
|
|
|
2,930,787
|
|
|
2,656,795
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company
|
|
Industry
|
|
Type of Investment
|
|
Maturity
|
|
Par
Amount
|
|
Cost
|
|
Fair
Value(2)
|
|
% of
Net Assets(4)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Glass Mountain Pipeline Holdings, LLC
|
|
Energy: Oil & Gas
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(1)
|
|
12/23/2024
|
|
4,950,125
|
|
|
4,933,531
|
|
|
4,950,125
|
|
|
5.5
|
%
|
|||
|
|
|
|
|
|
|
|
4,950,125
|
|
|
4,933,531
|
|
|
4,950,125
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Golden West Packaging Group LLC
|
|
Forest Products & Paper
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(1)
|
|
6/20/2023
|
|
8,792,361
|
|
|
8,792,361
|
|
|
8,792,361
|
|
|
9.9
|
%
|
|||
|
|
|
|
|
|
|
|
8,792,361
|
|
|
8,792,361
|
|
|
8,792,361
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
High Ridge Brands Co.
|
|
Consumer Goods: Non-Durable
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(1)
|
|
6/30/2022
|
|
1,820,455
|
|
|
1,802,712
|
|
|
1,694,479
|
|
|
1.9
|
%
|
|||
|
|
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(1)
|
|
6/30/2022
|
|
12,358
|
|
|
12,238
|
|
|
11,503
|
|
|
0.0
|
%
|
|||
|
|
|
|
|
|
|
|
1,832,813
|
|
|
1,814,950
|
|
|
1,705,982
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Highline Aftermarket Acquisitions, LLC
|
|
Automotive
|
|
Senior Secured First Lien Term Loan (LIBOR + 3.50%, 1.00% LIBOR Floor)(1)
|
|
4/26/2025
|
|
4,107,353
|
|
|
4,094,567
|
|
|
4,114,746
|
|
|
4.6
|
%
|
|||
|
|
|
|
|
|
|
|
4,107,353
|
|
|
4,094,567
|
|
|
4,114,746
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
The Imagine Group, LLC
|
|
Media: Advertising, Printing & Publishing
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor)(1)
|
|
6/21/2022
|
|
7,880,000
|
|
|
7,820,824
|
|
|
7,437,932
|
|
|
8.3
|
%
|
|||
|
|
|
|
|
|
|
|
7,880,000
|
|
|
7,820,824
|
|
|
7,437,932
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Infogroup, Inc.
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(1)
|
|
4/3/2023
|
|
4,925,000
|
|
|
4,887,744
|
|
|
4,905,300
|
|
|
5.5
|
%
|
|||
|
|
|
|
|
|
|
|
4,925,000
|
|
|
4,887,744
|
|
|
4,905,300
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Intermedia Holdings, Inc.
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor)(1)
|
|
7/21/2025
|
|
3,000,000
|
|
|
2,970,580
|
|
|
2,970,000
|
|
|
3.3
|
%
|
|||
|
|
|
|
|
|
|
|
3,000,000
|
|
|
2,970,580
|
|
|
2,970,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Isagenix International, LLC
|
|
Consumer Goods: Durable
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.75%, 1.00% LIBOR Floor)(1)
|
|
6/16/2025
|
|
2,937,813
|
|
|
2,922,007
|
|
|
2,894,920
|
|
|
3.2
|
%
|
|||
|
|
|
|
|
|
|
|
2,937,813
|
|
|
2,922,007
|
|
|
2,894,920
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Jackson Hewitt Tax Services Inc.
|
|
Services: Consumer
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.25%, 1.00% LIBOR Floor)(1)
|
|
5/31/2023
|
|
6,000,000
|
|
|
6,000,000
|
|
|
6,000,000
|
|
|
6.7
|
%
|
|||
|
|
|
|
|
|
|
|
6,000,000
|
|
|
6,000,000
|
|
|
6,000,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Keystone Acquisition Corp.
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(1)
|
|
5/1/2024
|
|
6,225,584
|
|
|
6,131,648
|
|
|
6,194,456
|
|
|
6.9
|
%
|
|||
|
|
|
|
|
|
|
|
6,225,584
|
|
|
6,131,648
|
|
|
6,194,456
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
KNB Holdings Corporation
|
|
Consumer Goods: Durable
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor)(1)
|
|
4/26/2024
|
|
4,999,557
|
|
|
4,919,799
|
|
|
4,960,560
|
|
|
5.5
|
%
|
|||
|
|
|
|
|
|
|
|
4,999,557
|
|
|
4,919,799
|
|
|
4,960,560
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
LifeMiles Ltd.
|
|
Services: Consumer
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor)(1)
|
|
8/18/2022
|
|
5,423,077
|
|
|
5,400,078
|
|
|
5,450,192
|
|
|
6.1
|
%
|
|||
|
|
|
|
|
|
|
|
5,423,077
|
|
|
5,400,078
|
|
|
5,450,192
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Loparex International B.V.
|
|
Containers, Packaging and Glass
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor)(1)
|
|
4/11/2025
|
|
6,650,000
|
|
|
6,615,014
|
|
|
6,716,500
|
|
|
7.5
|
%
|
|||
|
|
|
|
|
|
|
|
6,650,000
|
|
|
6,615,014
|
|
|
6,716,500
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company
|
|
Industry
|
|
Type of Investment
|
|
Maturity
|
|
Par
Amount
|
|
Cost
|
|
Fair
Value(2)
|
|
% of
Net Assets(4)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Manna Pro Products, LLC
|
|
Consumer Goods: Non-Durable
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor)(1)
|
|
12/8/2023
|
|
3,060,208
|
|
|
3,060,208
|
|
|
3,049,498
|
|
|
3.4
|
%
|
|||
|
|
|
|
Delayed Draw Term Loan (LIBOR + 6.00%)(1)
|
|
12/8/2023
|
|
376,167
|
|
|
376,167
|
|
|
374,850
|
|
|
0.4
|
%
|
|||
|
|
|
|
|
|
|
|
3,436,375
|
|
|
3,436,375
|
|
|
3,424,348
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Midcoast Energy, LLC
|
|
Energy: Oil & gas
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor)(1)
|
|
8/1/2025
|
|
4,000,000
|
|
|
3,960,877
|
|
|
4,005,200
|
|
|
4.5
|
%
|
|||
|
|
|
|
|
|
|
|
4,000,000
|
|
|
3,960,877
|
|
|
4,005,200
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
New Media Holdings II LLC
|
|
Media: Advertising, Printing & Publishing
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.25%, 1.00% LIBOR Floor)(1)
|
|
7/14/2022
|
|
4,557,382
|
|
|
4,549,251
|
|
|
4,557,382
|
|
|
5.1
|
%
|
|||
|
|
|
|
|
|
|
|
4,557,382
|
|
|
4,549,251
|
|
|
4,557,382
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Northern Star Industries, Inc.
|
|
Capital Equipment
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor)(1)
|
|
3/28/2025
|
|
4,228,750
|
|
|
4,209,044
|
|
|
4,207,606
|
|
|
4.7
|
%
|
|||
|
|
|
|
|
|
|
|
4,228,750
|
|
|
4,209,044
|
|
|
4,207,606
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Peraton Corp.
|
|
Aerospace and Defense
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(1)
|
|
4/29/2024
|
|
3,441,288
|
|
|
3,427,525
|
|
|
3,441,288
|
|
|
3.8
|
%
|
|||
|
|
|
|
|
|
|
|
3,441,288
|
|
|
3,427,525
|
|
|
3,441,288
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
PetroChoice Holdings, Inc.
|
|
Chemicals, Plastics and Rubber
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(1)
|
|
8/19/2022
|
|
4,911,410
|
|
|
4,911,410
|
|
|
4,911,410
|
|
|
5.5
|
%
|
|||
|
|
|
|
|
|
|
|
4,911,410
|
|
|
4,911,410
|
|
|
4,911,410
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Port Townsend Holdings Company, Inc.
|
|
Forest Products & Paper
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor)(1)
|
|
4/3/2024
|
|
6,160,625
|
|
|
6,103,585
|
|
|
6,099,019
|
|
|
6.8
|
%
|
|||
|
|
|
|
|
|
|
|
6,160,625
|
|
|
6,103,585
|
|
|
6,099,019
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
PT Network, LLC
|
|
Healthcare & Pharmaceuticals
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor)(1)
|
|
11/30/2021
|
|
4,875,423
|
|
|
4,875,423
|
|
|
4,807,655
|
|
|
5.4
|
%
|
|||
|
|
|
|
|
|
|
|
4,875,423
|
|
|
4,875,423
|
|
|
4,807,655
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
PVHC Holding Corp
|
|
Containers, Packaging and Glass
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor)(1)
|
|
8/3/2024
|
|
1,992,273
|
|
|
1,982,463
|
|
|
1,982,311
|
|
|
2.2
|
%
|
|||
|
|
|
|
|
|
|
|
1,992,273
|
|
|
1,982,463
|
|
|
1,982,311
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Recorded Books Inc.
|
|
Media: Diversified & Production
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%)(1)
|
|
8/29/2025
|
|
4,000,000
|
|
|
3,960,299
|
|
|
3,960,299
|
|
|
4.4
|
%
|
|||
|
|
|
|
|
|
|
|
4,000,000
|
|
|
3,960,299
|
|
|
3,960,299
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Rough Country, LLC
|
|
Automotive
|
|
Senior Secured First Lien Term Loan (LIBOR + 3.75%, 1.00% LIBOR Floor)(1)
|
|
5/25/2023
|
|
5,205,684
|
|
|
5,173,271
|
|
|
5,212,452
|
|
|
5.8
|
%
|
|||
|
|
|
|
|
|
|
|
5,205,684
|
|
|
5,173,271
|
|
|
5,212,452
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Safe Fleet Holdings LLC
|
|
Automotive
|
|
Senior Secured First Lien Term Loan (LIBOR + 3.00%, 1.00% LIBOR Floor)(1)
|
|
2/3/2025
|
|
3,457,625
|
|
|
3,449,777
|
|
|
3,457,625
|
|
|
3.9
|
%
|
|||
|
|
|
|
|
|
|
|
3,457,625
|
|
|
3,449,777
|
|
|
3,457,625
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Salient CRGT Inc.
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.75%, 1.00% LIBOR Floor)(1)
|
|
2/28/2022
|
|
2,720,536
|
|
|
2,683,070
|
|
|
2,720,808
|
|
|
3.0
|
%
|
|||
|
|
|
|
|
|
|
|
2,720,536
|
|
|
2,683,070
|
|
|
2,720,808
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
SCS Holdings I Inc.
|
|
Wholesale
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor)(1)
|
|
10/30/2022
|
|
3,904,564
|
|
|
3,873,416
|
|
|
3,904,564
|
|
|
4.4
|
%
|
Company
|
|
Industry
|
|
Type of Investment
|
|
Maturity
|
|
Par
Amount
|
|
Cost
|
|
Fair
Value(2)
|
|
% of
Net Assets(4)
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
|
|
|
|
|
|
|
3,904,564
|
|
|
3,873,416
|
|
|
3,904,564
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Shift4 Payments, LLC
|
|
Banking, Finance, Insurance & Real Estate
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(1)
|
|
11/29/2024
|
|
9,925,000
|
|
|
9,881,191
|
|
|
9,925,000
|
|
|
11.1
|
%
|
|||
|
|
|
|
|
|
|
|
9,925,000
|
|
|
9,881,191
|
|
|
9,925,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Sierra Enterprises, LLC
|
|
Beverage & Food
|
|
Senior Secured First Lien Term Loan (LIBOR + 3.75%, 1.00% LIBOR Floor)(1)
|
|
11/11/2024
|
|
5,211,928
|
|
|
5,196,997
|
|
|
5,191,602
|
|
|
5.8
|
%
|
|||
|
|
|
|
|
|
|
|
5,211,928
|
|
|
5,196,997
|
|
|
5,191,602
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
SMB Shipping Logistics, LLC
|
|
Transportation: Cargo
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor)(1)
|
|
2/5/2024
|
|
2,493,671
|
|
|
2,469,513
|
|
|
2,468,735
|
|
|
2.8
|
%
|
|||
|
|
|
|
|
|
|
|
2,493,671
|
|
|
2,469,513
|
|
|
2,468,735
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Starfish Holdco, LLC
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(1)
|
|
8/16/2024
|
|
3,955,025
|
|
|
3,921,489
|
|
|
3,955,025
|
|
|
4.4
|
%
|
|||
|
|
|
|
|
|
|
|
3,955,025
|
|
|
3,921,489
|
|
|
3,955,025
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Syniverse Holdings, Inc.
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(1)
|
|
3/9/2023
|
|
4,975,000
|
|
|
4,930,568
|
|
|
4,975,000
|
|
|
5.6
|
%
|
|||
|
|
|
|
|
|
|
|
4,975,000
|
|
|
4,930,568
|
|
|
4,975,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
The KEYW Corporation
|
|
Aerospace and Defense
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(1)
|
|
5/8/2024
|
|
3,337,209
|
|
|
3,321,534
|
|
|
3,305,172
|
|
|
3.7
|
%
|
|||
|
|
|
|
|
|
|
|
3,337,209
|
|
|
3,321,534
|
|
|
3,305,172
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
The Octave Music Group, Inc.
|
|
Media: Diversified & Production
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor)(1)
|
|
5/28/2021
|
|
4,923,664
|
|
|
4,923,664
|
|
|
4,923,664
|
|
|
5.5
|
%
|
|||
|
|
|
|
|
|
|
|
4,923,664
|
|
|
4,923,664
|
|
|
4,923,664
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
ThoughtWorks, Inc.
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor)(1)
|
|
10/11/2024
|
|
4,987,500
|
|
|
4,974,219
|
|
|
5,001,965
|
|
|
5.6
|
%
|
|||
|
|
|
|
|
|
|
|
4,987,500
|
|
|
4,974,219
|
|
|
5,001,965
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Tortoise Borrower LLC
|
|
Banking, Finance, Insurance & Real Estate
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor)(1)
|
|
1/31/2025
|
|
2,462,625
|
|
|
2,451,451
|
|
|
2,462,625
|
|
|
2.7
|
%
|
|||
|
|
|
|
|
|
|
|
2,462,625
|
|
|
2,451,451
|
|
|
2,462,625
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
United Road Services, Inc.
|
|
Transportation: Cargo
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(1)
|
|
9/1/2024
|
|
3,880,000
|
|
|
3,863,202
|
|
|
3,880,000
|
|
|
4.3
|
%
|
|||
|
|
|
|
|
|
|
|
3,880,000
|
|
|
3,863,202
|
|
|
3,880,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Vertex Aerospace Services Corp.
|
|
Aerospace and Defense
|
|
Senior Secured First Lien Term Loan (LIBOR + 4.75%)(1)
|
|
6/29/2025
|
|
1,496,250
|
|
|
1,488,975
|
|
|
1,511,213
|
|
|
1.7
|
%
|
|||
|
|
|
|
|
|
|
|
1,496,250
|
|
|
1,488,975
|
|
|
1,511,213
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Wheels Up Partners LLC
|
|
Aerospace and Defense
|
|
Senior Secured First Lien Term Loan (LIBOR + 8.55%, 1.00% LIBOR Floor)(1)
|
|
10/15/2021
|
|
4,437,529
|
|
|
4,333,078
|
|
|
4,380,729
|
|
|
4.9
|
%
|
|||
|
|
|
|
|
|
|
|
4,437,529
|
|
|
4,333,078
|
|
|
4,380,729
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Xebec Global Holdings, LLC
|
|
High Tech Industries
|
|
Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor)(1)
|
|
2/12/2024
|
|
8,217,063
|
|
|
8,217,063
|
|
|
8,217,063
|
|
|
9.2
|
%
|
|||
|
|
|
|
|
|
|
|
8,217,063
|
|
|
8,217,063
|
|
|
8,217,063
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Represents the annual current interest rate as of September 30, 2018. All interest rates are payable in cash, unless otherwise noted.
|
(2)
|
Represents the fair value in accordance with ASC 820 as reported by MCC JV. The determination of such fair value is not included in the Company’s board of directors’ valuation process described elsewhere herein.
|
(3)
|
This investment was on non-accrual status as of September 30, 2018.
|
(4)
|
Percentage is based on MCC JV's net assets of $89,580,037 as of September 30, 2018.
|
|
September 30, 2019
|
|
September 30, 2018
|
||||
Selected Consolidated Statement of Assets and Liabilities Information:
|
|
|
|
|
|
||
Investments in loans at fair value (amortized cost of $259,371,480 and $252,887,053, respectively)
|
$
|
249,342,871
|
|
|
$
|
251,913,920
|
|
Cash
|
8,007,466
|
|
|
14,035,722
|
|
||
Other assets
|
1,466,352
|
|
|
2,614,208
|
|
||
Total assets
|
$
|
258,816,689
|
|
|
$
|
268,563,850
|
|
|
|
|
|
||||
Line of credit (net of debt issuance costs of $1,552,067 and $1,408,462, respectively)
|
$
|
177,694,223
|
|
|
$
|
177,871,538
|
|
Other liabilities
|
472,737
|
|
|
379,030
|
|
||
Interest payable
|
708,049
|
|
|
733,245
|
|
||
Total liabilities
|
178,875,009
|
|
|
178,983,813
|
|
||
Members' capital
|
79,941,680
|
|
|
89,580,037
|
|
||
Total liabilities and members' capital
|
$
|
258,816,689
|
|
|
$
|
268,563,850
|
|
|
For the years ended September 30
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Selected Consolidated Statement of Operations Information:
|
|
|
|
|
|
||||||
Total revenues
|
$
|
20,351,843
|
|
|
$
|
17,017,831
|
|
|
$
|
10,359,041
|
|
Total expenses
|
(10,962,484
|
)
|
|
(9,054,415
|
)
|
|
(5,239,634
|
)
|
|||
Net unrealized appreciation/(depreciation)
|
(9,055,476
|
)
|
|
(1,358,880
|
)
|
|
(181,485
|
)
|
|||
Net realized gain/(loss)
|
(772,239
|
)
|
|
1,048,233
|
|
|
852,684
|
|
|||
Net income/(loss)
|
$
|
(438,356
|
)
|
|
$
|
7,652,769
|
|
|
$
|
5,790,606
|
|
|
September 30, 2018
|
|
September 30, 2017
|
||||
Balance Sheet Data(1)(2)
|
|
|
|
|
|||
Current assets
|
$
|
4,382,427
|
|
|
$
|
9,835,601
|
|
Non-current assets
|
$
|
43,058,791
|
|
|
$
|
49,299,270
|
|
Current liabilities
|
$
|
4,443,543
|
|
|
$
|
8,500,669
|
|
Non-current liabilities
|
$
|
116,088,427
|
|
|
$
|
99,679,770
|
|
|
For the twelve months ended September 30, 2018
|
|
For the twelve months ended September 30, 2017
|
|
For the twelve months ended September 30, 2016
|
||||||
Summary of Operations(1)(2)
|
|
|
|
|
|
||||||
Total revenues
|
$
|
16,576,365
|
|
|
$
|
32,339,457
|
|
|
$
|
37,064,767
|
|
Cost of sales
|
12,020,480
|
|
|
22,178,656
|
|
|
29,211,587
|
|
|||
Operating expenses
|
15,902,280
|
|
|
23,831,050
|
|
|
18,130,485
|
|
|||
Other expenses
|
12,709,467
|
|
|
10,875,720
|
|
|
11,050,052
|
|
|||
Net loss
|
$
|
(24,055,862
|
)
|
|
$
|
(24,545,969
|
)
|
|
$
|
(21,327,357
|
)
|
|
September 30, 2019
|
|
September 30, 2018
|
||||
Balance Sheet Data(1)
|
|
|
|
|
|||
Current assets
|
$
|
3,008,546
|
|
|
$
|
3,615,917
|
|
Non-current assets
|
$
|
27,527,487
|
|
|
$
|
33,770,103
|
|
Current liabilities
|
$
|
2,651,531
|
|
|
$
|
2,550,219
|
|
Non-current liabilities
|
$
|
36,998,068
|
|
|
$
|
32,474,480
|
|
|
For the twelve months ended September 30, 2019
|
|
For the twelve months ended September 30, 2018
|
|
Period from November 9, 2016 through September 30, 2017
|
||||||
Summary of Operations(1)
|
|
|
|
|
|
||||||
Total revenues
|
$
|
32,392,716
|
|
|
$
|
31,260,430
|
|
|
$
|
38,347,251
|
|
Cost of sales
|
8,175,612
|
|
|
7,920,057
|
|
|
9,289,103
|
|
|||
Operating expenses
|
23,908,837
|
|
|
22,637,032
|
|
|
27,105,300
|
|
|||
Other expenses
|
5,169,770
|
|
|
4,267,307
|
|
|
6,707,925
|
|
|||
Net loss
|
$
|
(4,861,503
|
)
|
|
$
|
(3,563,966
|
)
|
|
$
|
(4,755,077
|
)
|
(1)
|
All amounts are unaudited.
|
(2)
|
Omnivere, LLC was liquidated in December of 2018. As such, summary financials are only posted through September 30, 2018.
|
•
|
Level 1 - Valuations based on quoted prices in active markets for identical assets or liabilities at the measurement date.
|
•
|
Level 2 - Valuations based on inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable at the measurement date. This category includes quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in non-active markets including actionable bids from third parties for privately held assets or liabilities, and observable inputs other than quoted prices such as yield curves and forward currency rates that are entered directly into valuation models to determine the value of derivatives or other assets or liabilities.
|
•
|
Level 3 - Valuations based on inputs that are unobservable and where there is little, if any, market activity at the measurement date. The inputs for the determination of fair value may require significant management judgment or estimation and are based upon management’s assessment of the assumptions that market participants would use in pricing the assets or liabilities. These investments include debt and equity investments in private companies or assets valued using the Market or Income Approach and may involve pricing models whose inputs require significant judgment or estimation because of the absence of any meaningful current market data for identical or similar investments. The inputs in these valuations may include, but are not limited to, capitalization and discount rates, beta and EBITDA multiples. The information may also include pricing information or broker quotes which include a disclaimer that the broker would not be held to such a price in an actual transaction. The non-binding nature of consensus pricing and/or quotes accompanied by disclaimer would result in classification as Level 3 information, assuming no additional corroborating evidence.
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Senior Secured First Lien Term Loans
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
192,770
|
|
|
$
|
192,770
|
|
Senior Secured Second Lien Term Loans
|
—
|
|
|
—
|
|
|
36,508
|
|
|
36,508
|
|
||||
Senior Secured First Lien Notes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Unsecured Debt
|
—
|
|
|
—
|
|
|
2,653
|
|
|
2,653
|
|
||||
Equity/Warrants
|
13,850
|
|
|
—
|
|
|
78,329
|
|
|
92,179
|
|
||||
Total
|
$
|
13,850
|
|
|
$
|
—
|
|
|
$
|
310,260
|
|
|
$
|
324,110
|
|
Investments measured at net asset value(1)
|
|
|
|
|
|
|
|
|
|
72,779
|
|
||||
Total Investments, at fair value
|
|
|
|
|
|
|
|
|
|
$
|
396,889
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Senior Secured First Lien Term Loans
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
395,015
|
|
|
$
|
395,015
|
|
Senior Secured Second Lien Term Loans
|
—
|
|
|
—
|
|
|
48,890
|
|
|
48,890
|
|
||||
Senior Secured First Lien Notes
|
—
|
|
|
—
|
|
|
19,268
|
|
|
19,268
|
|
||||
Unsecured Debt
|
—
|
|
|
—
|
|
|
3,381
|
|
|
3,381
|
|
||||
Equity/Warrants
|
—
|
|
|
50
|
|
|
107,955
|
|
|
108,005
|
|
||||
Total
|
$
|
—
|
|
|
$
|
50
|
|
|
$
|
574,509
|
|
|
$
|
574,559
|
|
Investments measured at net asset value(1)
|
|
|
|
|
|
|
|
|
|
80,871
|
|
||||
Total Investments, at fair value
|
|
|
|
|
|
|
|
|
|
$
|
655,430
|
|
(1)
|
Certain investments that are measured at fair value using NAV have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amount presented in the Consolidated Statements of Assets and Liabilities.
|
|
Senior
Secured
First Lien
Term
Loans
|
|
Senior
Secured
Second
Lien Term
Loans
|
|
Senior
Secured
First Lien
Notes
|
|
Unsecured
Debt
|
|
Equities/Warrants
|
|
Total
|
||||||||||||
Balance as of September 30, 2018
|
$
|
395,015
|
|
|
$
|
48,890
|
|
|
$
|
19,268
|
|
|
$
|
3,381
|
|
|
$
|
107,955
|
|
|
$
|
574,509
|
|
Purchases and other adjustments to cost
|
7,116
|
|
|
1,801
|
|
|
—
|
|
|
(647
|
)
|
|
(9,783
|
)
|
|
(1,513
|
)
|
||||||
Originations
|
58,386
|
|
|
2,000
|
|
|
—
|
|
|
—
|
|
|
387
|
|
|
60,773
|
|
||||||
Sales
|
(144,081
|
)
|
|
(11,828
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(155,909
|
)
|
||||||
Settlements
|
(56,346
|
)
|
|
(2,161
|
)
|
|
(20,000
|
)
|
|
(22
|
)
|
|
(25,501
|
)
|
|
(104,030
|
)
|
||||||
Net realized gains/(losses) from investments
|
(97,534
|
)
|
|
114
|
|
|
—
|
|
|
(22,787
|
)
|
|
7,333
|
|
|
(112,874
|
)
|
||||||
Net transfers in and/or out of Level 3
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net unrealized gains/(losses)
|
30,214
|
|
|
(2,308
|
)
|
|
732
|
|
|
22,728
|
|
|
(2,062
|
)
|
|
49,304
|
|
||||||
Balance as of September 30, 2019
|
$
|
192,770
|
|
|
$
|
36,508
|
|
|
$
|
—
|
|
|
$
|
2,653
|
|
|
$
|
78,329
|
|
|
$
|
310,260
|
|
|
Senior
Secured
First Lien
Term
Loans
|
|
Senior
Secured
Second
Lien Term
Loans
|
|
Senior
Secured
First Lien
Notes
|
|
Unsecured
Debt
|
|
Equities/Warrants
|
|
Total
|
||||||||||||
Balance as of September 30, 2017
|
$
|
537,163
|
|
|
$
|
135,826
|
|
|
$
|
20,478
|
|
|
$
|
—
|
|
|
$
|
80,260
|
|
|
$
|
773,727
|
|
Purchases and other adjustments to cost
|
25,218
|
|
|
1,028
|
|
|
6
|
|
|
3,381
|
|
|
6,344
|
|
|
35,977
|
|
||||||
Originations
|
106,664
|
|
|
17,093
|
|
|
—
|
|
|
—
|
|
|
20,245
|
|
|
144,002
|
|
||||||
Sales
|
(29,291
|
)
|
|
(17,714
|
)
|
|
(7,013
|
)
|
|
—
|
|
|
—
|
|
|
(54,018
|
)
|
||||||
Settlements
|
(135,524
|
)
|
|
(75,460
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(210,984
|
)
|
||||||
Net realized gains/(losses) from investments
|
(50,726
|
)
|
|
(37,670
|
)
|
|
239
|
|
|
—
|
|
|
(1,174
|
)
|
|
(89,331
|
)
|
||||||
Net transfers in and/or out of Level 3
|
—
|
|
|
—
|
|
|
7,067
|
|
|
—
|
|
|
59
|
|
|
7,126
|
|
||||||
Net unrealized gains/(losses)
|
(58,489
|
)
|
|
25,787
|
|
|
(1,509
|
)
|
|
—
|
|
|
2,221
|
|
|
(31,990
|
)
|
||||||
Balance as of September 30, 2018
|
$
|
395,015
|
|
|
$
|
48,890
|
|
|
$
|
19,268
|
|
|
$
|
3,381
|
|
|
$
|
107,955
|
|
|
$
|
574,509
|
|
|
Fair Value
|
|
Valuation Technique
|
|
Unobservable Input
|
|
Range (Weighted Average)
|
||
|
|
|
|
|
|
|
|
||
Senior Secured First Lien Term Loans
|
$
|
141,337
|
|
|
Income Approach (DCF)
|
|
Market yield
|
|
6.38% - 16.98% (10.49%)
|
Senior Secured First Lien Term Loans
|
43,960
|
|
|
Market Approach (Guideline Comparable)/Market Approach (Comparable Transactions)/Income Approach (DCF)/ Enterprise Value Analysis
|
|
Revenue Multiple(1)
EBITDA Multiple(1)
Discount rate
Expected Proceeds
|
|
0.25x - 0.25x (0.25x)
3.50x - 6.00x (4.95x)
9.00% - 18.70% (16.53%)
$9.0M - $16.2M ($9.0M)
|
|
Senior Secured First Lien Term Loans
|
7,473
|
|
|
Recent Arms-Length Transaction
|
|
Recent Arms Length Transaction
|
|
N/A
|
|
Senior Secured Second Lien Term Loan
|
17,250
|
|
|
Income Approach (DCF)
|
|
Market yield
|
|
9.78% - 29.76% (14.66%)
|
|
Senior Secured Second Lien Term Loans
|
19,258
|
|
|
Market Approach (Guideline Comparable)/Income Approach (DCF)
|
|
EBITDA Multiple(1)
Discount Rate
|
|
4.50x - 6.00x (5.97x)
16.40% - 16.40% (16.40%)
|
|
Unsecured Debt
|
850
|
|
|
Income Approach (DCF)
|
|
Market yield
|
|
7.43%
|
|
Unsecured Debt
|
1,803
|
|
|
Market Approach (Guideline Comparable)
|
|
EBITDA Multiple(1)
|
|
4.00x - 7.00x (6.54x)
|
|
Equity
|
75,983
|
|
|
Market Approach (Guideline Comparable)/Market Approach (Comparable Transactions)/Income Approach (DCF)/Enterprise Value Analysis
|
|
Revenue Multiple(1)
EBITDA Multiple(1)
Discount rate
Expected Proceeds
|
|
0.88x - 0.88x (0.69x)
3.50x - 9.50x (8.72x)
9.00% - 22.50% (14.68%)
$16.2M - $47.5M ($53.1M)
|
|
Equity
|
2,346
|
|
|
Recent Arms-Length Transaction
|
|
Recent Arms Length Transaction
|
|
N/A
|
|
Total
|
$
|
310,260
|
|
|
|
|
|
|
|
|
Fair Value
|
|
Valuation Technique
|
|
Unobservable Input
|
|
Range (Weighted Average)
|
||
|
|
|
|
|
|
|
|
||
Senior Secured First Lien Term Loans
|
$
|
175,233
|
|
|
Income Approach (DCF)
|
|
Market Yield
|
|
7.18% - 16.87% (10.80%)
|
Senior Secured First Lien Term Loans
|
113,178
|
|
|
Market Approach (Guideline Comparable)/Market Approach (Comparable Transactions)/Income Approach (DCF)/ Enterprise Value Analysis
|
|
Revenue Multiple(1)
EBITDA Multiple(1)
Discount Rate
Expected Proceeds
|
|
0.75x - 1.35x (0.87x)
3.50x - 7.00x (5.93x)
10.00% - 18.00% (16.77%)
$0.0M - $127.5M ($76.8M)
|
|
Senior Secured First Lien Term Loans
|
106,604
|
|
|
Recent Arms-Length Transaction
|
|
Recent Arms Length Transaction
|
|
N/A
|
|
Senior Secured First Lien Notes
|
19,268
|
|
|
Income Approach (DCF)
|
|
Market Yield
|
|
14.17%
|
|
Senior Secured Second Lien Term Loans
|
33,376
|
|
|
Income Approach (DCF)
|
|
Market Yield
|
|
8.99% - 14.17% (11.29%)
|
|
Senior Secured Second Lien Term Loans
|
15,113
|
|
|
Market Approach (Guideline Comparable)/Income Approach (DCF)
|
|
Revenue Multiple(1)
EBITDA Multiple(1)
Discount Rate
|
|
0.60x - 0.80x (0.70x)
6.75x - 7.75x (7.25x)
15.50% - 17.50% (16.50%)
|
|
Senior Secured Second Lien Term Loans
|
401
|
|
|
Recent Arms-Length Transaction
|
|
Recent Arms Length Transaction
|
|
N/A
|
|
Unsecured Debt
|
—
|
|
|
Enterprise Value Analysis
|
|
Expected Proceeds
|
|
$0.0M - $0.0M ($0.0M)
|
|
Unsecured Debt
|
3,381
|
|
|
Recent Arms-Length Transaction
|
|
Recent Arms Length Transaction
|
|
N/A
|
|
Equity
|
6,678
|
|
|
Income Approach (DCF)
|
|
Market Yield
|
|
8.75%
|
|
Equity
|
97,107
|
|
|
Market Approach (Guideline Comparable)/Market Approach (Comparable Transactions)/Income Approach (DCF)/Enterprise Value Analysis
|
|
Revenue Multiple(1)
EBITDA Multiple(1)
Discount Rate
Expected Proceeds
|
|
0.70x - 1.35x (0.69x)
4.50x - 13.00x (9.60x)
10.00% - 21.50% (14.79%)
$0.0M - $5.7M ($0.0M)
|
|
Equity
|
4,170
|
|
|
Recent Arms-Length Transaction
|
|
Recent Arms Length Transaction
|
|
N/A
|
|
Total
|
$
|
574,509
|
|
|
|
|
|
|
|
(1)
|
Represents inputs used when the Company has determined that market participants would use such multiples when measuring the fair value of these investments.
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||||||||||||||||||||
|
Aggregate
Principal
Amount
Available
|
|
Principal
Amount
Outstanding
|
|
Carrying
Value
|
|
Fair
Value
|
|
Aggregate
Principal
Amount
Available
|
|
Principal
Amount
Outstanding
|
|
Carrying
Value
|
|
Fair
Value
|
||||||||||||||||
2021 Notes
|
$
|
74,013
|
|
|
$
|
74,013
|
|
|
$
|
74,013
|
|
|
$
|
72,473
|
|
|
$
|
74,013
|
|
|
$
|
74,013
|
|
|
$
|
74,013
|
|
|
$
|
74,960
|
|
2023 Notes
|
77,847
|
|
|
77,847
|
|
|
77,847
|
|
|
74,453
|
|
|
89,847
|
|
|
89,847
|
|
|
89,847
|
|
|
89,128
|
|
||||||||
Israeli 2021 Notes
|
105,137
|
|
|
105,137
|
|
|
105,137
|
|
|
104,604
|
|
|
121,276
|
|
|
121,276
|
|
|
121,276
|
|
|
112,993
|
|
||||||||
SBA Debentures
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
135,000
|
|
|
135,000
|
|
|
135,000
|
|
|
135,000
|
|
||||||||
Total
|
$
|
256,997
|
|
|
$
|
256,997
|
|
|
$
|
256,997
|
|
|
$
|
251,530
|
|
|
$
|
420,136
|
|
|
$
|
420,136
|
|
|
$
|
420,136
|
|
|
$
|
412,081
|
|
|
For the years ended September 30
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Revolving Facility interest
|
$
|
—
|
|
|
$
|
729
|
|
|
$
|
586
|
|
Revolving Facility commitment fee
|
—
|
|
|
1,521
|
|
|
2,419
|
|
|||
Term Facility interest
|
—
|
|
|
1,505
|
|
|
6,662
|
|
|||
Amortization of debt issuance costs
|
—
|
|
|
1,087
|
|
|
2,870
|
|
|||
Agency and other fees
|
—
|
|
|
138
|
|
|
77
|
|
|||
Total
|
$
|
—
|
|
|
$
|
4,980
|
|
|
$
|
12,614
|
|
Weighted average stated interest rate
|
—
|
%
|
|
4.4
|
%
|
|
4.0
|
%
|
|||
Weighted average outstanding balance
|
$
|
—
|
|
|
$
|
50,900
|
|
|
$
|
182,711
|
|
Company
|
|
Industry
|
|
Type of Investment
|
|
Maturity
|
|
Par Amount
|
|
Cost
|
|
Fair Value
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Medley SLF Funding I LLC
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.50% Cash, 1.00% LIBOR Floor)
|
|
6/27/2023
|
|
9,430,010
|
|
|
9,430,010
|
|
|
8,996,229
|
|
|||
|
|
|
|
|
|
|
|
12,684,633
|
|
|
12,684,633
|
|
|
12,101,140
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
InterFlex Acquisition Company, LLC
|
|
Containers, Packaging & Glass
|
|
Senior Secured First Lien Term Loan (LIBOR + 9.00% Cash, 1.00% LIBOR Floor)
|
|
8/18/2022
|
|
8,839,450
|
|
|
8,839,450
|
|
|
8,424,880
|
|
|||
|
|
|
|
|
|
|
|
8,839,450
|
|
|
8,839,450
|
|
|
8,424,880
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
RateGain Technologies, Inc.
|
|
Hotel, Gaming & Leisure
|
|
Unsecured Debt
|
|
7/31/2020
|
|
304,735
|
|
|
304,735
|
|
|
304,735
|
|
|||
|
|
|
|
Unsecured Debt
|
|
7/31/2021
|
|
304,735
|
|
|
304,735
|
|
|
304,735
|
|
|||
|
|
|
|
|
|
|
|
609,470
|
|
|
609,470
|
|
|
609,470
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
SFP Holding, Inc.
|
|
Construction & Building
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.25% Cash, 1.00% LIBOR Floor)
|
|
9/1/2022
|
|
4,820,605
|
|
|
4,820,605
|
|
|
4,775,291
|
|
|||
|
|
|
|
Senior Secured First Lien Delayed Draw Term Loan (LIBOR + 6.25% Cash, 1.00% LIBOR Floor)
|
|
9/1/2022
|
|
1,871,234
|
|
|
1,871,234
|
|
|
1,853,644
|
|
|||
|
|
|
|
Equity - 73,113.54 Common Units in CI (Summit) Investment Holdings LLC
|
|
|
|
—
|
|
|
736,905
|
|
|
658,022
|
|
|||
|
|
|
|
|
|
|
|
6,691,839
|
|
|
7,428,744
|
|
|
7,286,957
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Ship Supply Acquisition Corporation
|
|
Services: Business
|
|
Senior Secured First Lien Term Loan (LIBOR + 8.00% Cash, 1.00% LIBOR Floor)
|
|
7/31/2020
|
|
7,330,098
|
|
|
7,136,156
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
7,330,098
|
|
|
7,136,156
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Walker Edison Furniture Company LLC
|
|
Consumer goods: Durable
|
|
Senior Secured First Lien Term Loan (LIBOR + 6.50% Cash, 1.00% LIBOR Floor)
|
|
9/26/2024
|
|
3,611,900
|
|
|
3,611,900
|
|
|
3,611,900
|
|
|||
|
|
|
|
|
|
|
|
3,611,900
|
|
|
3,611,900
|
|
|
3,611,900
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Subtotal Medley Small Business Fund, LP Investments
|
|
|
|
$
|
67,094,362
|
|
|
$
|
67,637,325
|
|
|
$
|
59,089,591
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total Medley SLF Funding I LLC and Medley SLF Funding I LLC Investments
|
|
$
|
96,825,392
|
|
|
$
|
97,344,046
|
|
|
$
|
88,646,625
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||||||||||||||||||||
|
2021
Notes
|
|
2023
Notes
|
|
Israeli 2021
Notes
|
|
Total
|
|
2021
Notes
|
|
2023
Notes
|
|
Israeli 2021
Notes
|
|
Total
|
||||||||||||||||
Total Debt Issuance Costs
|
$
|
3,226
|
|
|
$
|
3,102
|
|
|
$
|
6,287
|
|
|
$
|
12,615
|
|
|
$
|
3,226
|
|
|
$
|
3,102
|
|
|
$
|
6,287
|
|
|
$
|
12,615
|
|
Amortized Debt Issuance Costs
|
2,385
|
|
|
2,127
|
|
|
2,829
|
|
|
7,341
|
|
|
1,756
|
|
|
1,656
|
|
|
965
|
|
|
4,377
|
|
||||||||
Unamortized Debt Issuance Costs
|
$
|
841
|
|
|
$
|
975
|
|
|
$
|
3,458
|
|
|
$
|
5,274
|
|
|
$
|
1,470
|
|
|
$
|
1,446
|
|
|
$
|
5,322
|
|
|
$
|
8,238
|
|
|
For the years ended September 30
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
2019 Notes interest
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,116
|
|
2021 Notes interest
|
4,811
|
|
|
4,811
|
|
|
4,811
|
|
|||
2023 Notes interest
|
4,954
|
|
|
5,857
|
|
|
5,686
|
|
|||
2023 Notes premium
|
(3
|
)
|
|
(3
|
)
|
|
(2
|
)
|
|||
Israeli 2021 Notes interest
|
6,817
|
|
|
4,366
|
|
|
N/A
|
|
|||
Amortization of debt issuance costs
|
2,735
|
|
|
1,936
|
|
|
1,040
|
|
|||
Total
|
$
|
19,314
|
|
|
$
|
16,967
|
|
|
$
|
12,651
|
|
Weighted average stated interest rate
|
6.1
|
%
|
|
6.0
|
%
|
|
6.4
|
%
|
|||
Weighted average outstanding balance
|
$
|
273,211
|
|
|
$
|
251,924
|
|
|
$
|
182,016
|
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||||
Rate Fix Date
|
Debenture
Amount
|
|
Fixed All-in
Interest Rate
|
|
Debenture
Amount
|
|
Fixed All-in
Interest Rate
|
||||||
March 2014
|
$
|
—
|
|
|
—
|
%
|
|
$
|
29,000
|
|
|
3.951
|
%
|
September 2014
|
—
|
|
|
—
|
|
|
50,000
|
|
|
3.370
|
|
||
September 2014
|
—
|
|
|
—
|
|
|
6,000
|
|
|
3.775
|
|
||
September 2015
|
—
|
|
|
—
|
|
|
50,000
|
|
|
3.571
|
|
||
Weighted Average Rate/Total
|
$
|
—
|
|
|
—
|
%
|
|
$
|
135,000
|
|
|
3.587
|
%
|
|
September 30, 2019
|
|
September 30, 2018
|
||||
Total Debt Issuance Costs
|
$
|
5,138
|
|
|
$
|
5,138
|
|
Amortized Debt Issuance Costs
|
5,138
|
|
|
3,042
|
|
||
Unamortized Debt Issuance Costs
|
$
|
—
|
|
|
$
|
2,096
|
|
|
For the years ended September 30
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
SBA Debentures interest
|
$
|
4,445
|
|
|
$
|
5,408
|
|
|
$
|
5,458
|
|
Amortization of debt issuance costs
|
290
|
|
|
563
|
|
|
679
|
|
|||
Total
|
$
|
4,735
|
|
|
$
|
5,971
|
|
|
$
|
6,137
|
|
Weighted average stated interest rate
|
5.9
|
%
|
|
3.6
|
%
|
|
3.6
|
%
|
|||
Weighted average outstanding balance
|
$
|
74,781
|
|
|
$
|
148,767
|
|
|
$
|
150,000
|
|
•
|
determines the composition of our portfolio, the nature and timing of the changes to our portfolio and the manner of implementing such changes;
|
•
|
identifies, evaluates and negotiates the structure of the investments we make (including performing due diligence on our prospective portfolio companies); and
|
•
|
executes, closes, monitors and administers the investments we make, including the exercise of any voting or consent rights.
|
•
|
No incentive fee on net investment income is payable to MCC Advisors for any calendar quarter for which there is no Excess Income Amount;
|
•
|
100% of the Ordinary Income, if any, that exceeds the hurdle amount, but is less than or equal to an amount, which we refer to as the “Catch-up Amount,” determined as the sum of 1.8182% multiplied by the Company’s net assets at the beginning of each applicable calendar quarter, as adjusted as noted above, comprising the relevant Trailing Twelve Quarters is included in the calculation of the incentive fee on net investment income; and
|
•
|
17.5% of the Ordinary Income that exceeds the Catch-up Amount is included in the calculation of the incentive fee on net investment income.
|
1)
|
No incentive fee is recorded during the quarter in which our pre-incentive fee net investment income does not exceed the hurdle rate;
|
2)
|
100% of pre-incentive fee net investment income that exceeds the hurdle rate but is less than 2.5% in the quarter; and
|
3)
|
20.0% of the amount of pre-incentive fee net investment income, if any, that exceeds 2.5% of the hurdle rate.
|
|
September 30, 2019
|
|
September 30, 2018
|
||||
Dynamic Energy Services International LLC - Revolver
|
$
|
3,255
|
|
|
$
|
—
|
|
DataOnline Corp. - Revolver
|
1,890
|
|
|
1,890
|
|
||
Alpine SG, LLC - Revolver
|
1,000
|
|
|
1,000
|
|
||
Kemmerer Operations, LLC - Delayed Draw Term Loan
|
908
|
|
|
—
|
|
||
Black Angus Steakhouses, LLC - Delayed Draw Term Loan
|
893
|
|
|
893
|
|
||
Redwood Services Group, LLC - Revolver
|
875
|
|
|
1,750
|
|
||
Access Media Holdings, LLC - Series AAA Preferred Equity
|
101
|
|
|
173
|
|
||
1888 Industrial Services, LLC - Revolver(1)
|
—
|
|
|
719
|
|
||
Black Angus Steakhouses, LLC - Revolver(1)
|
—
|
|
|
625
|
|
||
Impact Group, LLC - Delayed Draw Term Loan
|
—
|
|
|
8,567
|
|
||
Redwood Services Group, LLC - Delayed Draw Term Loan
|
—
|
|
|
4,839
|
|
||
SFP Holding, Inc. - Delayed Draw Term Loan
|
—
|
|
|
2,765
|
|
||
Accupac, Inc. - Delayed Draw Term Loan
|
—
|
|
|
2,612
|
|
||
SMART Financial Operations, LLC - Delayed Draw Term Loan
|
—
|
|
|
2,400
|
|
||
RMS Holding Company, LLC - Revolver
|
—
|
|
|
2,327
|
|
||
Barry's Bootcamp Holdings, LLC - Revolver
|
—
|
|
|
2,200
|
|
||
Barry's Bootcamp Holdings, LLC - Delayed Draw Term Loan
|
—
|
|
|
1,271
|
|
||
Trans-Fast Remittance LLC - Delayed Draw Term Loan
|
—
|
|
|
1,057
|
|
||
Manna Pro Products, LLC - Delayed Draw Term Loan
|
—
|
|
|
429
|
|
||
Brook & Whittle Holding Corp. - Delayed Draw Term Loan
|
—
|
|
|
310
|
|
||
Central States Dermatology Services, LLC - Delayed Draw Term Loan
|
—
|
|
|
137
|
|
||
SavATree, LLC - Delayed Draw Term Loan
|
—
|
|
|
123
|
|
||
Total
|
$
|
8,922
|
|
|
$
|
36,087
|
|
(1)
|
The revolving credit facility was fully drawn as of September 30, 2019.
|
|
For the years ended September 30
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Prepayment fee
|
$
|
1,281
|
|
|
$
|
220
|
|
|
$
|
804
|
|
Origination fee
|
345
|
|
|
2,780
|
|
|
3,078
|
|
|||
Administrative agent fee
|
316
|
|
|
610
|
|
|
625
|
|
|||
Amendment fee
|
306
|
|
|
579
|
|
|
1,323
|
|
|||
Other fees
|
56
|
|
|
285
|
|
|
790
|
|
|||
Fee income
|
$
|
2,304
|
|
|
$
|
4,474
|
|
|
$
|
6,620
|
|
|
For the years ended September 30
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Basic and diluted:
|
|
|
|
|
|
|
|
|
|||
Net increase/(decrease) in net assets from operations
|
$
|
(96,575
|
)
|
|
$
|
(110,924
|
)
|
|
$
|
(15,077
|
)
|
Weighted average common shares outstanding
|
54,474,211
|
|
|
54,474,211
|
|
|
54,474,211
|
|
|||
Earnings per common share-basic and diluted
|
$
|
(1.77
|
)
|
|
$
|
(2.04
|
)
|
|
$
|
(0.28
|
)
|
|
For the years ended September 30
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
Per share data(1):
|
|
|
|
|
|
|
|
|
|
||||||||||
Net asset value per share at beginning of year
|
$
|
5.90
|
|
|
$
|
8.45
|
|
|
$
|
9.49
|
|
|
$
|
11.00
|
|
|
$
|
12.43
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net investment income/(loss)(2)
|
(0.38
|
)
|
|
0.23
|
|
|
0.67
|
|
|
0.97
|
|
|
1.27
|
|
|||||
Net realized gains/(losses) on investments
|
(2.06
|
)
|
|
(1.64
|
)
|
|
(1.34
|
)
|
|
(0.71
|
)
|
|
(1.06
|
)
|
|||||
Net unrealized appreciation/(depreciation) on investments
|
0.71
|
|
|
(0.59
|
)
|
|
0.39
|
|
|
(0.76
|
)
|
|
(0.46
|
)
|
|||||
Change in provision for deferred taxes on unrealized appreciation/(depreciation) on investments
|
—
|
|
|
0.01
|
|
|
0.02
|
|
|
—
|
|
|
(0.01
|
)
|
|||||
Loss on extinguishment of debt
|
(0.04
|
)
|
|
(0.04
|
)
|
|
(0.02
|
)
|
|
—
|
|
|
—
|
|
|||||
Net increase/(decrease) in net assets
|
(1.77
|
)
|
|
(2.03
|
)
|
|
(0.28
|
)
|
|
(0.50
|
)
|
|
(0.26
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Distributions from net investment income
|
(0.15
|
)
|
|
(0.40
|
)
|
|
(0.76
|
)
|
|
(1.12
|
)
|
|
(1.27
|
)
|
|||||
Distributions from tax return of capital
|
—
|
|
|
(0.12
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Distributions from net realized gains
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.00
|
|
|||||
Issuance of common stock, net of underwriting costs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Repurchase of common stock under stock repurchase program
|
—
|
|
|
—
|
|
|
—
|
|
|
0.11
|
|
|
0.12
|
|
|||||
Offering costs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other(5)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.02
|
)
|
|||||
Net asset value per share at end of year
|
$
|
3.97
|
|
|
$
|
5.90
|
|
|
$
|
8.45
|
|
|
$
|
9.49
|
|
|
$
|
11.00
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net assets at end of year
|
$
|
216,432,530
|
|
|
$
|
321,178,727
|
|
|
$
|
460,429,317
|
|
|
$
|
516,919,142
|
|
|
$
|
619,920,384
|
|
Shares outstanding at end of year
|
54,474,211
|
|
|
54,474,211
|
|
|
54,474,211
|
|
|
54,474,211
|
|
|
56,337,152
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Per share market value at end of year
|
$
|
2.59
|
|
|
$
|
3.82
|
|
|
$
|
5.97
|
|
|
$
|
7.63
|
|
|
$
|
7.44
|
|
Total return based on market value(3)
|
(29.91
|
)%
|
|
(27.82
|
)%
|
|
(12.73
|
)%
|
|
19.37
|
%
|
|
(27.56
|
)%
|
|||||
Total return based on net asset value(4)
|
(29.47
|
)%
|
|
(21.29
|
)%
|
|
(0.68
|
)%
|
|
0.42
|
%
|
|
1.76
|
%
|
|||||
Portfolio turnover rate
|
11.93
|
%
|
|
26.46
|
%
|
|
26.01
|
%
|
|
8.86
|
%
|
|
18.33
|
%
|
|
For the years ended September 30
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
Ratios:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Ratio of net investment/(loss) income to average net assets after waivers(6)
|
(7.96
|
)%
|
|
3.37
|
%
|
|
7.50
|
%
|
|
9.97
|
%
|
|
11.00
|
%
|
|||||
Ratio of total expenses to average net assets after waivers(6)
|
25.62
|
%
|
|
14.77
|
%
|
|
12.35
|
%
|
|
12.49
|
%
|
|
11.51
|
%
|
|||||
Ratio of incentive fees to average net assets after waivers(6)
|
—
|
%
|
|
—
|
%
|
|
0.18
|
%
|
|
1.49
|
%
|
|
2.75
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Supplemental Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Ratio of net operating expenses and credit facility related expenses to average net assets(6)(12)
|
25.62
|
%
|
|
14.77
|
%
|
|
12.17
|
%
|
|
11.00
|
%
|
|
8.75
|
%
|
|||||
Percentage of non-recurring fee income(7)
|
4.29
|
%
|
|
5.78
|
%
|
|
6.23
|
%
|
|
5.61
|
%
|
|
6.80
|
%
|
|||||
Average debt outstanding(8)
|
$
|
347,991,878
|
|
|
$
|
451,590,779
|
|
|
$
|
514,726,703
|
|
|
$
|
553,012,824
|
|
|
$
|
568,202,466
|
|
Average debt outstanding per common share
|
$
|
6.39
|
|
|
$
|
8.29
|
|
|
$
|
9.45
|
|
|
$
|
9.98
|
|
|
$
|
9.86
|
|
Asset coverage ratio per unit(9)
|
1,842
|
|
|
2,126
|
|
|
2,327
|
|
|
2,414
|
|
|
2,318
|
|
|||||
Total Debt Outstanding(13):
|
|
|
|
|
|
|
|
|
|
||||||||||
Revolving Credit Facility
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
68,000,000
|
|
|
$
|
14,000,000
|
|
|
$
|
192,700,000
|
|
Term Loan Facility
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
102,000,000
|
|
|
$
|
174,000,000
|
|
|
$
|
174,000,000
|
|
2019 Notes
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
40,000,000
|
|
|
$
|
40,000,000
|
|
2021 Notes
|
$
|
74,012,825
|
|
|
$
|
74,012,825
|
|
|
$
|
74,012,825
|
|
|
$
|
74,012,825
|
|
|
$
|
—
|
|
2023 Notes
|
$
|
77,846,800
|
|
|
$
|
89,846,800
|
|
|
$
|
102,846,800
|
|
|
$
|
63,500,000
|
|
|
$
|
63,500,000
|
|
Israeli 2021 Notes
|
$
|
105,136,927
|
|
|
$
|
121,275,690
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
SBA Debentures
|
$
|
—
|
|
|
$
|
135,000,000
|
|
|
$
|
150,000,000
|
|
|
$
|
150,000,000
|
|
|
$
|
150,000,000
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Average market value per unit:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Facilities(10)
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|||||
SBA debentures(10)
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|||||
2019 Notes(11)
|
N/A
|
|
|
N/A
|
|
|
$
|
25.39
|
|
|
$
|
25.44
|
|
|
$
|
25.26
|
|
||
2021 Notes
|
$
|
24.82
|
|
|
$
|
25.48
|
|
|
$
|
25.80
|
|
|
$
|
25.48
|
|
|
N/A
|
|
|
2023 Notes
|
$
|
24.28
|
|
|
$
|
25.02
|
|
|
$
|
25.18
|
|
|
$
|
25.19
|
|
|
$
|
24.79
|
|
Israeli 2021 Notes
|
$
|
254.43
|
|
|
$
|
273.95
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
(1)
|
Table may not foot due to rounding.
|
(2)
|
Net investment income/(loss) excluding management and incentive fee waivers based on total weighted average common stock outstanding equals $(0.38), $0.23, $0.67, and $0.90 per share for the years ended September 30, 2019, 2018, 2017 and 2016, respectively. Net investment income based on total weighted average common stock outstanding equaled $1.27 for the year ended September 30, 2015.
|
(3)
|
Total return is historical and assumes changes in share price, reinvestments of all dividends and distributions at prices obtained under the Company’s dividend reinvestment plan, and no sales charge for the period.
|
(4)
|
Total return is historical and assumes changes in NAV, reinvestments of all dividends and distributions at prices obtained under the Company’s dividend reinvestment plan, and no sales charge for the period.
|
(5)
|
Represents the impact of the different share amounts used in calculating per share data as a result of calculating certain per share data based upon the weighted average basic shares outstanding during the period and certain per share data based on the shares outstanding as of a period end or transaction date.
|
(6)
|
For the year ended September 30, 2019, excluding management and incentive fee waivers, the ratio of net investment income/(loss), total expenses, incentive fees, and operating expenses and credit facility related expenses to average net assets is (7.96)%, 25.62%, 0.00%, and 25.62%, respectively. For the year ended September 30, 2018, excluding management and incentive fee waivers, the ratio of net investment income/(loss), total expenses, incentive fees, and operating expenses and credit facility related expenses to average net assets is 3.26%, 14.88%, 0.00%, and 14.88%, respectively. For the year ended September 30, 2017, excluding management and incentive fee waivers, the ratio of net investment income/(loss), total expenses, incentive fees, and operating expenses and credit facility related expenses to average net assets is 7.48%, 12.37%, 0.18%, and 12.18%, respectively. For the year ended September 30, 2016, excluding management and incentive fee waivers, the ratio of net investment income/(loss), total expenses, incentive fees, and operating expenses and credit facility related expenses to average net assets is 9.29%, 13.17%, 2.14%, and 11.03%, respectively.
|
(7)
|
Represents the impact of the non-recurring fees as a percentage of total investment income.
|
(8)
|
Based on daily weighted average carrying value of debt outstanding during the period.
|
(9)
|
Asset coverage per unit is the ratio of the carrying value of our total consolidated assets, less all liabilities and indebtedness not represented by senior securities, to the aggregate amount of senior securities representing indebtedness. Asset coverage per unit is expressed in terms of dollar amounts per $1,000 of indebtedness. As of September 30, 2019, the Company’s asset coverage was 184.2% after giving effect to leverage and therefore the Company’s asset coverage was below 200%, the minimum asset coverage requirement under the 1940 Act. As a result, the Company is prohibited from making distributions to stockholders, including the payment of any dividend, and may not employ further leverage until the Company’s asset coverage is at least 200% after giving effect to such leverage.
|
(10)
|
The Facilities and SBA Debentures were not registered for public trading.
|
(11)
|
During the year ended September 30, 2017, the 2019 Notes were redeemed in full and ceased trading on February 17, 2017. The average price for the year ended September 30, 2017 reflects the period from October 1, 2016 through February 17, 2017.
|
(12)
|
Excludes incentive fees.
|
(13)
|
Total amount of each class of senior securities outstanding at the end of the period excluding debt issuance costs.
|
Date Declared
|
|
Record Date
|
|
Payment Date
|
|
Amount Per Share
|
||
During the year ended September 30, 2019
|
|
|
|
|
|
|
|
|
11/16/2018
|
|
12/5/2018
|
|
12/20/2018
|
|
$
|
0.10
|
|
2/10/2019
|
|
2/22/2019
|
|
3/12/2019
|
|
0.05
|
|
|
|
|
|
|
|
|
$
|
0.15
|
|
Date Declared
|
|
Record Date
|
|
Payment Date
|
|
Amount Per Share
|
||
During the year ended September 30, 2018
|
|
|
|
|
|
|
|
|
10/31/2017
|
|
11/22/2017
|
|
12/22/2017
|
|
$
|
0.16
|
|
1/30/2018
|
|
2/21/2018
|
|
3/23/2018
|
|
0.16
|
|
|
5/4/2018
|
|
6/6/2018
|
|
6/21/2018
|
|
0.10
|
|
|
8/2/2018
|
|
9/5/2018
|
|
9/20/2018
|
|
0.10
|
|
|
|
|
|
|
|
|
$
|
0.52
|
|
|
September 30, 2019
|
|
June 30, 2019
|
|
March 31, 2019
|
|
December 31, 2018
|
||||||||
Consolidated Statement of Operations data:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total investment income/(loss)
|
$
|
8,116
|
|
|
$
|
11,394
|
|
|
$
|
12,587
|
|
|
$
|
14,202
|
|
Net investment income
|
(8,209
|
)
|
|
(3,823
|
)
|
|
(10,595
|
)
|
|
1,759
|
|
||||
Net realized and unrealized gain/(loss)
|
(23,335
|
)
|
|
(24,612
|
)
|
|
(14,014
|
)
|
|
(11,714
|
)
|
||||
Change in provision for deferred taxes on unrealized gain/(loss) on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Loss on extinguishment of debt
|
(104
|
)
|
|
(1,806
|
)
|
|
—
|
|
|
(123
|
)
|
||||
Net increase/(decrease) in net assets resulting from operations
|
(31,648
|
)
|
|
(30,241
|
)
|
|
(24,609
|
)
|
|
(10,078
|
)
|
||||
Earnings per share
|
(0.58
|
)
|
|
(0.56
|
)
|
|
(0.45
|
)
|
|
(0.18
|
)
|
||||
Net asset value per common share at period end
|
$
|
3.97
|
|
|
$
|
4.55
|
|
|
$
|
5.11
|
|
|
$
|
5.61
|
|
|
September 30, 2018
|
|
June 30, 2018
|
|
March 31, 2018
|
|
December 31, 2017
|
||||||||
Consolidated Statement of Operations data:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total investment income
|
$
|
15,210
|
|
|
$
|
13,945
|
|
|
$
|
17,035
|
|
|
$
|
20,631
|
|
Net investment income
|
741
|
|
|
904
|
|
|
3,580
|
|
|
7,179
|
|
||||
Net realized and unrealized gain/(loss)
|
(23,059
|
)
|
|
(27,753
|
)
|
|
(31,391
|
)
|
|
(39,213
|
)
|
||||
Change in provision for deferred taxes on unrealized gain/(loss) on investments
|
—
|
|
|
194
|
|
|
190
|
|
|
90
|
|
||||
Loss on extinguishment of debt
|
(1,218
|
)
|
|
(11
|
)
|
|
(1,158
|
)
|
|
—
|
|
||||
Net increase/(decrease) in net assets resulting from operations
|
(23,536
|
)
|
|
(26,666
|
)
|
|
(28,779
|
)
|
|
(31,944
|
)
|
||||
Earnings per share
|
(0.43
|
)
|
|
(0.49
|
)
|
|
(0.53
|
)
|
|
(0.59
|
)
|
||||
Net asset value per common share at period end
|
$
|
5.90
|
|
|
$
|
6.43
|
|
|
$
|
7.02
|
|
|
$
|
7.71
|
|
|
September 30, 2017
|
|
June 30, 2017
|
|
March 31, 2017
|
|
December 31, 2016
|
||||||||
Consolidated Statement of Operations data:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total investment income
|
$
|
22,147
|
|
|
$
|
23,696
|
|
|
$
|
24,357
|
|
|
$
|
26,056
|
|
Net investment income
|
8,624
|
|
|
9,569
|
|
|
8,042
|
|
|
10,135
|
|
||||
Net realized and unrealized gain/(loss)
|
(20,446
|
)
|
|
(7,353
|
)
|
|
(19,834
|
)
|
|
(3,809
|
)
|
||||
Change in provision for deferred taxes on unrealized gain/(loss) on investments
|
309
|
|
|
783
|
|
|
—
|
|
|
—
|
|
||||
Loss on extinguishment of debt
|
(640
|
)
|
|
—
|
|
|
(456
|
)
|
|
—
|
|
||||
Net increase/(decrease) in net assets resulting from operations
|
(12,153
|
)
|
|
2,999
|
|
|
(12,248
|
)
|
|
6,326
|
|
||||
Earnings per share
|
(0.22
|
)
|
|
0.06
|
|
|
(0.22
|
)
|
|
0.12
|
|
||||
Net asset value per common share at period end
|
$
|
8.45
|
|
|
$
|
8.84
|
|
|
$
|
8.94
|
|
|
$
|
9.39
|
|
Name, Address, and Age(1)
|
|
Position(s) Held with Company
|
|
Terms of Office and Length of Time Served
|
|
Principal Occupation(s)
During Past 5 Years
|
|
Other Directorships Held by Director
|
|
|
|
|
|
|
|
|
|
Interested Directors
|
|
|
|
|
|
|
|
|
Brook Taube(2), 49
|
|
Director; Chairman of the Board; President; and Chief Executive Officer
|
|
Class III Director since 2011; Term expires 2020
|
|
Co-Chief Executive Officer and Co-Chairman of the board of directors of Medley Management, Inc.; Managing Partner of MCC Advisors and Senior Portfolio Manager of Medley
|
|
Director of Sierra Income Corporation; New Amsterdam Symphony Orchestra; and Sierra Total Return Fund
|
Seth Taube(2),49
|
|
Director
|
|
Class II Director since 2011; Term expires 2022
|
|
Co-Chief Executive Officer of Medley Management, Inc.; Managing Partner of MCC Advisors and Senior Portfolio Manager of the private investment funds managed by Medley; Chief Executive Officer and Chairman of the board of directors of Sierra Income Corporation, a non-traded business development company; previously, a Partner at CN Opportunity Fund
|
|
Chairman and Director of Sierra Income Corporation and Sierra Total Return Fund
|
Jeff Tonkel, 49
|
|
Director
|
|
Class I Director since 2014; Term expires 2021
|
|
Previously President of
Medley
Management, Inc. and
Sierra Income
Corporation
|
|
Director of Medley Management, Inc.
|
|
|
|
|
|
|
|
|
|
Independent Directors
|
|
|
|
|
|
|
|
|
Arthur S. Ainsberg, 72
|
|
Director
|
|
Class II Director, since 2011; Term expires 2022
|
|
President of Ainsberg Associates
|
|
AG Mortgage Investment Trust; former director of Nomura Securities International, Inc.; Nomura Global Financial Products, Inc.; Nomura Holding America, Inc.; and National Financial Partners Corporation
|
Name, Address, and Age(1)
|
|
Position(s) Held with Company
|
|
Terms of Office and Length of Time Served
|
|
Principal Occupation(s)
During Past 5 Years
|
|
Other Directorships Held by Director
|
|
|
|
|
|
|
|
|
|
Karin Hirtler-Garvey, 62
|
|
Director
|
|
Class III Director since 2011; Term expires 2020
|
|
Chief Risk Executive Ally Financial Inc. (formerly GMAC) from May 2009 to December 2011; previously, a principal at a real estate development venture
|
|
Director of USAA Federal Savings Bank; VA Capital Management; Victory Capital Management; and StarStone. Previously director of ARO Liquidation Inc., the successor company to Aeropostale, Inc.; Aeropostale Inc.; Validus Holdings Ltd.; and Western World Insurance Group
|
David A. Lorber, 41
|
|
Director
|
|
Class I Director since 2019; Term expires 2021
|
|
Co-Founder and Portfolio Manager of FrontFour Capital; Co-Founder and Principal of FrontFour Corp.
|
|
Director of FrontFour Capital; Ferro Corporation; Aerojet Rocketdyne Holdings, Inc. (formerly GenCorp Inc.); NY Centurion Foundation; and 166 East 61st Street Corp.
|
Lowell W. Robinson, 70
|
|
Director
|
|
Class III Director since 2019; Term expires 2020
|
|
See “Other Directorships Held by Director During Past 5 Years”
|
|
Director of Aratana Therapeutics, Inc.; EVINE Live Inc. (formerly ShopHQ); SITO Mobile, Ltd.; Higher One Holdings, Inc.; Support.com, Inc.; The Jones Group, Inc.; the New York Academy of Science; The Council for Economic Education; and The Metropolitan Opera Guild
|
(1)
|
The business address of the directors is c/o Medley Capital Corporation, 280 Park Avenue, 6th Floor East, New York, NY 10017.
|
(2)
|
Brook Taube and Seth Taube are brothers.
|
Name, Address, and Age(1)
|
|
Position(s) Held with Company
|
|
Principal Occupation(s)
During Past 5 Years
|
|
|
|
|
|
Richard T. Allorto, Jr., 48
|
|
Chief Financial Officer and Secretary
|
|
Chief Financial Officer of Medley Management, Inc.; Chief Financial Officer, Treasurer and Secretary of Sierra Income Corporation; previously, Chief Compliance Officer of Medley Capital Corporation; Chief Financial Officer, Chief Compliance Officer (previously) of Sierra Income Corporation; Chief Financial Officer of MCC Advisors; previously Chief Financial Officer of GSC Investment Corp.
|
John D. Fredericks, 55
|
|
Chief Compliance Officer
|
|
General Counsel of Medley Management, Inc.; Chief Compliance Officer of Sierra Income Corporation; previously, a Partner at Winston & Strawn, LLP.
|
(1)
|
The business address of the executive officers is c/o Medley Capital Corporation, 280 Park Avenue, 6th Floor East, New York, NY 10017.
|
•
|
are of high character and integrity;
|
•
|
are accomplished in their respective fields, with superior credentials and recognition;
|
•
|
have relevant expertise and experience upon which to be able to offer advice and guidance to management;
|
•
|
have sufficient time available to devote to the affairs of the Company;
|
•
|
are able to work with the other members of the board of directors and contribute to the success of the Company;
|
•
|
can represent the long-term interests of the Company’s stockholders as a whole; and
|
•
|
are selected such that with the other members of the board of directors represent a range of backgrounds and experience.
|
Name
|
|
Fees Earned or
Paid in Cash(1) |
|
Stock
Awards(2) |
|
All Other
Compensation |
|
Total
|
||||||
Interested Directors
|
|
|
|
|
|
|
|
|
||||||
Brook Taube
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Seth Taube
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Jeff Tonkel
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Independent Directors
|
|
|
|
|
|
|
|
|
||||||
Arthur S. Ainsberg
|
|
$
|
406,000
|
|
|
—
|
|
|
—
|
|
|
$
|
406,000
|
|
Karin Hirtler-Garvey
|
|
$
|
382,250
|
|
|
—
|
|
|
—
|
|
|
$
|
382,250
|
|
David A. Lorber(3)
|
|
$
|
204,577
|
|
|
—
|
|
|
—
|
|
|
$
|
204,577
|
|
Lowell W. Robinson(3)
|
|
$
|
177,308
|
|
|
—
|
|
|
—
|
|
|
$
|
177,308
|
|
John E. Mack(4)
|
|
$
|
175,000
|
|
|
—
|
|
|
—
|
|
|
$
|
175,000
|
|
Mark Lerdal(5)
|
|
$
|
160,250
|
|
|
—
|
|
|
—
|
|
|
$
|
160,250
|
|
(1)
|
For a discussion of the independent directors’ compensation, see below.
|
(2)
|
We do not maintain a stock or option plan, non-equity incentive plan or pension plan for our directors. However, our independent directors have the option to receive all or a portion of the directors’ fees to which they would otherwise be entitled in the form of shares of our common stock issued at a price per share equal to the greater of our then current net asset value per share or the market price at the time of payment. No shares were issued to any of our independent directors in lieu of cash during the fiscal year ended 2019.
|
(3)
|
On April 15, 2019, in connection with the execution of the Settlement Term Sheet, our board of directors appointed David A. Lorber and Lowell W. Robinson to our board of directors to fill the vacancies on our board of directors created by the resignations of Mark Lerdal and John E. Mack, respectively.
|
(4)
|
On March 18, 2019, John E. Mack informed our board of directors of his resignation as a director of the Company, effective as of that date.
|
(5)
|
On March 18, 2019, Mark Lerdal informed our board of directors of his resignation as a director of the Company, effective as of that date.
|
Name and Address of Beneficial Owner
|
|
Number of Shares Owned Beneficially(1)
|
|
Percentage of Class(2)
|
||
|
|
|
|
|
||
Fortress Investment Group LLC(3)
|
|
7,756,938
|
|
|
14.2%
|
|
Interested Directors
|
|
|
|
|
||
Brook Taube
|
|
190,000
|
|
(4)
|
*%
|
|
Seth Taube
|
|
177,510
|
|
(5)
|
*%
|
|
Jeff Tonkel
|
|
15,000
|
|
|
*%
|
|
Independent Directors
|
|
|
|
|
||
Arthur S. Ainsberg
|
|
3,000
|
|
|
*%
|
|
Karin Hirtler-Garvey
|
|
3,000
|
|
|
*%
|
|
David A. Lorber
|
|
1,674,962
|
|
(6)
|
3.1%
|
|
Lowell W. Robinson
|
|
—
|
|
|
—
|
|
Executive Officers
|
|
|
|
|
||
Richard T. Allorto, Jr.
|
|
20,000
|
|
|
*%
|
|
John D. Fredericks
|
|
4,000
|
|
|
*%
|
|
All executive officers and directors as a group (9 persons)
|
|
2,087,472
|
|
|
3.9
|
%
|
(1)
|
Beneficial ownership has been determined in accordance with Rule 13d-3 under the Exchange Act. Assumes the beneficial owners have made no other purchases or sales of our common stock since the most recently available SEC filings. This assumption has been made under the rules and regulations of the SEC and does not reflect any knowledge that we have with respect to the present intent of the beneficial owners of our common stock listed in this table.
|
(2)
|
Based on a total of 54,474,211 shares of the Company’s common stock issued and outstanding on December 16, 2019.
|
(3)
|
Based on information included in the Schedule 13G filed by Fortress Investment Group LLC with the SEC on November 4, 2019. The address of Fortress Investment Group LLC, 1345 Avenue of the Americas, 46th Floor, New York, New York 10105.
|
(4)
|
The reported shares are held by a trust for the benefit of Brook Taube's family, for which he serves as a trustee. Brook Taube disclaims beneficial ownership of such shares of common stock except to the extent of his pecuniary interest therein.
|
(5)
|
142,510 of the reported shares are held by a trust for the benefit of Seth Taube's family, for which he serves as a trustee, and 35,000 of the reported shares are held by The Seth and Angie Taube Foundation, Inc., which is a 501(c)(3) charitable organization. Seth Taube disclaims beneficial ownership of such shares of common stock except to the extent of his pecuniary interest therein.
|
(6)
|
FrontFour Master Fund, Ltd., an exempted company formed under the laws of the Cayman Islands (“FrontFour Master Fund”), beneficially owns 1,633,248.329 of the reported shares. FrontFour Opportunity Fund, a mutual fund trust formed under the laws of British Columbia, Canada (“FrontFour Opportunity Fund”), beneficially owns 41,714 of the reported shares. Each of David A. Lorber, Stephen E. Loukas, and Zachary R. George is a managing member and principal owner of FrontFour Capital Group LLC (“FrontFour Capital”), which serves as an investment manager of FrontFour Master Fund, and a principal owner of FrontFour Capital Corp. (“FrontFour Corp.”), which serves as an investment manager to FrontFour Opportunity Fund. David A. Lorber disclaims beneficial ownership of such shares of common stock except to the extent of his pecuniary interest therein.
|
Name of Director or Nominee
|
|
Name of Owners and
Relationships to Director
or Nominee
|
|
Company
|
|
Title of Class
|
|
Value of Securities(1)
|
|
Percent of Class
|
||
Independent Director
|
|
|
|
|
|
|
|
|
|
|
||
David A. Lorber
|
|
FrontFour Capital Group LLC(2)
|
|
MDLY
|
|
MDLY Class A Common Stock
|
|
$
|
—
|
|
(3)
|
N/A
|
|
|
FrontFour Master Fund Ltd.(4)
|
|
MDLY
|
|
MDLY Class A Common Stock
|
|
$
|
96,356
|
|
|
N/A
|
|
|
FrontFour Opportunity Fund(5)
|
|
MDLY
|
|
MDLY Class A Common Stock
|
|
$
|
2,523
|
|
|
N/A
|
Name of Director
|
|
Dollar Range of Equity Securities Beneficially Owned(1)(2)
|
Interested Directors
|
|
|
Brook Taube
|
|
over $100,000
|
Seth Taube
|
|
over $100,000
|
Jeff Tonkel
|
|
$10,001 – $50,000
|
Independent Directors
|
|
|
Arthur S. Ainsberg
|
|
$1 – $10,000
|
Karin Hirtler-Garvey
|
|
$1 – $10,000
|
David A. Lorber
|
|
over $100,000
|
Lowell W. Robinson
|
|
None
|
(1)
|
The dollar ranges are: None, $1 - $10,000, $10,001 - $50,000, $50,001 - $100,000, or over $100,000.
|
(2)
|
The dollar range of equity securities beneficially owned in us is based on the closing price for our common stock $2.13 on December 16, 2019 on the NYSE. Beneficial ownership has been determined in accordance with Rule 16a-1(a)(2) of the Exchange Act.
|
|
|
Fiscal Year Ended September 30, 2019
|
|
Fiscal Year Ended September 30, 2018
|
||||
Audit Fees
|
|
$
|
985
|
|
|
$
|
1,106
|
|
Audit Related Fees
|
|
—
|
|
|
—
|
|
||
Tax Fees
|
|
89
|
|
|
88
|
|
||
All Other Fees
|
|
—
|
|
|
—
|
|
||
|
|
$
|
1,074
|
|
|
$
|
1,194
|
|
|
|
Page
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
3.1
|
|
|
|
3.2
|
|
|
|
3.3
|
|
|
|
4.1
|
|
|
|
4.2
|
|
|
|
4.3
|
|
|
|
4.4
|
|
|
|
4.5
|
|
|
|
4.6
|
|
|
|
4.7
|
|
|
|
4.8
|
|
|
|
10.1
|
|
|
|
10.2
|
|
|
|
10.3
|
|
|
|
10.4
|
|
|
10.5
|
|
|
|
10.6
|
|
|
|
10.7
|
|
|
|
10.8
|
|
|
|
10.9
|
|
|
|
10.10
|
|
|
|
10.11
|
|
|
|
10.12
|
|
|
|
10.13
|
|
|
|
10.14
|
|
|
|
10.15
|
|
|
|
10.16
|
|
|
|
10.17
|
|
|
|
10.18
|
|
|
|
10.19
|
|
|
|
10.20
|
|
|
|
10.21
|
|
|
|
10.22
|
|
|
|
10.23
|
|
|
|
10.24
|
|
|
|
10.25
|
|
|
|
10.26
|
|
|
|
10.27
|
|
|
|
10.28
|
|
|
|
10.29
|
|
|
|
10.30
|
|
|
|
10.31
|
|
|
|
10.32
|
|
|
|
10.33
|
|
|
|
10.34
|
|
|
10.35
|
|
|
|
10.36
|
|
|
|
10.37
|
|
|
|
10.38
|
|
|
|
10.39
|
|
|
|
10.40
|
|
|
|
10.41
|
|
|
|
14.1
|
|
|
|
14.2
|
|
|
|
21.1
|
|
|
|
24.0
|
Power of attorney (included on the signature page hereto).
|
|
|
31.1
|
|
|
|
31.2
|
|
|
|
32.1
|
|
|
|
*
|
Filed herewith.
|
Dated:
December 16, 2019
|
Medley Capital Corporation
|
|
|
|
|
|
By
|
/s/ Brook Taube
|
|
|
Brook Taube
|
|
|
Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
|
|
|
|
By
|
/s/ Richard T. Allorto, Jr.
|
|
|
Richard T. Allorto, Jr.
|
|
|
Chief Financial Officer
|
|
|
(Principal Accounting and Financial Officer)
|
/s/ Brook Taube
|
|
Chief Executive Officer and Chairman of the
|
Brook Taube
|
|
Board of Directors (Principal Executive Officer)
|
|
|
|
/s/ Richard T. Allorto, Jr.
|
|
Chief Financial Officer
|
Richard T. Allorto, Jr.
|
|
(Principal Financial and Accounting Officer)
|
|
|
|
/s/ Seth Taube
|
|
Director
|
Seth Taube
|
|
|
|
|
|
/s/ Jeff Tonkel
|
|
Director
|
Jeff Tonkel
|
|
|
|
|
|
/s/ Arthur S. Ainsberg
|
|
Director
|
Arthur S. Ainsberg
|
|
|
|
|
|
/s/ Karin Hirtler-Garvey
|
|
Director
|
Karin Hirtler-Garvey
|
|
|
|
|
|
/s/ David Lorber
|
|
Director
|
David Lorber
|
|
|
|
|
|
/s/ Lowell Robinson
|
|
Director
|
Lowell Robinson
|
|
|