Q1false--12-310001715933http://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#PrimeRateMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMember09/19/2702/01/2602/01/2604/30/2804/30/2804/30/2809/28/2509/28/2504/13/2904/13/2904/13/2909/16/2910/29/2606/30/26http://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#PrimeRateMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2024#SecuredOvernightFinancingRateSofrMember02/01/2602/01/2604/30/2804/30/2804/30/2809/28/2509/28/2504/13/2904/13/2904/13/2909/16/2910/29/2604/30/25ten dayshttp://tcw.com/20250331#NetRealizedGainLossFromNonControlledNonAffiliatedInvestments1http://tcw.com/20250331#SignificantSegmentExpensesMemberhttp://fasb.org/srt/2024#ChiefFinancialOfficerMember0001715933Equity Securities Chemicals AGY Equity LLC Class D Preferred Units2024-12-310001715933Debt Securities Commercial & Professional Services Outform Group, Inc. (fka Rapid Displays, Inc.) Acquisition Date 09/29/22 Incremental Term Loan - 11.15% inc PIK (SOFR + 6.50%, 1.00% Floor all PIK) % of Net Assets 0.0% Maturity Date 04/13/292024-01-012024-12-310001715933Equity Securities Household Durables2025-03-310001715933Non-Controlled Affiliated Investments RL Parent Holdings LLC (fka Red Lobster Management, LLC) Class A Units2024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:EquitySecuritiesThreeMemberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputEbitdaMultipleMember2024-12-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMemberus-gaap:DebtSecuritiesMember2024-12-310001715933ck0001715933:LondonInterbankOfferedRateMemberck0001715933:PncCreditFacilityMember2019-01-292019-01-290001715933Controlled Affiliated Investments TCW ND Parent Holdings LLC Class A Units2024-12-310001715933Debt Securities Household Durables 2025-03-310001715933us-gaap:FairValueInputsLevel2Memberus-gaap:CashEquivalentsMember2024-12-310001715933Non-Controlled Affiliated Investments Slogic Holding Corp. Revolver - 10.34%2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:CashEquivalentsMember2024-12-310001715933Debt Securities Publishing2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMembersrt:MaximumMemberus-gaap:EquitySecuritiesMember2024-12-310001715933Non-Controlled Affiliated Investments2024-01-012024-12-310001715933Debt Securities Aerospace & Defense Navistar Defense, LLC Acquisition Date 08/01/22 Term Loan - 12.92% inc PIK (SOFR + 8.50%, 1.50% Floor, all PIK) % of Net Assets 2.5% Maturity Date 02/01/262025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMemberck0001715933:DebtSecuritiesOneMember2024-12-310001715933Non-Controlled Affiliated Investments Slogic Holding Corp. Revolver - 10.35%2024-01-012024-12-310001715933Non-Controlled Affiliated Investments RL Investor Holdings LLC Term Loan - 11.80% inc PIK2024-12-310001715933ck0001715933:NatixisCreditAgreementMemberck0001715933:NatixisRevolvingCreditFacilityMember2020-07-010001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMember2025-03-310001715933Non-Controlled Affiliated Investments Shelterlogic Group Holdings, Inc Common Stock2023-12-310001715933us-gaap:FairValueInputsLevel2Member2024-12-310001715933us-gaap:RetainedEarningsMember2024-12-310001715933Debt Securities Energy Equipment & Services2025-03-310001715933ck0001715933:NavistarDefenseLlcMember2025-03-310001715933Non-Controlled Affiliated Investments Encompass Digital Media Holdings, LLC Class A Units2025-03-310001715933ck0001715933:OutformGroupIncMember2024-12-310001715933ck0001715933:PncCreditFacilityMembersrt:MaximumMember2019-01-290001715933srt:ScenarioForecastMember2025-01-012025-12-310001715933Controlled Affiliated Investments Navistar Defense, LLC Term Loan - 12.96% inc PIK2024-12-310001715933Controlled Affiliated Investments Navistar Defense, LLC Term Loan - 12.96% inc PIK2023-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputEbitdaMultipleMemberus-gaap:EquitySecuritiesMember2024-12-310001715933Equity Securities Commercial & Professional Services2024-12-310001715933ck0001715933:AmendedPncMaximumCommitmentMember2019-04-110001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 02/15/23 Delayed Draw Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.2% Maturity Date 06/18/262024-01-012024-12-310001715933Debt Securities Aerospace & Defense Columbia Helicopters Inc. Acquisition Date 08/20/19 Last Out Term Loan - 15.69% inc PIK (SOFR + 11.25%, 1.50% Floor, 3.75% PIK) % of Net Assets 3.1% Maturity Date 09/04/252025-01-012025-03-310001715933us-gaap:RevolvingCreditFacilityMember2025-03-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:EquitySecuritiesThreeMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMemberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputEbitdaMultipleMember2024-12-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/03/24 13th Amendment Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.1% Maturity Date 06/18/262025-03-310001715933Debt Securities Textiles, Apparel & Luxury Goods2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:CashEquivalentsMember2025-03-310001715933Debt Securities Aerospace & Defense Karman Holdings LLC Acquisition Date 12/21/20 Term Loan - 10.73% (SOFR + 6.25%, 2.00% Floor) % of Net Assets 11.0% Maturity Date 12/21/252024-01-012024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:EquitySecuritiesMember2025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/12/23 Incremental Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.2% Maturity Date 06/18/262025-03-310001715933ck0001715933:NatixisRevolvingCreditFacilityAndPncRevolvingCreditFacilityMember2025-03-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMemberus-gaap:MeasurementInputDiscountRateMembersrt:MinimumMemberus-gaap:IncomeApproachValuationTechniqueMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputRevenueMultipleMemberck0001715933:DebtSecuritiesOneMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputRevenueMultipleMemberus-gaap:DebtSecuritiesMember2025-03-310001715933Debt Securities2025-03-310001715933ck0001715933:TwinStarInternationalIncMember2024-12-310001715933Debt Securities Household Durables Greenfield World Trade, Inc. Acquisition Date 03/04/19 Last Out Term Loan - 17.77% inc PIK (SOFR + 13.33%, 1.50% Floor, all PIK) % of Net Assets 12.6% Maturity Date 05/22/252025-03-310001715933Equity Securities Energy Equipment & Services2025-03-310001715933Debt Securities, Consumer Services, Grand Circle Corporation, Acquisition Date - 02/26/21, Term Loan - 13.19% (SOFR + 8.75%, 1.25% Floor), % of Net Assets 7.3%, Maturity Date 02/26/262025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputPriceVolatilityMemberus-gaap:IncomeApproachValuationTechniqueMembersrt:MaximumMemberck0001715933:EquitySecuritiesOneMember2024-12-310001715933Debt Securities Hotels, Restaurants & Leisure RL Investor Holdings LLC (fka Red Lobster Management, LLC) Acquisition Date 09/16/24 Term Loan - 11.83% inc PIK (SOFR + 7.50%, 2.00% Floor, all PIK) % of Net Assets 8.7% Maturity Date 09/16/292024-01-012024-12-310001715933ck0001715933:PncRevolvingCreditAgreementMemberck0001715933:PncRevolvingCreditFacilityMember2024-12-310001715933Debt Securities Chemicals AGY Holdings Corp. Acquisition Date 09/21/20 Term Loan - 14.55% inc PIK (SOFR + 10.00%, 1.50% Floor, all PIK) % of Net Assets 3.7% Maturity Date 09/21/272025-03-310001715933ck0001715933:ThirdAmendedAndRestatedCreditAndSecurityAgreementWithPNCMemberck0001715933:PncRevolvingCreditFacilityMember2023-12-062023-12-060001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/18/21 Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.2% Maturity Date 06/18/262025-03-310001715933Controlled Affiliated Investments Live Comfortably Inc. (fka Hollander Intermediate LLC) Common Stock2025-03-310001715933Debt Securities2024-12-310001715933us-gaap:FairValueInputsLevel1Memberus-gaap:DebtSecuritiesMember2024-12-310001715933us-gaap:FairValueInputsLevel2Memberus-gaap:DebtSecuritiesMember2025-03-3100017159332023-12-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/20/24 Protective Advance Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.4% Maturity Date 06/18/262025-01-012025-03-310001715933Debt Securities Software2024-12-310001715933us-gaap:EquitySecuritiesMember2024-12-310001715933ck0001715933:OtherLoanMembersrt:MinimumMemberck0001715933:EighthAmendedRevolvingCreditAgreementMember2024-05-092024-05-090001715933Controlled Affiliated InvestmentsWDE TorcSill Holdings LLC Protective Advance Term Loan - 13.00% inc PIK2023-12-310001715933Debt Securities Aerospace & Defense2025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/20/24 Protective Advance Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.4% Maturity Date 06/18/262024-01-012024-12-310001715933us-gaap:FairValueInputsLevel2Memberus-gaap:EquitySecuritiesMember2025-03-310001715933Non-Controlled Affiliated Investments2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMembersrt:MaximumMemberus-gaap:DebtSecuritiesMember2024-12-3100017159332024-12-310001715933Debt & Equity Securities2025-03-310001715933Debt Securities Textiles, Apparel & Luxury Goods Centric Brands TopCo, LLC (fka Centric Brands Inc.) Acquisition Date 02/06/24 Term Loan A-1 - 10.80% (SOFR + 6.50%, 1.00% Floor) % of Net Assets 2.7% Maturity Date 02/06/312025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMembersrt:MinimumMemberus-gaap:IncomeApproachValuationTechniqueMemberck0001715933:DebtSecuritiesOneMember2024-12-310001715933Debt Securities Energy Equipment & Services WDE TorcSill Holdings LLC Acquisition Date 10/22/19 Revolver - 10.71% inc PIK (SOFR + 6.00%, 4.60% Floor, all PIK) % of Net Assets 1.9% Maturity Date 04/30/282024-12-310001715933Cash Equivalents First American Government Obligation Fund, Yield 4.39%, Class X (FGXXX)2024-12-310001715933ck0001715933:NatixisCreditAgreementMemberck0001715933:NatixisRevolvingCreditFacilityMember2022-03-152022-03-150001715933Non-Controlled Affiliated Investments Encompass Digital Media, Inc. Term Loan - 12.08% inc PIK2024-01-012024-12-310001715933ck0001715933:NatixisCreditAgreementMemberus-gaap:BaseRateMemberck0001715933:NatixisRevolvingCreditFacilityMember2022-03-152022-03-150001715933Controlled Affiliated Investments Navistar Defense, LLC Term Loan - 12.92% inc PIK2024-12-310001715933ck0001715933:OtherLoanMembersrt:MaximumMemberck0001715933:EighthAmendedRevolvingCreditAgreementMember2024-05-092024-05-090001715933Equity Securities Chemicals AGY Equity LLC Class A Preferred Units2025-03-310001715933Debt Securities Aerospace & Defense Karman Holdings LLC Acquisition Date 12/21/20 Term Loan - 10.73% (SOFR + 6.25%, 2.00% Floor) % of Net Assets 11.2% Maturity Date 12/21/252025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMemberus-gaap:EquitySecuritiesMember2024-12-310001715933Controlled Affiliated Investments2025-03-310001715933Equity Securities Chemicals AGY Equity LLC Class D Preferred Units2025-03-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Protective Advance Term Loan - 25.75% inc PIK2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputPriceVolatilityMembersrt:WeightedAverageMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:EquitySecuritiesMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputRevenueMultipleMemberus-gaap:DebtSecuritiesMember2024-12-310001715933Debt Securities Aerospace & Defense Heligear Acquisition Co. Acquisition Date 07/30/19 Term Loan - 12.05% (SOFR + 7.50%, 2.00% Floor) % of Net Assets 8.6% Maturity Date 09/30/252025-03-310001715933ck0001715933:KarmanHoldingsLlcMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMembersrt:MaximumMemberus-gaap:DebtSecuritiesMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputPriceVolatilityMembersrt:WeightedAverageMemberus-gaap:IncomeApproachValuationTechniqueMemberck0001715933:EquitySecuritiesOneMember2024-12-310001715933Non-Controlled Affiliated Investments Slogic Holding Corp. Last Out Term Loan - 10.34%2024-12-310001715933Debt Securities Aerospace & Defense Navistar Defense, LLC Acquisition Date 07/27/23 Super Senior Revolver - 14.92% inc PIK (SOFR + 10.50%, 1.50% Floor, all PIK) % of Net Assets 8.4% Maturity Date 02/01/262025-01-012025-03-310001715933Debt Securities Commercial & Professional Services Outform Group, Inc. (fka Rapid Displays, Inc.) Acquisition Date 04/16/21 Revolver - 10.92% inc PIK (SOFR + 6.50%, 1.00% Floor all PIK) % of Net Assets 0.2% Maturity Date 04/13/292025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 02/15/23 Delayed Draw Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.2% Maturity Date 06/18/262025-01-012025-03-310001715933Debt Securities Commercial & Professional Services Outform Group, Inc. (fka Rapid Displays, Inc.) Acquisition Date 04/16/21 Term Loan - 11.15% inc PIK (SOFR + 11.80%, 1.00% Floor all PIK) % of Net Assets 2.6% Maturity Date 04/13/292024-12-310001715933Debt Securities Media Encompass Digital Media, Inc. Acquisition Date 10/01/18 Term Loan - 12.07% inc PIK (SOFR + 7.75%, 1.50% Floor, all PIK) % of Net Assets 3.2% Maturity Date 09/28/252025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:DebtSecuritiesOneMember2024-12-310001715933Debt Securities Capital Goods Carolina Atlantic Roofing Suppy LLC Acquisition Date 05/28/21 Term Loan - 13.78% inc PIK (SOFR + 9.00%, 2.00% Floor, 3.00%PIK) % of Net Assets 6.3% Maturity Date 05/28/282024-12-310001715933Short-term Investments U.S. Treasury Bill, Yield 4.46%, Maturity Date 04/03/252024-12-310001715933us-gaap:CommonStockMember2025-01-012025-03-310001715933us-gaap:FairValueInputsLevel1Member2024-12-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. Revolver - 10.92% inc PIK2025-01-012025-03-310001715933ck0001715933:BarclaysTransactionMember2024-04-012024-04-010001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputRevenueMultipleMemberus-gaap:EquitySecuritiesMember2025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:MinimumMemberus-gaap:IncomeApproachValuationTechniqueMemberck0001715933:EquitySecuritiesOneMemberus-gaap:MeasurementInputExpectedTermMember2024-01-012024-12-310001715933Debt Securities Aerospace & Defense Columbia Helicopters Inc. Acquisition Date 08/20/19 Last Out Term Loan - 15.84% inc PIK (SOFR + 11.25%, 1.50% Floor, 3.75% PIK) % of Net Assets 2.9% Maturity Date 09/04/252024-12-310001715933Debt & Equity Securities2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMemberus-gaap:EquitySecuritiesMember2024-12-310001715933Equity Securities Textiles, Apparel & Luxury Goods Centric Brands L.P. Class A LP Interests2025-03-310001715933Debt Securities Aerospace & Defense Columbia Helicopters Inc. Acquisition Date 08/20/19 Last Out Term Loan - 15.84% inc PIK (SOFR + 11.25%, 1.50% Floor, 3.75% PIK) % of Net Assets 2.9% Maturity Date 09/04/252024-01-012024-12-310001715933Non-Controlled Affiliated Investments Slogic Holding Corp. Revolver - 10.34%2025-01-012025-03-310001715933Controlled Affiliated InvestmentsWDE TorcSill Holdings LLC Protective Advance Term Loan - 13.00% inc PIK2024-12-310001715933Debt Securities Household Durables Slogic Holding Corp. Acquisition Date 08/25/23 Revolver – 10.34% (SOFR + 5.87%, 1.00% Floor) % of Net Assets 0.8% Maturity Date 06/30/262025-03-310001715933us-gaap:DomesticCountryMember2025-01-012025-03-310001715933Controlled Affiliated Investments Navistar Defense, LLC Super Senior Revolver - 14.92% inc PIK2025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/18/21 Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.3% Maturity Date 06/18/262024-01-012024-12-310001715933us-gaap:RetainedEarningsMember2025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputEbitdaMultipleMemberus-gaap:DebtSecuritiesMember2024-12-310001715933ck0001715933:OtherThanGovernmentSecuritiesMember2025-01-012025-03-310001715933Debt Securities Media Encompass Digital Media, Inc. Acquisition Date 10/01/18 Term Loan - 12.08% inc PIK (SOFR + 7.75%, 1.50% Floor, all PIK) % of Net Assets 3.3% Maturity Date 09/28/252024-12-310001715933us-gaap:FairValueInputsLevel3Member2025-03-310001715933us-gaap:InvestmentAffiliatedIssuerControlledMember2024-12-310001715933Non-Controlled Affiliated Investments Encompass Digital Media Holdings, LLC Class A Units2024-01-012024-12-310001715933Debt Securities - Consumer Durables & Apparel, Twin Star International, Inc., Acquisition Date 01/29/25, 4th Amendment Delayed Draw Term Loan - 25.00% inc PIK (25.00%, Fixed Coupon, all PIK), of Net Assets 0.1% Maturity Date 06/18/262025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/19/23 7th Amendment Incremental Delayed Draw Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.6% Maturity Date 06/18/262024-01-012024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMember2024-12-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMemberck0001715933:EquitySecuritiesOneMember2024-12-310001715933Equity Securities Hotels, Restaurants & Leisure RL Parent Holdings LLC (fka Red Lobster Management, LLC) Class A Units2024-12-310001715933Debt Securities Publishing Bendon Inc. Acquisition Date 12/11/20 Term Loan – 12.17% (SOFR + 7.7%, 1.50% Floor) % of Net Assets 7.4% Maturity Date 12/11/252025-01-012025-03-310001715933us-gaap:SecuredOvernightFinancingRateSofrOvernightIndexSwapRateMemberck0001715933:ThirdAmendedPncCreditAgreementMemberck0001715933:PncRevolvingCreditFacilityMember2022-10-272022-10-270001715933 Debt Securities Media Encompass Digital Media, Inc. Acquisition Date 10/01/18 Revolver - 12.07% inc PIK (SOFR + 7.75%, 1.50% Floor, all PIK) % of Net Assets 0.3% Maturity Date 09/28/252025-03-310001715933Debt Securities Commercial & Professional Services Outform Group, Inc. (fka Rapid Displays, Inc.) Acquisition Date 04/16/21 Revolver - 10.92% inc PIK (SOFR + 6.50%, 1.00% Floor all PIK) % of Net Assets 0.2% Maturity Date 04/13/292025-01-012025-03-310001715933Debt Securities Capital Goods Carolina Atlantic Roofing Suppy LLC Acquisition Date 05/28/21 Term Loan - 13.58% inc PIK (SOFR + 9.00%, 2.00% Floor, 3.00%PIK) % of Net Assets 6.6% Maturity Date 05/28/282025-03-310001715933Controlled Affiliated Investments Live Comfortably Borrower LLC (fka Hollander Intermediate LLC) Term Loan - 7.44% inc PIK2025-03-310001715933Non-Controlled Affiliated Investments Shelterlogic Group Holdings, Inc Common Stock2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMembersrt:MaximumMemberck0001715933:EquitySecuritiesOneMember2024-12-310001715933us-gaap:BaseRateMemberck0001715933:PncRevolvingCreditAgreementMemberck0001715933:PncRevolvingCreditFacilityMember2024-11-082024-11-080001715933Debt Securities Hotels, Restaurants & Leisure2024-12-310001715933Debt Securities Consumer Services2024-12-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberus-gaap:DebtSecuritiesMember2025-03-310001715933Debt Securities Chemicals AGY Holdings Corp. Acquisition Date 05/27/22 Delayed Draw Term Loan - 14.59% inc PIK (SOFR + 10.00%, 1.50% Floor, 6.00% PIK) % of Net Assets 3.6% Maturity Date 09/21/272024-12-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:DebtSecuritiesOneMember2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputRevenueMultipleMemberck0001715933:EquitySecuritiesOneMember2024-12-310001715933Non-Controlled Affiliated Investments Slogic Holding Corp. Revolver - 10.35%2023-12-310001715933Debt Securities Consumer Services Grand Circle Corporation Acquisition Date 02/26/21 Term Loan - 13.60% (SOFR + 8.75%, 1.25% Floor) % of Net Assets 7.1% Maturity Date 02/26/262024-01-012024-12-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/03/24 13th Amendment Delayed Draw Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.1% Maturity Date 06/18/262025-01-012025-03-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. (fka Rapid Displays, Inc.) Revolver - 11.15% inc PIK2024-01-012024-12-310001715933Equity Securities Commercial & Professional Services2025-03-310001715933Equity Securities Media Encompass Digital Media, Inc.2024-12-310001715933Equity Securities Commercial & Professional Services Outform Holdings LLC (fka Rapid Displays, Inc. Class A Common Units2024-12-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. (fka Rapid Displays, Inc.) Incremental Term Loan - 11.15% inc PIK2023-12-310001715933Controlled Affiliated Investments TCW ND Parent Holdings LLC Class A Units2023-12-310001715933Non-Controlled Affiliated Investments RL Parent Holdings LLC Class A Units2025-03-310001715933Non-Controlled Affiliated Investments Encompass Digital Media, Inc. Revolver - 12.07% inc PIK2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMembersrt:MaximumMemberus-gaap:EquitySecuritiesMember2024-12-310001715933Controlled Affiliated Investments Navistar Defense, LLC Super Senior Revolver - 14.92% inc PIK2025-01-012025-03-310001715933country:US2024-12-310001715933us-gaap:RetainedEarningsMember2025-03-310001715933Debt Securities Textiles, Apparel & Luxury Goods Centric Brands TopCo, LLC (fka Centric Brands Inc.) Acquisition Date 02/06/24 Term Loan A-1 - 10.80% (SOFR + 6.50%, 1.00% Floor) % of Net Assets 2.7% Maturity Date 02/06/312025-03-310001715933Controlled Affiliated Investments Navistar Defense, LLC Super Senior Revolver - 14.96% inc PIK2023-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:EquitySecuritiesOneMember2024-12-310001715933Debt Securities Household Durables Greenfield World Trade, Inc. Acquisition Date 01/31/25 18th Amendment Last Out Term Loan - 17.77% inc PIK (SOFR + 13.33%, 1.50% Floor, all PIK) % of Net Assets 0.4% Maturity Date 05/22/252025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMemberck0001715933:DebtSecuritiesOneMember2024-12-310001715933Controlled Affiliated Investments TCW ND Parent Holdings LLC Class A Units2025-01-012025-03-310001715933Controlled Affiliated Investments Navistar Defense, LLC Term Loan - 12.96% inc PIK2024-01-012024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:EquitySecuritiesMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMemberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputRevenueMultipleMember2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMembersrt:MaximumMemberus-gaap:DebtSecuritiesMember2024-12-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberck0001715933:MeasurementInputTakeOutIndicationMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:DebtSecuritiesMember2024-12-310001715933us-gaap:CommonStockMember2025-03-3100017159332025-03-310001715933Equity Securities Chemicals AGY Equity LLC Class A Preferred Units2024-12-310001715933Equity Securities Chemicals AGY Equity LLC Class C Common Units2024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMember2025-03-310001715933Non-Controlled Affiliated Investments RL Parent Holdings LLC Class A Units2024-12-310001715933Non-Controlled Affiliated Investments2023-12-310001715933Debt Securities Energy Equipment & Services2024-12-310001715933Equity Securities Household Durables Greenfield World Trade, Inc. Class A-4 Warrant, Expires 03/25/272025-03-310001715933us-gaap:DebtSecuritiesMember2024-12-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:EquitySecuritiesOneMember2024-12-310001715933ck0001715933:OtherLoanMembersrt:MinimumMemberck0001715933:SeventhAmendedRevolvingCreditAgreementMember2023-05-092023-05-090001715933Equity Securities Chemicals2024-12-310001715933Non-Controlled Affiliated Investments Encompass Digital Media, Inc. Revolver - 12.08% inc PIK2024-12-310001715933ck0001715933:IncentiveFeeThereafterMember2025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:EquitySecuritiesMemberus-gaap:MeasurementInputExpectedTermMember2024-01-012024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberus-gaap:EquitySecuritiesMember2024-12-310001715933us-gaap:CashEquivalentsMember2025-03-310001715933ck0001715933:NonControlledNonAffiliatedInvestmentsMember2025-01-012025-03-310001715933us-gaap:MemberUnitsMember2024-12-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. Term Loan - 10.92% inc PIK2024-12-310001715933srt:MaximumMember2025-01-012025-03-310001715933Debt Securities Textiles, Apparel & Luxury Goods Centric Brands TopCo, LLC (fka Centric Brands Inc.) Acquisition Date 02/06/24 Term Loan A-2 - 12.30% inc PIK (SOFR + 8.00%, 1.00% Floor, all PIK) % of Net Assets 3.1% Maturity Date 02/06/312025-01-012025-03-310001715933Debt Securities Software Mondee Holdings LLC Acquisition Date 12/20/19 Term Loan - 10.56% inc PIK (SOFR + 6.00%, 1.75% Floor, 2.50% PIK) % of Net Assets 2.1% Maturity Date 06/30/282025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/12/23 Incremental Delayed Draw Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.2% Maturity Date 06/18/262025-03-310001715933ck0001715933:BendonIncMember2025-03-310001715933Debt Securities Chemicals AGY Holdings Corp. Acquisition Date 09/21/20 Term Loan - 14.85% inc PIK (SOFR + 10.00%, 1.50% Floor, 6.00% PIK) % of Net Assets 3.5% Maturity Date 09/21/272024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:MeasurementInputTakeOutIndicationMembersrt:MinimumMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:DebtSecuritiesMember2025-03-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Revolver - 23.35% inc PIK2025-01-012025-03-310001715933ck0001715933:SecondAmendedPncCreditAgreementMemberck0001715933:PncCreditFacilityMember2019-04-110001715933us-gaap:FairValueInputsLevel3Memberus-gaap:EquitySecuritiesMember2023-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:EquitySecuritiesTwoMember2024-12-310001715933Debt Securities Aerospace & Defense Navistar Defense, LLC Acquisition Date 08/01/22 Term Loan - 12.92% inc PIK (SOFR + 8.50%, 1.50% Floor, all PIK) % of Net Assets 2.5% Maturity Date 02/01/262025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMembersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:ShortTermInvestmentsMember2024-12-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Revolver - 10.71% inc PIK2024-01-012024-12-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/19/23 7th Amendment Incremental Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.1% Maturity Date 06/18/262024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:MeasurementInputTakeOutIndicationMembersrt:MinimumMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:DebtSecuritiesMember2024-12-310001715933Non-Controlled Affiliated Investments Encompass Digital Media, Inc. Term Loan - 12.08% inc PIK2023-12-3100017159332017-12-292017-12-290001715933Debt Securities Capital Goods Carolina Atlantic Roofing Suppy LLC Acquisition Date 05/28/21 Term Loan - 13.58% inc PIK (SOFR + 9.00%, 2.00% Floor, 3.00%PIK) % of Net Assets 6.6% Maturity Date 05/28/282025-01-012025-03-310001715933us-gaap:CommonStockMembersrt:MinimumMember2025-01-012025-03-310001715933ck0001715933:NatixisCreditAgreementMemberck0001715933:NatixisRevolvingCreditFacilityMemberck0001715933:SeventhAmendedRevolvingCreditAgreementMember2023-05-092023-05-090001715933 Liabilities in Excess of Other Assets (-118.9%)2025-03-310001715933Equity Securities Household Durables Greenfield World Trade, Inc. Class A-2 Warrant, Expires 03/25/272024-12-310001715933Equity Securities Household Durables Greenfield World Trade, Inc. Class A-1 Warrant, Expires 03/25/272024-12-310001715933ck0001715933:PncRevolvingCreditFacilityMember2022-01-310001715933Debt Securities Textiles, Apparel & Luxury Goods Centric Brands TopCo, LLC (fka Centric Brands Inc.) Acquisition Date 02/06/24 Term Loan A-1 - 11.03% (SOFR + 6.50%, 1.00% Floor) % of Net Assets 3.2% Maturity Date 02/06/312024-12-310001715933Equity Securities Household Durables Shelterlogic Group Holdings, Inc Common Stock2024-12-310001715933Non-Controlled Affiliated Investments RL Investor Holdings LLC (fka Red Lobster Management, LLC) Term Loan - 11.83% inc PIK2024-12-310001715933Debt Securities Textiles, Apparel & Luxury Goods Centric Brands Inc. Acquisition Date 02/06/24 Term Loan - 9.80% (SOFR + 5.50%, 1.00% Floor) % of Net Assets 3.2% Maturity Date 08/06/292025-03-310001715933Equity Securities Hotels, Restaurants & Leisure2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:DebtSecuritiesMember2024-03-310001715933ck0001715933:TwinStarInternationalInc2Member2025-03-310001715933ck0001715933:NatixisCreditAgreementMemberck0001715933:NatixisRevolvingCreditFacilityMember2020-04-210001715933Net Assets (100.0%)2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMemberck0001715933:DebtSecuritiesOneMember2024-12-310001715933ck0001715933:NatixisCreditAgreementMemberck0001715933:NatixisRevolvingCreditFacilityMember2018-05-100001715933Non-Controlled Affiliated Investments Outform Group, Inc. (fka Rapid Displays, Inc.) Incremental Term Loan - 11.15% inc PIK2024-12-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMemberck0001715933:EquitySecuritiesTwoMember2024-12-310001715933us-gaap:FairValueInputsLevel3Member2024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMembersrt:WeightedAverageMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMember2024-12-310001715933us-gaap:FairValueInputsLevel1Memberus-gaap:EquitySecuritiesMember2024-12-310001715933us-gaap:MemberUnitsMember2025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:EquitySecuritiesTwoMember2024-12-310001715933ck0001715933:NatixisCreditAgreementMemberck0001715933:NatixisRevolvingCreditFacilityMember2018-05-102018-05-100001715933ck0001715933:NatixisCreditAgreementMemberck0001715933:NatixisRevolvingCreditFacilityMembersrt:MaximumMemberck0001715933:EighthAmendedRevolvingCreditAgreementMember2024-05-092024-05-090001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMembersrt:MaximumMemberus-gaap:EquitySecuritiesMember2025-03-310001715933Equity Securities Commercial & Professional Services Outform Holdings LLC (fka Rapid Displays, Inc. Class A Common Units2025-03-310001715933ck0001715933:NatixisCreditAgreementMemberck0001715933:NatixisRevolvingCreditFacilityMemberck0001715933:EighthAmendedRevolvingCreditAgreementMember2024-05-092024-05-090001715933us-gaap:ShortTermInvestmentsMemberus-gaap:FairValueInputsLevel2Member2025-03-310001715933Net Assets (100.0%)2025-03-3100017159332024-08-122024-08-120001715933ck0001715933:TwinStarInternationalInc2Member2024-12-310001715933Debt Securities, Energy Equipment & Services WDE TorcSill Holdings LLC, Acquisition Date 10/22/19, Term Loan - 23.35% inc PIK (SOFR + 18.75%, 4.60% Floor, all PIK), % of Net Assets 4.0%, Maturity Date 04/30/282025-03-310001715933us-gaap:BaseRateMemberck0001715933:ThirdAmendedPncCreditAgreementMemberck0001715933:PncRevolvingCreditFacilityMember2022-10-272022-10-270001715933us-gaap:FairValueInputsLevel3Memberus-gaap:IncomeApproachValuationTechniqueMembersrt:MaximumMemberus-gaap:MeasurementInputExpectedTermMemberus-gaap:EquitySecuritiesMember2024-01-012024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:EquitySecuritiesMember2024-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberus-gaap:EquitySecuritiesMember2024-12-3100017159332024-01-012024-03-310001715933Debt Securities, Consumer Durables & Apparel, Twin Star International, Inc. Acquisition Date - 01/29/25, 14th Amendment Term Loan - 25.00% inc PIK (25.00%, Fixed Coupon, all PIK), % of Net Assets 0.2%, Maturity Date 06/18/262025-01-012025-03-310001715933Equity Securities Textiles, Apparel & Luxury Goods Centric Brands GP LLC Membership Interests2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:EquitySecuritiesOneMembersrt:MaximumMember2025-03-310001715933Debt Securities Hotels, Restaurants & Leisure2025-03-310001715933Net unrealized depreciation on unfunded commitments (-0.1%)2024-12-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/03/24 13th Amendment Priority Delayed Draw Term Loan - 25.00% inc PIK (25.00%, Fixed Coupon, all PIK) % of Net Assets 0.1% Maturity Date 06/18/262024-01-012024-12-310001715933Equity Securities Energy Equipment & Services2024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMembersrt:MaximumMember2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:EquitySecuritiesOneMember2025-03-310001715933Debt Securities Software2025-03-310001715933us-gaap:MemberUnitsMember2024-01-012024-03-310001715933Debt Securities Textiles, Apparel & Luxury Goods Centric Brands Inc. Acquisition Date 02/06/24 Term Loan - 9.80% (SOFR + 5.50%, 1.00% Floor) % of Net Assets 3.2% Maturity Date 08/06/292025-01-012025-03-310001715933Debt Securities Capital Goods Carolina Atlantic Roofing Supply LLC2024-12-310001715933Equity Securities Household Durables Shelterlogic Group Holdings, Inc Common Stock2025-03-310001715933ck0001715933:PercentageOfUnusedCapacityBetween30And50Memberck0001715933:SeventhAmendedRevolvingCreditAgreementMember2023-05-092023-05-090001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMembersrt:MaximumMemberus-gaap:DebtSecuritiesMember2025-03-310001715933us-gaap:StateAndLocalJurisdictionMember2025-01-012025-03-310001715933us-gaap:InvestmentAffiliatedIssuerNoncontrolledMember2025-03-310001715933us-gaap:CashEquivalentsMember2024-12-310001715933Debt Securities Software Mondee Holdings LLC Acquisition Date 12/20/19 Term Loan - 13.09% inc PIK (SOFR + 8.50%, 1.75% Floor, 2.50% PIK) % of Net Assets 16.6% Maturity Date 06/30/282024-01-012024-12-310001715933Debt Securities, Energy Equipment & Services WDE TorcSill Holdings LLC, Acquisition Date 10/22/19, Term Loan - 23.35% inc PIK (SOFR + 18.75%, 4.60% Floor, all PIK), % of Net Assets 4.0%, Maturity Date 04/30/282025-01-012025-03-310001715933us-gaap:MemberUnitsMember2023-12-310001715933Debt Securities Commercial & Professional Services Outform Group, Inc. (fka Rapid Displays, Inc.) Acquisition Date 04/16/21 Term Loan - 11.15% inc PIK (SOFR + 11.80%, 1.00% Floor all PIK) % of Net Assets 2.6% Maturity Date 04/13/292024-01-012024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:DebtSecuritiesOneMember2025-03-310001715933Net unrealized depreciation on unfunded commitments (-0.2%)2025-03-310001715933Equity Securities Textiles, Apparel & Luxury Goods Live Comfortably Inc. (fka Hollander Intermediate LLC) Common Stock2025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:IncomeApproachValuationTechniqueMemberck0001715933:EquitySecuritiesOneMemberus-gaap:MeasurementInputExpectedTermMember2024-01-012024-12-310001715933Non-Controlled Affiliated Investments Outform Holdings LLC Class A Common Units2024-12-310001715933ck0001715933:EncompassDigitalMediaIncMember2025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/03/24 13th Amendment Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.1% Maturity Date 06/18/262025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMembersrt:MaximumMember2024-12-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/12/23 Incremental Delayed Draw Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.2% Maturity Date 06/18/262024-01-012024-12-3100017159332024-03-310001715933Debt Securities Publishing Bendon Inc. Acquisition Date 12/11/20 Term Loan – 12.17% (SOFR + 7.7%, 1.50% Floor) % of Net Assets 7.4% Maturity Date 12/11/252025-03-310001715933us-gaap:FairValueInputsLevel1Memberus-gaap:CashEquivalentsMember2024-12-310001715933ck0001715933:NatixisCreditAgreementMemberck0001715933:NatixisRevolvingCreditFacilityMember2019-12-310001715933Non-Controlled Affiliated Investments2025-03-310001715933ck0001715933:EncompassDigitalMediaIncMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberus-gaap:EquitySecuritiesMember2025-03-310001715933us-gaap:DebtSecuritiesMember2025-03-310001715933us-gaap:EquitySecuritiesMember2025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMemberus-gaap:DebtSecuritiesMember2025-03-310001715933Debt Securities Aerospace & Defense Karman Holdings LLC Acquisition Date 12/21/20 Revolver - 10.73% (SOFR + 6.25%, 2.00% Floor) % of Net Assets 1.2% Maturity Date 12/21/252024-01-012024-12-310001715933Debt Securities Media Encompass Digital Media, Inc. Acquisition Date 10/01/18 Term Loan - 12.08% inc PIK (SOFR + 7.75%, 1.50% Floor, all PIK) % of Net Assets 3.3% Maturity Date 09/28/252024-01-012024-12-310001715933Debt Securities Capital Goods Carolina Atlantic Roofing Suppy LLC Acquisition Date 05/28/21 Term Loan - 13.78% inc PIK (SOFR + 9.00%, 2.00% Floor, 3.00%PIK) % of Net Assets 6.3% Maturity Date 05/28/282024-01-012024-12-310001715933ck0001715933:ThirdAmendedAndRestatedCreditAndSecurityAgreementWithPNCMemberck0001715933:PncTermLoanMember2023-12-060001715933ck0001715933:NonControlledNonAffiliatedInvestmentsMember2024-01-012024-03-310001715933us-gaap:SecuredOvernightFinancingRateSofrOvernightIndexSwapRateMember2023-01-102023-01-100001715933Debt Securities Chemicals AGY Holdings Corp. Acquisition Date 05/27/22 Delayed Draw Term Loan - 14.56% inc PIK (SOFR + 10.00%, 1.50% Floor, all PIK) % of Net Assets 3.49% Maturity Date 09/21/272025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberus-gaap:DebtSecuritiesMember2024-12-310001715933ck0001715933:PncCreditFacilityMemberck0001715933:ThirdAmendedAndRestatedCreditAndSecurityAgreementWithPNCMember2023-12-062023-12-060001715933Debt Securities, Energy Equipment & Services WDE TorcSill Holdings LLC, Acquisition Date 08/13/24 , Protective Advance Term Loan - 25.75% inc PIK (PRIME + 18.25%, 4.60% Floor, all PIK), % of Net Assets 0.6%, Maturity Date 04/30/282025-01-012025-03-310001715933srt:MinimumMemberck0001715933:EighthAmendedRevolvingCreditAgreementMember2024-05-092024-05-090001715933Equity Securities Aerospace & Defense TCW ND Parent Holdings LLC. Class A Units2025-03-310001715933Debt Securities Publishing Bendon Inc. Acquisition Date 12/11/20 Revolver - 12.21% (SOFR + 7.75%, 1.50% Floor) % of Net Assets 0.2% Maturity Date 12/11/252024-12-310001715933Debt Securities - Consumer Durables & Apparel, Twin Star International, Inc. Acquisition Date 10/03/24, 13th Amendment Priority Delayed Draw Term Loan - 25.00% inc PIK (25.00%, Fixed Coupon, all PIK), % of Net Assets 0.1% Maturity Date 06/18/262025-03-310001715933us-gaap:FairValueInputsLevel2Memberus-gaap:ShortTermInvestmentsMember2024-12-310001715933ck0001715933:OtherThanGovernmentSecuritiesMember2024-01-012024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputRevenueMultipleMemberck0001715933:DebtSecuritiesOneMember2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMembersrt:MaximumMemberck0001715933:DebtSecuritiesOneMember2024-12-310001715933Non-Controlled Affiliated Investments Encompass Digital Media, Inc. Revolver - 12.07% inc PIK2025-03-310001715933Debt Securities Household Durables Slogic Holding Corp. Acquisition Date 08/25/23 Revolver – 10.35% (SOFR + 5.87%, 1.00% Floor) % of Net Assets 0.7% Maturity Date 04/30/252024-01-012024-12-310001715933ck0001715933:AgyHoldingsCorpMember2024-12-310001715933Non-Controlled Affiliated Investments Encompass Digital Media Holdings, LLC Class A Units2024-12-310001715933Cash Equivalents First American Government Obligation Fund, Yield 4.27%, Class X (FGXXX)2025-03-310001715933Short-term Investments U.S. Treasury Bill, Yield 4.29%, Maturity Date 04/03/252025-03-310001715933ck0001715933:PncCreditFacilityMember2025-01-012025-03-310001715933Equity Investments2024-12-310001715933Debt Securities Commercial & Professional Services Outform Group, Inc. (fka Rapid Displays, Inc.) Acquisition Date 09/29/22 Incremental Term Loan - 10.92% inc PIK (SOFR + 6.50%, 1.00% Floor all PIK) % of Net Assets 0.0% Maturity Date 04/13/292025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMemberus-gaap:EquitySecuritiesMember2025-03-310001715933Debt Securities Hotels, Restaurants & Leisure RL Investor Holdings LLC (fka Red Lobster Management, LLC) Acquisition Date 09/16/24 Term Loan - 11.83% inc PIK (SOFR + 7.50%, 2.00% Floor, all PIK) % of Net Assets 8.7% Maturity Date 09/16/292024-12-310001715933Equity Securities Chemicals AGY Equity LLC Class E Preferred Units2024-12-310001715933ck0001715933:PncRevolvingCreditFacilityMember2022-01-012022-01-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/03/24 13th Amendment Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.1% Maturity Date 06/18/262024-12-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Revolver - 10.71% inc PIK2023-12-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/03/24 13th Amendment Delayed Draw Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.1% Maturity Date 06/18/262024-01-012024-12-3100017159332025-01-012025-03-310001715933Debt Securities Hotels, Restaurants & Leisure KBP Brands, LLC Acquisition Date 05/26/21 Term Loan - 10.10% inc PIK (SOFR + 5.50%, 0.75% Floor) % of Net Assets 4.4% Maturity Date 05/26/272024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:DebtSecuritiesMember2024-01-012024-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:ShortTermInvestmentsMember2025-03-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. (fka Rapid Displays, Inc.) Term Loan - 11.15% inc PIK2024-01-012024-12-310001715933Debt Securities Textiles, Apparel & Luxury Goods Centric Brands Inc. Acquisition Date 02/06/24 Term Loan - 10.03% (SOFR + 5.50%, 1.00% Floor) % of Net Assets 3.1% Maturity Date 08/06/292024-12-310001715933Debt Securities Media2025-03-310001715933ck0001715933:IncentiveFeeTwoMember2025-01-012025-03-310001715933Debt Securities Media Encompass Digital Media, Inc. Acquisition Date 10/01/18 Revolver - 12.08% inc PIK (SOFR + 7.75%, 1.50% Floor, all PIK) % of Net Assets 0.4% Maturity Date 09/28/252024-12-310001715933Controlled Affiliated Investments Navistar Defense, LLC Term Loan - 12.92% inc PIK2025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMembersrt:MaximumMemberus-gaap:DebtSecuritiesMember2025-03-310001715933Debt Securities Publishing Bendon Inc. Acquisition Date 12/11/20 Revolver - 12.17% (SOFR + 7.75%, 1.50% Floor)% of Net Assets 0.2% Maturity Date 12/11/252025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMembersrt:MaximumMemberck0001715933:DebtSecuritiesOneMember2025-03-310001715933Debt Securities Textiles, Apparel & Luxury Goods Live Comfortably Borrower LLC (fka Hollander Intermediate LLC) Acquisition Date 09/19/22 Term Loan - 7.44% (SOFR + 3.00%, 3.00% Floor) % of Net Assets 11.0% Maturity Date 09/19/272025-01-012025-03-310001715933ck0001715933:PercentageOfUnusedCapacityGreaterThan50Memberck0001715933:SeventhAmendedRevolvingCreditAgreementMember2023-05-092023-05-090001715933Debt Securities Aerospace & Defense Heligear Acquisition Co. Acquisition Date 07/30/19 Term Loan - 12.05% (SOFR + 7.50%, 2.00% Floor) % of Net Assets 8.6% Maturity Date 09/30/252025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMembersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMember2025-03-310001715933Debt Securities Household Durables Greenfield World Trade, Inc. Acquisition Date 01/31/25 18th Amendment Last Out Term Loan - 17.77% inc PIK (SOFR + 13.33%, 1.50% Floor, all PIK) % of Net Assets 0.4% Maturity Date 05/22/252025-03-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Class A Units2024-12-310001715933ck0001715933:NatixisCreditAgreementMemberck0001715933:NatixisRevolvingCreditFacilityMember2021-05-102021-05-100001715933ck0001715933:SecondAmendedPncCreditAgreementMemberck0001715933:PncCreditFacilityMember2021-11-150001715933Debt Securities, Consumer Services, Grand Circle Corporation, Acquisition Date - 02/26/21, Term Loan - 13.19% (SOFR + 8.75%, 1.25% Floor), % of Net Assets 7.3%, Maturity Date 02/26/262025-01-012025-03-310001715933Debt Securities Household Durables Slogic Holding Corp. Acquisition Date 08/25/23 Revolver – 10.34% (SOFR + 5.87%, 1.00% Floor) % of Net Assets 0.8% Maturity Date 06/30/262025-01-012025-03-310001715933us-gaap:FairValueInputsLevel1Memberus-gaap:DebtSecuritiesMember2025-03-310001715933Equity Securities Energy Equipment & Services WDE TorcSill Holdings LLC Class A Units2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMembersrt:MaximumMemberus-gaap:EquitySecuritiesMember2025-03-310001715933Debt Securities Capital Goods2025-03-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Revolver - 10.71% inc PIK2024-12-310001715933Debt Securities Publishing Bendon Inc. Acquisition Date 12/11/20 Revolver - 12.21% (SOFR + 7.75%, 1.50% Floor) % of Net Assets 0.2% Maturity Date 12/11/252024-01-012024-12-310001715933ck0001715933:NavistarDefenseLlcMember2024-12-310001715933Debt Securities Publishing Bendon Inc. Acquisition Date 12/11/20 Revolver - 12.17% (SOFR + 7.75%, 1.50% Floor)% of Net Assets 0.2% Maturity Date 12/11/252025-03-310001715933Equity Securities Chemicals AGY Equity LLC Class B Preferred Units2024-12-310001715933Equity Securities Media Encompass Digital Media, Inc.2025-03-310001715933Non-Controlled Affiliated Investments EOutform Group, Inc. Term Loan - 10.92% inc PIK2025-03-310001715933Non-Controlled Affiliated Investments Encompass Digital Media, Inc. Revolver - 12.08% inc PIK2023-12-310001715933Debt Securities Household Durables Slogic Holding Corp. Acquisition Date 06/29/18 Last Out Term Loan – 10.34% (SOFR + 5.87%, 1.00% Floor) % of Net Assets 4.9% Maturity Date 10/29/262025-01-012025-03-310001715933Debt Securities Household Durables Slogic Holding Corp. Acquisition Date 08/25/23 Revolver – 10.35% (SOFR + 5.87%, 1.00% Floor) % of Net Assets 0.7% Maturity Date 04/30/252024-12-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberck0001715933:MeasurementInputTakeOutIndicationMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:DebtSecuritiesMember2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:DebtSecuritiesMember2023-12-310001715933Debt Securities, Consumer Durables & Apparel, Twin Star International, Inc. Acquisition Date - 01/29/25, 14th Amendment Term Loan - 25.00% inc PIK (25.00%, Fixed Coupon, all PIK), % of Net Assets 0.2%, Maturity Date 06/18/262025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputEbitdaMultipleMemberus-gaap:DebtSecuritiesMember2025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/12/23 Incremental Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.2% Maturity Date 06/18/262025-01-012025-03-310001715933Debt Securities Textiles, Apparel & Luxury Goods Centric Brands TopCo, LLC (fka Centric Brands Inc.) Acquisition Date 02/06/24 Term Loan A-2 - 12.53% inc PIK (SOFR + 8.00%, 1.00% Floor, all PIK) % of Net Assets 2.9% Maturity Date 02/06/312024-01-012024-12-310001715933us-gaap:RevolvingCreditFacilityMember2024-12-310001715933Debt Securities Textiles, Apparel & Luxury Goods Centric Brands Inc. Acquisition Date 02/06/24 Term Loan - 10.03% (SOFR + 5.50%, 1.00% Floor) % of Net Assets 3.1% Maturity Date 08/06/292024-01-012024-12-310001715933Equity Investments2025-03-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Term Loan - 23.35% inc PIK2025-01-012025-03-310001715933Non-Controlled Affiliated Investments Outform Holdings LLC (fka Rapid Displays, Inc.) Class A Common Units2024-12-310001715933Equity Securities Software Mondee Holdings LLC Common Stock2025-03-310001715933 Debt Securities Media Encompass Digital Media, Inc. Acquisition Date 10/01/18 Revolver - 12.07% inc PIK (SOFR + 7.75%, 1.50% Floor, all PIK) % of Net Assets 0.3% Maturity Date 09/28/252025-01-012025-03-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Term Loan - 10.71% inc PIK2023-12-310001715933Equity Securities Household Durables Greenfield World Trade, Inc. Class A-3 Warrant, Expires 03/25/272024-12-310001715933Debt Securities Textiles, Apparel & Luxury Goods Live Comfortably Borrower LLC (fka Hollander Intermediate LLC) Acquisition Date 09/19/22 Term Loan - 7.44% (SOFR + 3.00%, 3.00% Floor) % of Net Assets 11.0% Maturity Date 09/19/272025-03-310001715933Controlled Affiliated Investments Navistar Defense, LLC Super Senior Revolver - 14.96% inc PIK2024-01-012024-12-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberus-gaap:DebtSecuritiesMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputEbitdaMultipleMemberus-gaap:EquitySecuritiesMember2025-03-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. Incremental Term Loan - 10.92% inc PIK2025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMembersrt:MaximumMemberck0001715933:DebtSecuritiesOneMember2024-12-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. Incremental Term Loan - 10.92% inc PIK2024-12-310001715933Non-Controlled Affiliated Investments RL Investor Holdings LLC Term Loan - 11.80% inc PIK2025-03-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. Term Loan - 10.92% inc PIK2025-01-012025-03-310001715933us-gaap:ShortTermInvestmentsMemberus-gaap:FairValueInputsLevel1Member2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMembersrt:MaximumMemberck0001715933:EquitySecuritiesTwoMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMemberus-gaap:EquitySecuritiesMember2025-03-310001715933Equity Securities Household Durables2024-12-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. Incremental Term Loan - 10.92% inc PIK2025-03-310001715933us-gaap:FairValueInputsLevel3Member2024-01-012024-03-310001715933Non-Controlled Affiliated Investments RL Investor Holdings LLC (fka Red Lobster Management, LLC) Term Loan - 11.83% inc PIK2023-12-310001715933Debt Securities Aerospace & Defense Columbia Helicopters Inc. Acquisition Date 08/20/19 Last Out Term Loan - 15.69% inc PIK (SOFR + 11.25%, 1.50% Floor, 3.75% PIK) % of Net Assets 3.1% Maturity Date 09/04/252025-03-310001715933Equity Securities Software Mondee Holdings LLC2024-12-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. (fka Rapid Displays, Inc.) Term Loan - 11.15% inc PIK2023-12-310001715933ck0001715933:NatixisRevolvingCreditFacilityAndPncRevolvingCreditFacilityMember2024-12-310001715933Debt Securities Chemicals AGY Holdings Corp.2024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMember2024-12-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. Revolver - 10.92% inc PIK2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:EquitySecuritiesOneMember2025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/19/23 7th Amendment Incremental Delayed Draw Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.6% Maturity Date 06/18/262024-12-310001715933Equity Securities Textiles, Apparel & Luxury Goods Centric Brands L.P. Class A LP Interests2024-12-310001715933Debt Securities Chemicals AGY Holdings Corp. Acquisition Date 05/27/22 Delayed Draw Term Loan - 14.59% inc PIK (SOFR + 10.00%, 1.50% Floor, 6.00% PIK) % of Net Assets 3.6% Maturity Date 09/21/272024-01-012024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMemberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputEbitdaMultipleMember2025-03-310001715933Debt Securities Chemicals AGY Holdings Corp. Acquisition Date 05/27/22 Delayed Draw Term Loan - 14.56% inc PIK (SOFR + 10.00%, 1.50% Floor, all PIK) % of Net Assets 3.49% Maturity Date 09/21/272025-03-310001715933us-gaap:FairValueInputsLevel2Memberus-gaap:DebtSecuritiesMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMembersrt:MaximumMemberck0001715933:EquitySecuritiesTwoMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:MeasurementInputTakeOutIndicationMemberus-gaap:IncomeApproachValuationTechniqueMembersrt:MaximumMemberus-gaap:DebtSecuritiesMember2024-12-310001715933ck0001715933:KarmanHoldingsLlcMember2025-03-310001715933Debt Securities Commercial & Professional Services Outform Group, Inc. (fka Rapid Displays, Inc.) Acquisition Date 04/16/21 Revolver - 11.15% inc PIK (SOFR + 6.50%, 1.00% Floor all PIK) % of Net Assets 0.3% Maturity Date 04/13/292024-12-310001715933Equity Securities Household Durables Greenfield World Trade, Inc. Class A-1 Warrant, Expires 03/25/272025-03-310001715933us-gaap:FairValueInputsLevel2Member2025-03-310001715933Debt Securities Commercial & Professional Services Outform Group, Inc. (fka Rapid Displays, Inc.) Acquisition Date 09/29/22 Incremental Term Loan - 11.15% inc PIK (SOFR + 6.50%, 1.00% Floor all PIK) % of Net Assets 0.0% Maturity Date 04/13/292024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:EquitySecuritiesMember2024-01-012024-03-310001715933ck0001715933:WdeTorcsillHoldingsLlcMember2024-12-310001715933Non-Controlled Affiliated Investments Slogic Holding Corp. Last Out Term Loan - 10.34%2025-01-012025-03-310001715933Non-Controlled Affiliated Investments Encompass Digital Media, Inc. Revolver - 12.07% inc PIK2025-01-012025-03-310001715933ck0001715933:CreditFacilitiesMember2025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberus-gaap:DebtSecuritiesMember2025-03-310001715933Debt Securities Media2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:DebtSecuritiesMember2024-12-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/03/24 13th Amendment Delayed Draw Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.1% Maturity Date 06/18/262025-03-310001715933Non-Controlled Affiliated Investments Outform Holdings LLC Class A Common Units2025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:MinimumMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:EquitySecuritiesMemberus-gaap:MeasurementInputExpectedTermMember2024-01-012024-12-310001715933us-gaap:CommonStockMember2019-01-142019-01-140001715933Debt Securities - Consumer Durables & Apparel, Twin Star International, Inc., Acquisition Date 01/29/25, 4th Amendment Delayed Draw Term Loan - 25.00% inc PIK (25.00%, Fixed Coupon, all PIK), of Net Assets 0.1% Maturity Date 06/18/262025-01-012025-03-310001715933Debt Securities, Energy Equipment & Services WDE TorcSill Holdings LLC, Acquisition Date 08/13/24 , Protective Advance Term Loan - 25.75% inc PIK (PRIME + 18.25%, 4.60% Floor, all PIK), % of Net Assets 0.6%, Maturity Date 04/30/282025-03-310001715933ck0001715933:PncRevolvingCreditAgreementMemberck0001715933:PncRevolvingCreditFacilityMember2025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberus-gaap:EquitySecuritiesMember2025-03-310001715933Non-Controlled Affiliated Investments Shelterlogic Group Holdings, Inc Common Stock2024-12-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:DebtSecuritiesMember2024-12-310001715933ck0001715933:AgyHoldingsCorpMember2025-03-310001715933us-gaap:BaseRateMemberck0001715933:EighthAmendedRevolvingCreditAgreementMembersrt:MaximumMember2024-05-092024-05-090001715933Debt Securities Aerospace & Defense Karman Holdings LLC Acquisition Date 12/21/20 Revolver - 10.73% (SOFR + 6.25%, 2.00% Floor) % of Net Assets 1.2% Maturity Date 12/21/252024-12-310001715933Debt Securities Media Encompass Digital Media, Inc. Acquisition Date 10/01/18 Revolver - 12.08% inc PIK (SOFR + 7.75%, 1.50% Floor, all PIK) % of Net Assets 0.4% Maturity Date 09/28/252024-01-012024-12-310001715933Equity Securities Chemicals AGY Equity LLC Class C Common Units2025-03-310001715933Non-Controlled Affiliated Investments Encompass Digital Media Holdings, LLC Class A Units2025-01-012025-03-310001715933Debt Securities Aerospace & Defense Navistar Defense, LLC Acquisition Date 08/01/22 Term Loan - 12.96% inc PIK (SOFR + 8.50%, 1.50% Floor, all PIK) % of Net Assets 1.0% Maturity Date 02/01/262024-01-012024-12-310001715933Non-Controlled Affiliated Investments RL Investor Holdings LLC Term Loan - 11.80% inc PIK2025-01-012025-03-310001715933Debt Securities Software Mondee, Inc. Secured Super-Priority Debtor-In-Possession Term Loan Acquisition Date 01/17/25 Delayed Draw Term Loan - 14.56% inc PIK (SOFR + 10.00%, 1.75% Floor, all PIK)) % of Net Assets 12.3% Maturity Date 04/24/252025-01-012025-03-310001715933Debt Securities Energy Equipment & Services WDE TorcSill Holdings LLC Acquisition Date 10/22/19 Revolver - 10.71% inc PIK (SOFR + 6.00%, 4.60% Floor, all PIK) % of Net Assets 1.9% Maturity Date 04/30/282024-01-012024-12-310001715933Debt Securities Chemicals2025-03-310001715933Debt Securities, Energy Equipment & Services WDE TorcSill Holdings LLC, Acquisition Date 10/22/19 Revolver - 23.35% inc PIK (SOFR + 18.75%, 4.60% Floor, all PIK) % of Net Assets 1.8%, Maturity Date 04/30/282025-01-012025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 02/15/23 Delayed Draw Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.2% Maturity Date 06/18/262024-12-310001715933us-gaap:ShortTermInvestmentsMember2024-12-310001715933Debt Securities Energy Equipment & Services WDE TorcSill Holdings LLC Acquisition Date 10/22/19 Term Loan - 10.71% inc PIK (SOFR + 6.00%, 4.60% Floor all PIK) % of Net Assets 4.3% Maturity Date 04/30/282024-12-310001715933Non-Controlled Affiliated Investments RL Parent Holdings LLC (fka Red Lobster Management, LLC) Class A Units2023-12-310001715933Debt Securities Software Mondee Holdings LLC Acquisition Date 12/20/19 Term Loan - 10.56% inc PIK (SOFR + 6.00%, 1.75% Floor, 2.50% PIK) % of Net Assets 2.1% Maturity Date 06/30/282025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:MeasurementInputTakeOutIndicationMemberus-gaap:IncomeApproachValuationTechniqueMembersrt:MaximumMemberus-gaap:DebtSecuritiesMember2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:DebtSecuritiesOneMember2024-12-310001715933Cash Equivalents2025-03-310001715933Equity Securities Aerospace & Defense2025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 02/15/23 Delayed Draw Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.2% Maturity Date 06/18/262025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMembersrt:MaximumMemberck0001715933:DebtSecuritiesOneMember2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:EquitySecuritiesOneMembersrt:MaximumMember2024-12-310001715933Non-Controlled Affiliated Investments Slogic Holding Corp. Revolver - 10.35%2024-12-310001715933us-gaap:InvestmentAffiliatedIssuerControlledMember2025-03-310001715933Debt Securities Hotels, Restaurants & Leisure RL Investor Holdings LLC (fka Red Lobster Management, LLC), Acquisition Date 09/16/24, Term Loan - 11.80% inc PIK (SOFR + 7.50%, 2.00% Floor, all PIK) % of Net Assets 9.2% Maturity Date 09/16/292025-01-012025-03-310001715933Debt Securities Household Durables2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputRevenueMultipleMemberus-gaap:EquitySecuritiesMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:DebtSecuritiesMember2025-03-310001715933us-gaap:MemberUnitsMember2025-03-310001715933Controlled Affiliated Investments Navistar Defense, LLC Super Senior Revolver - 14.96% inc PIK2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMembersrt:MinimumMemberus-gaap:IncomeApproachValuationTechniqueMemberck0001715933:DebtSecuritiesOneMember2025-03-310001715933Non-Controlled Affiliated Investments Encompass Digital Media, Inc. Term Loan - 12.07% inc PIK2025-01-012025-03-310001715933Equity Securities Chemicals AGY Equity LLC Class E Preferred Units2025-03-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMembersrt:MinimumMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMember2025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/03/24 13th Amendment Delayed Draw Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.1% Maturity Date 06/18/262024-12-310001715933Debt Securities Software Mondee, Inc. Secured Super-Priority Debtor-In-Possession Term Loan Acquisition Date 01/17/25 Delayed Draw Term Loan - 14.56% inc PIK (SOFR + 10.00%, 1.75% Floor, all PIK)) % of Net Assets 12.3% Maturity Date 04/24/252025-03-310001715933Debt Securities, Consumer Durables & Apparel2025-03-310001715933ck0001715933:PncRevolvingCreditAgreementMemberck0001715933:PncRevolvingCreditFacilityMember2025-01-012025-03-310001715933Debt Securities Household Durables Slogic Holding Corp. Acquisition Date 06/29/18 Last Out Term Loan – 10.52% (SOFR + 5.87%, 1.00% Floor) % of Net Assets 5.0% Maturity Date 10/29/262024-01-012024-12-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Term Loan - 10.71% inc PIK2024-01-012024-12-310001715933Debt Securities Publishing2024-12-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/12/23 Incremental Delayed Draw Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.2% Maturity Date 06/18/262024-12-310001715933Non-Controlled Affiliated Investments Shelterlogic Group Holdings, Inc Common Stock2024-01-012024-12-3100017159332024-07-012024-09-300001715933Debt Securities Hotels, Restaurants & Leisure RL Investor Holdings LLC (fka Red Lobster Management, LLC), Acquisition Date 09/16/24, Term Loan - 11.80% inc PIK (SOFR + 7.50%, 2.00% Floor, all PIK) % of Net Assets 9.2% Maturity Date 09/16/292025-03-310001715933Debt Securities Household Durables Slogic Holding Corp. Acquisition Date 06/29/18 Last Out Term Loan – 10.52% (SOFR + 5.87%, 1.00% Floor) % of Net Assets 5.0% Maturity Date 10/29/262024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMembersrt:MaximumMember2024-12-310001715933us-gaap:BaseRateMemberck0001715933:PncCreditFacilityMember2019-01-292019-01-290001715933ck0001715933:NonControlledAffiliatedInvestmentsMember2024-01-012024-03-310001715933ck0001715933:BendonIncMember2024-12-310001715933ck0001715933:IncentiveFeeThirdMember2025-01-012025-03-310001715933Debt Securities Commercial & Professional Services Outform Group, Inc. (fka Rapid Displays, Inc.)2024-12-310001715933ck0001715933:OtherLoanMembersrt:MaximumMemberck0001715933:SeventhAmendedRevolvingCreditAgreementMember2023-05-092023-05-090001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMemberck0001715933:DebtSecuritiesOneMember2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:EquitySecuritiesOneMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMembersrt:WeightedAverageMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMember2025-03-3100017159332024-10-012024-12-310001715933Debt Securities Hotels, Restaurants & Leisure KBP Brands, LLC Acquisition Date 05/26/21 Term Loan - 10.56% (SOFR + 6.00%, 0.75% Floor) % of Net Assets 4.5% Maturity Date 05/26/272025-03-310001715933ck0001715933:TwinStarInternationalIncMember2025-03-310001715933ck0001715933:WdeTorcsillHoldingsLlcMember2025-03-310001715933Debt Securities Hotels, Restaurants & Leisure KBP Brands, LLC Acquisition Date 05/26/21 Term Loan - 10.56% (SOFR + 6.00%, 0.75% Floor) % of Net Assets 4.5% Maturity Date 05/26/272025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMemberck0001715933:DebtSecuritiesOneMember2024-12-310001715933Controlled Affiliated Investments Live Comfortably Borrower LLC (fka Hollander Intermediate LLC) Term Loan - 7.44% inc PIK2024-12-310001715933Debt Securities Aerospace & Defense Navistar Defense, LLC Acquisition Date 07/27/23 Super Senior Revolver - 14.96% inc PIK (SOFR + 10.50%, 1.50% Floor, all PIK) % of Net Assets 7.9% Maturity Date 02/01/262024-01-012024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:DebtSecuritiesMember2025-03-310001715933Total Investments (219.1%)2025-03-310001715933us-gaap:InvestmentUnaffiliatedIssuerMember2025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/12/23 Incremental Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.2% Maturity Date 06/18/262024-12-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMembersrt:MaximumMember2025-03-310001715933us-gaap:CommonStockMember2017-08-182017-08-180001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Class A Units2025-03-310001715933ck0001715933:PncRevolvingCreditAgreementMemberck0001715933:PncRevolvingCreditFacilityMember2024-11-082024-11-080001715933Controlled Affiliated Investments TCW ND Parent Holdings LLC Class A Units2024-01-012024-12-310001715933Cash Equivalents2024-12-310001715933Non-Controlled Affiliated Investments Outform Holdings LLC (fka Rapid Displays, Inc.) Class A Common Units2024-01-012024-12-310001715933ck0001715933:PncCreditFacilityMember2019-01-292019-01-290001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMember2025-03-310001715933Debt Securities Media Encompass Digital Media, Inc. Acquisition Date 10/01/18 Term Loan - 12.07% inc PIK (SOFR + 7.75%, 1.50% Floor, all PIK) % of Net Assets 3.2% Maturity Date 09/28/252025-03-310001715933Debt Securities Aerospace & Defense Navistar Defense, LLC Acquisition Date 07/27/23 Super Senior Revolver - 14.96% inc PIK (SOFR + 10.50%, 1.50% Floor, all PIK) % of Net Assets 7.9% Maturity Date 02/01/262024-12-310001715933Debt Securities Chemicals AGY Holdings Corp. Acquisition Date 09/21/20 Term Loan - 14.85% inc PIK (SOFR + 10.00%, 1.50% Floor, 6.00% PIK) % of Net Assets 3.5% Maturity Date 09/21/272024-01-012024-12-310001715933us-gaap:InvestmentUnaffiliatedIssuerMember2024-12-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/03/24 13th Amendment Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.1% Maturity Date 06/18/262024-01-012024-12-310001715933Non-Controlled Affiliated Investments Encompass Digital Media, Inc. Term Loan - 12.08% inc PIK2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMembersrt:MaximumMemberck0001715933:DebtSecuritiesOneMember2024-12-310001715933Debt Securities Textiles, Apparel & Luxury Goods Centric Brands TopCo, LLC (fka Centric Brands Inc.) Acquisition Date 02/06/24 Term Loan A-2 - 12.53% inc PIK (SOFR + 8.00%, 1.00% Floor, all PIK) % of Net Assets 2.9% Maturity Date 02/06/312024-12-310001715933Debt Securities Textiles, Apparel & Luxury Goods Centric Brands TopCo, LLC (fka Centric Brands Inc.) Acquisition Date 02/06/24 Term Loan A-2 - 12.30% inc PIK (SOFR + 8.00%, 1.00% Floor, all PIK) % of Net Assets 3.1% Maturity Date 02/06/312025-03-310001715933Debt Securities Textiles, Apparel & Luxury Goods Hollander Intermediate LLC Acquisition Date 09/19/22 Term Loan - 13.22% inc PIK (SOFR + 8.75%, 3.00% Floor,10.58% PIK) % of Net Assets 10.8% Maturity Date 09/21/262024-12-310001715933us-gaap:ShortTermInvestmentsMember2025-03-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. (fka Rapid Displays, Inc.) Incremental Term Loan - 11.15% inc PIK2024-01-012024-12-310001715933us-gaap:FairValueInputsLevel1Memberus-gaap:EquitySecuritiesMember2025-03-310001715933Non-Controlled Affiliated Investments2025-01-012025-03-310001715933Equity Securities Textiles, Apparel & Luxury Goods2024-12-310001715933Debt Securities Chemicals AGY Holdings Corp. Acquisition Date 09/21/20 Term Loan - 14.55% inc PIK (SOFR + 10.00%, 1.50% Floor, all PIK) % of Net Assets 3.7% Maturity Date 09/21/272025-01-012025-03-310001715933ck0001715933:LessThan50OfMaximumCommitmentMemberck0001715933:SeventhAmendedRevolvingCreditAgreementMember2023-05-092023-05-090001715933Equity Securities Media Encompass Digital Media, Inc. Class A Units2025-03-310001715933Debt Securities Aerospace & Defense Heligear Acquisition Co. Acquisition Date 07/30/19 Term Loan - 12.08% (SOFR + 7.50%, 2.00% Floor) % of Net Assets 8.5% Maturity Date 06/30/252024-01-012024-12-310001715933Debt Securities Energy Equipment & Services WDE TorcSill Holdings LLC Acquisition Date 08/13/24 Protective Advance Term Loan - 13.00% inc PIK (Prime + 5.50%, 4.60% Floor all PIK) % of Net Assets 0.5% Maturity Date 04/30/282024-12-310001715933Non-Controlled Affiliated Investments Slogic Holding Corp. Last Out Term Loan - 10.52%2024-01-012024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMembersrt:MaximumMemberck0001715933:EquitySecuritiesOneMember2025-03-310001715933us-gaap:FairValueInputsLevel3Member2025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMembersrt:MinimumMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:DebtSecuritiesMember2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMembersrt:MaximumMemberus-gaap:DebtSecuritiesMember2025-03-310001715933Debt Securities Publishing Bendon Inc. Acquisition Date 12/11/20 Term Loan – 12.21% (SOFR + 7.75%, 1.50% Floor) % of Net Assets 7.4% Maturity Date 12/11/252024-01-012024-12-310001715933Debt Securities Commercial & Professional Services2025-03-3100017159332025-05-130001715933Equity Securities Household Durables Greenfield World Trade, Inc. Class A-3 Warrant, Expires 03/25/272025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/19/23 7th Amendment Incremental Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.1% Maturity Date 06/18/262024-01-012024-12-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/19/23 7th Amendment Incremental Delayed Draw Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.6% Maturity Date 06/18/262025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:EquitySecuritiesThreeMembersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMember2024-12-310001715933Debt Securities Software Mondee Holdings LLC Acquisition Date 12/20/19 Term Loan - 13.09% inc PIK (SOFR + 8.50%, 1.75% Floor, 2.50% PIK) % of Net Assets 16.6% Maturity Date 06/30/282024-12-310001715933ck0001715933:PncCreditFacilityMember2019-01-290001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:EquitySecuritiesOneMember2025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/18/21 Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.2% Maturity Date 06/18/262025-01-012025-03-310001715933ck0001715933:SecondAmendedPncCreditAgreementMemberck0001715933:PncCreditFacilityMember2020-06-190001715933ck0001715933:TwinStarInternationalInc1Member2024-12-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/19/23 7th Amendment Incremental Delayed Draw Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.6% Maturity Date 06/18/262025-03-310001715933us-gaap:BaseRateMembersrt:MinimumMemberck0001715933:EighthAmendedRevolvingCreditAgreementMember2024-05-092024-05-090001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMembersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMember2025-03-310001715933Debt Securities Aerospace & Defense Karman Holdings LLC Acquisition Date 12/21/20 Term Loan - 10.73% (SOFR + 6.25%, 2.00% Floor) % of Net Assets 11.0% Maturity Date 12/21/252024-12-310001715933Non-Controlled Affiliated Investments Slogic Holding Corp. Last Out Term Loan - 10.34%2025-03-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Protective Advance Term Loan - 25.75% inc PIK2025-03-310001715933Debt Securities Energy Equipment & Services WDE TorcSill Holdings LLC Acquisition Date 08/13/24 Protective Advance Term Loan - 13.00% inc PIK (Prime + 5.50%, 4.60% Floor all PIK) % of Net Assets 0.5% Maturity Date 04/30/282024-01-012024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:DebtSecuritiesMember2025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Member2024-03-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Revolver - 23.35% inc PIK2024-12-310001715933Equity Securities Hotels, Restaurants & Leisure RL Parent Holdings LLC (fka Red Lobster Management, LLC) Class A Units2025-03-310001715933Controlled Affiliated Investments2023-12-310001715933us-gaap:FairValueInputsLevel1Member2025-03-310001715933Total Investments (218.9%)2024-12-310001715933us-gaap:BaseRateMembersrt:MinimumMemberck0001715933:SeventhAmendedRevolvingCreditAgreementMember2023-05-092023-05-090001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/12/23 Incremental Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.2% Maturity Date 06/18/262024-01-012024-12-310001715933Equity Securities Chemicals2025-03-310001715933ck0001715933:SecondAmendedPncCreditAgreementMemberck0001715933:PncCreditFacilityMember2020-03-170001715933us-gaap:FairValueInputsLevel3Memberck0001715933:EquitySecuritiesThreeMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMembersrt:MaximumMember2024-12-310001715933us-gaap:FairValueInputsLevel3Member2023-12-310001715933srt:MinimumMemberus-gaap:InvestmentAffiliatedIssuerNoncontrolledMember2024-12-310001715933Controlled Affiliated Investments Navistar Defense, LLC Super Senior Revolver - 14.92% inc PIK2024-12-310001715933Equity Securities Household Durables Greenfield World Trade, Inc. Class A-4 Warrant, Expires 03/25/272024-12-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. Term Loan - 10.92% inc PIK2025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMemberck0001715933:DebtSecuritiesOneMember2025-03-310001715933ck0001715933:ControlledAffiliatedInvestmentsMember2025-01-012025-03-310001715933Debt Securities Publishing Bendon Inc. Acquisition Date 12/11/20 Term Loan – 12.21% (SOFR + 7.75%, 1.50% Floor) % of Net Assets 7.4% Maturity Date 12/11/252024-12-310001715933srt:MaximumMemberus-gaap:InvestmentAffiliatedIssuerNoncontrolledMember2025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:MinimumMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:DebtSecuritiesMember2024-12-310001715933Short-term Investments2024-12-310001715933Controlled Affiliated Investments Live Comfortably Inc. (fka Hollander Intermediate LLC) Common Stock2024-12-310001715933Debt Securities Aerospace & Defense Heligear Acquisition Co. Acquisition Date 07/30/19 Term Loan - 12.08% (SOFR + 7.50%, 2.00% Floor) % of Net Assets 8.5% Maturity Date 06/30/252024-12-310001715933srt:MaximumMemberus-gaap:InvestmentAffiliatedIssuerNoncontrolledMember2024-12-310001715933Debt Securities Aerospace & Defense Karman Holdings LLC Acquisition Date 12/21/20 Term Loan - 10.73% (SOFR + 6.25%, 2.00% Floor) % of Net Assets 11.2% Maturity Date 12/21/252025-03-310001715933ck0001715933:PncRevolvingCreditAgreementMemberus-gaap:SecuredOvernightFinancingRateSofrOvernightIndexSwapRateMemberck0001715933:PncRevolvingCreditFacilityMember2024-11-082024-11-080001715933Equity Securities Aerospace & Defense2024-12-310001715933Non-Controlled Affiliated Investments Shelterlogic Group Holdings, Inc Common Stock2025-01-012025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/19/23 7th Amendment Incremental Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.1% Maturity Date 06/18/262025-03-310001715933us-gaap:RetainedEarningsMember2023-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputPriceVolatilityMembersrt:MinimumMemberus-gaap:IncomeApproachValuationTechniqueMemberck0001715933:EquitySecuritiesOneMember2024-12-310001715933Equity Securities Hotels, Restaurants & Leisure2024-12-310001715933Non-Controlled Affiliated Investments Outform Holdings LLC (fka Rapid Displays, Inc.) Class A Common Units2023-12-310001715933Equity Securities Household Durables Greenfield World Trade, Inc. Class A-2 Warrant, Expires 03/25/272025-03-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Class A Units2025-01-012025-03-310001715933Controlled Affiliated Investments Live Comfortably Inc. (fka Hollander Intermediate LLC) Common Stock2025-01-012025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/03/24 13th Amendment Priority Delayed Draw Term Loan - 25.00% inc PIK (25.00%, Fixed Coupon, all PIK) % of Net Assets 0.1% Maturity Date 06/18/262024-12-310001715933country:US2025-03-310001715933Debt Securities Household Durables Greenfield World Trade, Inc. Acquisition Date 03/04/19 Last Out Term Loan - 17.77% inc PIK (SOFR + 13.33%, 1.50% Floor, all PIK) % of Net Assets 12.6% Maturity Date 05/22/252025-01-012025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMembersrt:MaximumMemberck0001715933:DebtSecuritiesOneMember2025-03-310001715933us-gaap:BaseRateMembersrt:MaximumMemberck0001715933:SeventhAmendedRevolvingCreditAgreementMember2023-05-092023-05-090001715933us-gaap:InvestmentAffiliatedIssuerNoncontrolledMember2024-12-310001715933Debt Securities Energy Equipment & Services WDE TorcSill Holdings LLC Acquisition Date 10/22/19 Term Loan - 10.71% inc PIK (SOFR + 6.00%, 4.60% Floor all PIK) % of Net Assets 4.3% Maturity Date 04/30/282024-01-012024-12-310001715933Debt Securities Consumer Services Grand Circle Corporation Acquisition Date 02/26/21 Term Loan - 13.60% (SOFR + 8.75%, 1.25% Floor) % of Net Assets 7.1% Maturity Date 02/26/262024-12-310001715933us-gaap:ShortTermInvestmentsMemberus-gaap:FairValueInputsLevel1Member2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputRevenueMultipleMemberck0001715933:EquitySecuritiesOneMember2025-03-310001715933Debt Securities Household Durables Slogic Holding Corp. Acquisition Date 06/29/18 Last Out Term Loan – 10.34% (SOFR + 5.87%, 1.00% Floor) % of Net Assets 4.9% Maturity Date 10/29/262025-03-310001715933Controlled Affiliated Investments Live Comfortably Borrower LLC (fka Hollander Intermediate LLC) Term Loan - 7.44% inc PIK2025-01-012025-03-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. (fka Rapid Displays, Inc.) Revolver - 11.15% inc PIK2024-12-310001715933Non-Controlled Affiliated Investments RL Investor Holdings LLC (fka Red Lobster Management, LLC) Term Loan - 11.83% inc PIK2024-01-012024-12-310001715933ck0001715933:CreditFacilitiesMember2024-01-012024-03-310001715933Debt Securities Commercial & Professional Services Outform Group, Inc. (fka Rapid Displays, Inc.) Acquisition Date 04/16/21 Term Loan - 10.92% inc PIK (SOFR + 6.50%, 1.00% Floor all PIK) % of Net Assets 2.5% Maturity Date 04/13/292025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMemberck0001715933:DebtSecuritiesOneMember2025-03-310001715933Debt Securities Hotels, Restaurants & Leisure KBP Brands, LLC Acquisition Date 05/26/21 Term Loan - 10.10% inc PIK (SOFR + 5.50%, 0.75% Floor) % of Net Assets 4.4% Maturity Date 05/26/272024-01-012024-12-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMemberck0001715933:EquitySecuritiesTwoMember2024-12-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Term Loan - 23.35% inc PIK2025-03-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Revolver - 23.35% inc PIK2025-03-310001715933Non-Controlled Affiliated Investments Slogic Holding Corp. Revolver - 10.34%2025-03-310001715933ck0001715933:PercentageOfUnusedCapacityBetween0And30Memberck0001715933:SeventhAmendedRevolvingCreditAgreementMember2023-05-092023-05-090001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputPriceVolatilityMemberus-gaap:IncomeApproachValuationTechniqueMembersrt:MaximumMemberus-gaap:EquitySecuritiesMember2024-12-310001715933Equity Securities Chemicals AGY Equity LLC Class B Preferred Units2025-03-310001715933Debt Securities - Consumer Durables & Apparel, Twin Star International, Inc. Acquisition Date 10/03/24, 13th Amendment Priority Delayed Draw Term Loan - 25.00% inc PIK (25.00%, Fixed Coupon, all PIK), % of Net Assets 0.1% Maturity Date 06/18/262025-01-012025-03-310001715933Debt Securities Aerospace & Defense Navistar Defense, LLC Acquisition Date 07/27/23 Super Senior Revolver - 14.92% inc PIK (SOFR + 10.50%, 1.50% Floor, all PIK) % of Net Assets 8.4% Maturity Date 02/01/262025-03-310001715933us-gaap:FairValueInputsLevel3Memberck0001715933:DebtSecuritiesTwoMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMembersrt:MaximumMember2025-03-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:DebtSecuritiesMember2025-03-310001715933us-gaap:SecuredOvernightFinancingRateSofrOvernightIndexSwapRateMemberck0001715933:ThirdAmendedAndRestatedCreditAndSecurityAgreementWithPNCMemberck0001715933:PncRevolvingCreditFacilityMember2023-12-062023-12-060001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputRevenueMultipleMemberck0001715933:EquitySecuritiesTwoMember2024-12-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:IncomeApproachValuationTechniqueMemberck0001715933:EquitySecuritiesOneMembersrt:MaximumMemberus-gaap:MeasurementInputExpectedTermMember2024-01-012024-12-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. (fka Rapid Displays, Inc.) Term Loan - 11.15% inc PIK2024-12-310001715933Debt Securities Consumer Durables & Apparel2024-12-310001715933ck0001715933:NatixisCreditAgreementMemberck0001715933:NatixisRevolvingCreditFacilityMemberus-gaap:EurodollarMember2022-03-152022-03-150001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Term Loan - 10.71% inc PIK2024-12-310001715933ck0001715933:GreenfieldWorldTradeIncMember2024-12-310001715933us-gaap:MemberUnitsMember2024-03-310001715933Non-Controlled Affiliated Investments Encompass Digital Media, Inc. Revolver - 12.08% inc PIK2024-01-012024-12-3100017159332017-08-182018-12-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Class A Units2023-12-310001715933Equity Securities Textiles, Apparel & Luxury Goods2025-03-310001715933Non-Controlled Affiliated Investments Outform Holdings LLC Class A Common Units2025-01-012025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/18/21 Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.3% Maturity Date 06/18/262024-12-310001715933Equity Securities Textiles, Apparel & Luxury Goods Centric Brands GP LLC Membership Interests2025-03-310001715933Controlled Affiliated InvestmentsWDE TorcSill Holdings LLC Protective Advance Term Loan - 13.00% inc PIK2024-01-012024-12-310001715933Non-Controlled Affiliated Investments RL Parent Holdings LLC Class A Units2025-01-012025-03-310001715933Debt Securities, Consumer Services2025-03-310001715933us-gaap:RetainedEarningsMember2024-03-310001715933Liabilities in Excess of Other Assets (-118.8%)2024-12-310001715933Non-Controlled Affiliated Investments Encompass Digital Media, Inc. Term Loan - 12.07% inc PIK2025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 10/19/23 7th Amendment Incremental Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.1% Maturity Date 06/18/262025-01-012025-03-310001715933Debt Securities, Energy Equipment & Services WDE TorcSill Holdings LLC, Acquisition Date 10/22/19 Revolver - 23.35% inc PIK (SOFR + 18.75%, 4.60% Floor, all PIK) % of Net Assets 1.8%, Maturity Date 04/30/282025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/20/24 Protective Advance Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.4% Maturity Date 06/18/262025-03-310001715933us-gaap:FairValueInputsLevel2Memberus-gaap:CashEquivalentsMember2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:EquitySecuritiesMember2025-01-012025-03-310001715933Controlled Affiliated Investments Navistar Defense, LLC Term Loan - 12.92% inc PIK2025-03-310001715933srt:MinimumMemberus-gaap:InvestmentAffiliatedIssuerNoncontrolledMember2025-03-310001715933ck0001715933:NatixisCreditAgreementMemberck0001715933:NatixisRevolvingCreditFacilityMember2021-03-100001715933Non-Controlled Affiliated Investments Outform Group, Inc. (fka Rapid Displays, Inc.) Revolver - 11.15% inc PIK2023-12-310001715933Debt Securities Textiles, Apparel & Luxury Goods Centric Brands TopCo, LLC (fka Centric Brands Inc.) Acquisition Date 02/06/24 Term Loan A-1 - 11.03% (SOFR + 6.50%, 1.00% Floor) % of Net Assets 3.2% Maturity Date 02/06/312024-01-012024-12-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/12/23 Incremental Delayed Draw Term Loan - 11.95% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.2% Maturity Date 06/18/262025-01-012025-03-310001715933Debt Securities Consumer Durables & Apparel Twin Star International, Inc. Acquisition Date 06/20/24 Protective Advance Term Loan - 11.98% inc PIK (SOFR + 7.50%, 1.50% Floor, all PIK) % of Net Assets 0.4% Maturity Date 06/18/262024-12-310001715933Non-Controlled Affiliated Investments Encompass Digital Media, Inc. Term Loan - 12.07% inc PIK2024-12-310001715933Non-Controlled Affiliated Investments Outform Group, Inc. Revolver - 10.92% inc PIK2024-12-3100017159332018-12-310001715933Debt Securities Aerospace & Defense2024-12-310001715933Debt Securities Household Durables Greenfield World Trade, Inc. Acquisition Date 03/04/19 Last Out Term Loan – 17.79% inc PIK (SOFR + 13.33%, 1.50% Floor, 7.00% PIK) % of Net Assets 15.3% Maturity Date 03/31/252024-01-012024-12-310001715933Non-Controlled Affiliated Investments Encompass Digital Media Holdings, LLC Class A Units2023-12-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Protective Advance Term Loan - 25.75% inc PIK2025-01-012025-03-310001715933Non-Controlled Affiliated Investments Slogic Holding Corp. Last Out Term Loan - 10.52%2023-12-310001715933Equity Securities Software Mondee Holdings LLC Common Stock2024-12-310001715933ck0001715933:PncRevolvingCreditAgreementMemberck0001715933:PncRevolvingCreditFacilityMember2024-11-080001715933ck0001715933:GreenfieldWorldTradeIncMember2025-03-310001715933Equity Securities Energy Equipment & Services WDE TorcSill Holdings LLC Class A Units2024-12-310001715933Non-Controlled Affiliated Investments RL Parent Holdings LLC (fka Red Lobster Management, LLC) Class A Units2024-01-012024-12-310001715933Debt Securities Commercial & Professional Services Outform Group, Inc. (fka Rapid Displays, Inc.) Acquisition Date 09/29/22 Incremental Term Loan - 10.92% inc PIK (SOFR + 6.50%, 1.00% Floor all PIK) % of Net Assets 0.0% Maturity Date 04/13/292025-03-310001715933Controlled Affiliated Investments2024-01-012024-12-310001715933Equity Securities Software Mondee Holdings LLC2025-03-310001715933ck0001715933:OutformGroupIncMember2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputPriceVolatilityMembersrt:MinimumMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:EquitySecuritiesMember2024-12-310001715933us-gaap:FairValueInputsLevel1Memberus-gaap:CashEquivalentsMember2025-03-310001715933Controlled Affiliated Investments2024-12-310001715933Debt Securities Textiles, Apparel & Luxury Goods2024-12-310001715933Debt Securities Household Durables Greenfield World Trade, Inc. Acquisition Date 03/04/19 Last Out Term Loan – 17.79% inc PIK (SOFR + 13.33%, 1.50% Floor, 7.00% PIK) % of Net Assets 15.3% Maturity Date 03/31/252024-12-310001715933Debt Securities Commercial & Professional Services Outform Group, Inc. (fka Rapid Displays, Inc.) Acquisition Date 04/16/21 Revolver - 11.15% inc PIK (SOFR + 6.50%, 1.00% Floor all PIK) % of Net Assets 0.3% Maturity Date 04/13/292024-01-012024-12-310001715933Short-term Investments2025-03-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Class A Units2024-01-012024-12-310001715933ck0001715933:NonControlledAffiliatedInvestmentsMember2025-01-012025-03-310001715933Debt Securities Aerospace & Defense Navistar Defense, LLC Acquisition Date 08/01/22 Term Loan - 12.96% inc PIK (SOFR + 8.50%, 1.50% Floor, all PIK) % of Net Assets 1.0% Maturity Date 02/01/262024-12-310001715933us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMemberck0001715933:EquitySecuritiesOneMember2025-03-310001715933ck0001715933:TwinStarInternationalInc1Member2025-03-310001715933us-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:DebtSecuritiesMember2024-12-310001715933Controlled Affiliated Investments2025-01-012025-03-310001715933ck0001715933:ControlledAffiliatedInvestmentsMember2024-01-012024-03-310001715933Controlled Affiliated Investments WDE TorcSill Holdings LLC Term Loan - 23.35% inc PIK2024-12-310001715933Non-Controlled Affiliated Investments Slogic Holding Corp. Last Out Term Loan - 10.52%2024-12-310001715933us-gaap:FairValueInputsLevel2Memberus-gaap:EquitySecuritiesMember2024-12-310001715933us-gaap:RetainedEarningsMember2024-01-012024-03-310001715933Debt Securities Commercial & Professional Services Outform Group, Inc. (fka Rapid Displays, Inc.) Acquisition Date 04/16/21 Term Loan - 10.92% inc PIK (SOFR + 6.50%, 1.00% Floor all PIK) % of Net Assets 2.5% Maturity Date 04/13/292025-01-012025-03-310001715933Debt Securities Textiles, Apparel & Luxury Goods Hollander Intermediate LLC Acquisition Date 09/19/22 Term Loan - 13.22% inc PIK (SOFR + 8.75%, 3.00% Floor,10.58% PIK) % of Net Assets 10.8% Maturity Date 09/21/262024-01-012024-12-310001715933Equity Securities Media Encompass Digital Media, Inc. Class A Units2024-12-310001715933Equity Securities Aerospace & Defense TCW ND Parent Holdings LLC. Class A Units2024-12-310001715933Controlled Affiliated Investments TCW ND Parent Holdings LLC Class A Units2025-03-31xbrli:pureck0001715933:Segmentxbrli:sharesiso4217:USDxbrli:sharesiso4217:USD

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2025

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 814-01246

TCW DIRECT LENDING VII LLC

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware

82-2252672

(State or Other Jurisdiction of

Incorporation or Organization)

(I.R.S. Employer

Identification No.)

200 Clarendon Street, Boston, MA

02116

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (617) 936-2275

Not applicable

Former Name, Former Address and Former Fiscal Year, If Changed Since Last Report.

Securities registered pursuant to Section 12(b) of the Act.

 

 

 

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

None

Not applicable

Not applicable

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

 

 

 

 

Large accelerated filer

Accelerated filer

Non-Accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes ☐ No

As of March 31, 2025, there was no established public market for the Registrant’s common units. The number of the Registrant’s common units outstanding at May 13, 2025 was 13,734,010.

 

Auditor Firm Id: 34 Auditor Name: Deloitte & Touche LLP Auditor Location: Los Angeles, CA, U.S.A.

 

 


 

TCW DIRECT LENDING VII LLC

FORM 10-Q FOR THE QUARTER ENDED March 31, 2025

Table of Contents

INDEX

PAGE
NO.

PART I.

FINANCIAL INFORMATION

Item 1.

Financial Statements

Consolidated Schedule of Investments as of March 31, 2025 (unaudited) and December 31, 2024

3

Consolidated Statements of Assets and Liabilities as of March 31, 2025 (unaudited) and December 31, 2024

15

Consolidated Statements of Operations for the three months ended March 31, 2025 and 2024 (unaudited)

16

Consolidated Statements of Changes in Members’ Capital for the three months ended March 31, 2025 and 2024 (unaudited)

17

Consolidated Statement of Cash Flows for the three months ended March 31, 2025 and 2024 (unaudited)

18

Notes to Consolidated Financial Statements (unaudited)

19

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

38

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

53

Item 4.

Controls and Procedures

53

PART II.

OTHER INFORMATION

Item 1.

Legal Proceedings

54

Item 1A.

Risk Factors

54

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

54

Item 3.

Defaults Upon Senior Securities

54

Item 4.

Mine Safety Disclosures

54

Item 5.

Other Information

54

Item 6.

Exhibits

55

SIGNATURES

57

 

 


TCW Direct Lending VII LLC

Consolidated Schedule of Investments (Unaudited)

As of March 31, 2025

 

 

Industry

 

Issuer

 

Acquisition
Date

 

Investment

 

% of Net
Assets

 

 

Par
    Amount

 

 

Maturity
Date

 

Amortized
Cost

 

 

Fair Value

 

 

DEBT(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Aerospace & Defense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Columbia Helicopters Inc.

 

08/20/19

 

Last Out Term Loan - 15.69% inc PIK
(
SOFR + 11.25%, 1.50% Floor, 3.75% PIK)

 

 

3.1

%

 

$

16,300,436

 

 

09/04/25

 

$

16,300,436

 

 

$

16,137,431

 

 

Heligear Acquisition Co.

 

07/30/19

 

Term Loan - 12.05%
(
SOFR + 7.50%, 2.00% Floor)

 

 

8.6

%

 

 

44,088,010

 

 

09/30/25

 

 

44,088,010

 

 

 

44,088,010

 

 

Karman Holdings LLC

 

12/21/20

 

Term Loan - 10.73%
(
SOFR + 6.25%, 2.00% Floor)

 

 

11.2

%

 

 

57,426,399

 

 

12/21/25

 

 

57,242,228

 

 

 

57,426,399

 

 

Navistar Defense, LLC (2)

 

07/27/23

 

Super Senior Revolver - 14.92% inc PIK
(
SOFR + 10.50%, 1.50% Floor, all PIK)

 

 

8.4

%

 

 

43,053,549

 

 

02/01/26

 

 

43,042,864

 

 

 

43,053,549

 

 

Navistar Defense, LLC (2)(5)(8)

 

08/01/22

 

Term Loan - 12.92% inc PIK
(
SOFR + 8.50%, 1.50% Floor, all PIK)

 

 

2.5

%

 

 

49,515,830

 

 

02/01/26

 

 

33,902,502

 

 

 

12,874,116

 

 

 

 

 

 

 

 

 

33.8

%

 

 

210,384,224

 

 

 

 

 

194,576,040

 

 

 

173,579,505

 

Capital Goods

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Carolina Atlantic Roofing Supply LLC

 

05/28/21

 

Term Loan - 13.58% inc PIK
(
SOFR + 9.00%, 2.00% Floor, 3.00% PIK)

 

 

6.6

%

 

 

34,053,499

 

 

05/28/28

 

 

33,900,545

 

 

 

33,644,857

 

 

 

 

 

 

 

 

 

6.6

%

 

 

34,053,499

 

 

 

 

 

33,900,545

 

 

 

33,644,857

 

Chemicals

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AGY Holdings Corp.

 

09/21/20

 

Term Loan - 14.55% inc PIK
(
SOFR + 10.00%, 1.50% Floor, all PIK)

 

 

3.7

%

 

 

19,128,225

 

 

09/21/27

 

 

19,128,225

 

 

 

19,128,225

 

 

AGY Holdings Corp.

 

05/27/22

 

Delayed Draw Term Loan - 14.56% inc PIK
(
SOFR + 10.00%, 1.50% Floor, all PIK)

 

 

3.9

%

 

 

19,843,502

 

 

09/21/27

 

 

19,843,495

 

 

 

19,843,502

 

 

 

 

 

 

 

 

 

7.6

%

 

 

38,971,727

 

 

 

 

 

38,971,720

 

 

 

38,971,727

 

Commercial & Professional Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outform Group, Inc. (fka Rapid Displays, Inc.)(4)

 

04/16/21

 

Term Loan - 10.92% inc PIK
(
SOFR + 6.50%, 1.00% Floor, all PIK)

 

 

2.5

%

 

 

13,915,236

 

 

04/13/29

 

 

13,882,902

 

 

 

12,704,610

 

 

Outform Group, Inc. (fka Rapid Displays, Inc.)(4)

 

04/16/21

 

Revolver - 10.92% inc PIK
(
SOFR + 6.50%, 1.00% Floor, all PIK)

 

 

0.2

%

 

 

1,227,185

 

 

04/13/29

 

 

1,227,185

 

 

 

1,120,420

 

 

Outform Group, Inc. (fka Rapid Displays, Inc.)(4)

 

09/29/22

 

Incremental Term Loan - 10.92% inc PIK
(
SOFR + 6.50%, 1.00% Floor, all PIK)

 

 

0.0

%

 

 

246,339

 

 

04/13/29

 

 

244,903

 

 

 

224,907

 

 

 

 

 

 

 

 

 

2.7

%

 

 

15,388,760

 

 

 

 

 

15,354,990

 

 

 

14,049,937

 

Consumer Durables & Apparel

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Twin Star International, Inc.

 

06/12/23

 

Incremental Delayed Draw Term Loan - 11.95% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.2

%

 

 

1,079,539

 

 

06/18/26

 

 

1,079,539

 

 

 

1,079,539

 

 

Twin Star International, Inc.(5)(8)

 

06/18/21

 

Term Loan - 11.95% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.2

%

 

 

55,621,612

 

 

06/18/26

 

 

44,197,185

 

 

 

1,168,054

 

 

Twin Star International, Inc.

 

02/15/23

 

Delayed Draw Term Loan - 11.95% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.2

%

 

 

1,103,551

 

 

06/18/26

 

 

1,103,551

 

 

 

1,103,551

 

 

Twin Star International, Inc.

 

06/12/23

 

Incremental Term Loan - 11.95% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.2

%

 

 

1,102,220

 

 

06/18/26

 

 

1,102,220

 

 

 

1,102,220

 

 

Twin Star International, Inc.

 

10/19/23

 

7th Amendment Incremental Term Loan - 11.95% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.1

%

 

 

550,938

 

 

06/18/26

 

 

550,938

 

 

 

550,938

 

 

Twin Star International, Inc.

 

10/19/23

 

7th Amendment Incremental Delayed Draw Term Loan - 11.95% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.6

%

 

 

3,127,476

 

 

06/18/26

 

 

3,109,023

 

 

 

3,127,476

 

 

Twin Star International, Inc.

 

06/20/24

 

Protective Advance Term Loan - 11.95% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.4

%

 

 

2,167,355

 

 

06/18/26

 

 

2,167,355

 

 

 

2,167,355

 

 

Twin Star International, Inc.

 

10/03/24

 

13th Amendment Term Loan - 11.95% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.1

%

 

 

327,827

 

 

06/18/26

 

 

327,827

 

 

 

327,827

 

 

Twin Star International, Inc.

 

10/03/24

 

13th Amendment Delayed Draw Term Loan - 11.95% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.1

%

 

 

726,933

 

 

06/18/26

 

 

726,933

 

 

 

726,933

 

 

3


TCW Direct Lending VII LLC

Consolidated Schedule of Investments (Unaudited) (Continued)

March 31, 2025

 

 

Industry

 

Issuer

 

Acquisition
Date

 

Investment

 

% of Net
Assets

 

 

Par
    Amount

 

 

Maturity
Date

 

Amortized
Cost

 

 

Fair Value

 

 

DEBT (continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumer Durables & Apparel (continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Twin Star International, Inc.

 

10/03/24

 

13th Amendment Priority Delayed Draw Term Loan - 25.00% inc PIK
(
25.00%, Fixed Coupon, all PIK)

 

 

0.1

%

 

$

566,272

 

 

06/18/26

 

$

566,272

 

 

$

566,272

 

 

Twin Star International, Inc.

 

01/29/25

 

14th Amendment Delayed Draw Term Loan - 25.00% inc PIK
(
25.00%, Fixed Coupon, all PIK)

 

 

0.1

%

 

 

347,392

 

 

06/18/26

 

 

347,392

 

 

 

347,392

 

 

Twin Star International, Inc.

 

01/29/25

 

14th Amendment Term Loan - 25.00% inc PIK
(
25.00%, Fixed Coupon, all PIK)

 

 

0.2

%

 

 

780,829

 

 

06/18/26

 

 

780,829

 

 

 

780,829

 

 

 

 

 

 

 

 

 

2.5

%

 

 

67,501,944

 

 

 

 

 

56,059,064

 

 

 

13,048,386

 

Consumer Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Grand Circle Corporation

 

02/26/21

 

Term Loan - 13.19%
(
SOFR + 8.75%, 1.25% Floor)

 

 

7.3

%

 

 

37,282,300

 

 

02/26/26

 

 

37,147,809

 

 

 

37,282,300

 

 

 

 

 

 

 

 

 

7.3

%

 

 

37,282,300

 

 

 

 

 

37,147,809

 

 

 

37,282,300

 

Energy Equipment & Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

WDE TorcSill Holdings LLC(2)

 

10/22/19

 

Revolver - 23.35% inc PIK
(
SOFR + 18.75%, 4.60% Floor, all PIK)

 

 

1.8

%

 

 

11,688,203

 

 

04/30/28

 

 

11,688,203

 

 

 

9,245,368

 

 

WDE TorcSill Holdings LLC(2)

 

10/22/19

 

Term Loan - 23.35% inc PIK
(
SOFR + 18.75%, 4.60% Floor, all PIK)

 

 

4.0

%

 

 

26,131,683

 

 

04/30/28

 

 

26,131,683

 

 

 

20,670,161

 

 

WDE TorcSill Holdings LLC(2)

 

08/13/24

 

Protective Advance Term Loan - 25.75% inc PIK
(
PRIME + 18.25%, 4.60% Floor, all PIK)

 

 

0.6

%

 

 

2,775,487

 

 

04/30/28

 

 

2,775,487

 

 

 

2,858,752

 

 

 

 

 

 

 

 

 

6.4

%

 

 

40,595,373

 

 

 

 

 

40,595,373

 

 

 

32,774,281

 

Hotels, Restaurants & Leisure

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

KBP Brands, LLC

 

05/26/21

 

Term Loan - 10.56%
(
SOFR + 6.00%, 0.75% Floor)

 

 

4.5

%

 

 

23,946,071

 

 

05/26/27

 

 

23,832,187

 

 

 

23,155,851

 

 

RL Investor Holdings LLC (fka Red Lobster Management, LLC)(4)

 

09/16/24

 

Term Loan - 11.80% inc PIK
(
SOFR + 7.50%, 2.00% Floor, all PIK)

 

 

9.2

%

 

 

47,388,099

 

 

09/16/29

 

 

47,388,099

 

 

 

47,388,099

 

 

 

 

 

 

 

 

 

13.7

%

 

 

71,334,170

 

 

 

 

 

71,220,286

 

 

 

70,543,950

 

Household Durables

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Slogic Holding Corp. (4)

 

08/25/23

 

Revolver - 10.34%
(
SOFR + 5.87%, 1.00% Floor)

 

 

0.8

%

 

 

3,877,285

 

 

06/30/26

 

 

3,877,285

 

 

 

3,877,285

 

 

Slogic Holding Corp. (4)

 

06/29/18

 

Last Out Term Loan - 10.34%
(
SOFR + 5.87%, 1.00% Floor)

 

 

4.9

%

 

 

26,681,925

 

 

10/29/26

 

 

26,681,925

 

 

 

24,894,236

 

 

Greenfield World Trade, Inc.

 

01/31/25

 

18th Amendment Last Out Term Loan - 17.77% inc PIK
(
SOFR + 13.33%, 1.50% Floor, all PIK)

 

 

0.4

%

 

 

3,030,025

 

 

05/22/25

 

 

3,030,025

 

 

 

1,981,636

 

 

Greenfield World Trade, Inc.

 

03/04/19

 

Last Out Term Loan - 17.77% inc PIK
(
SOFR + 13.33%, 1.50% Floor, all PIK)

 

 

12.6

%

 

 

98,520,241

 

 

05/22/25

 

 

98,397,895

 

 

 

64,432,238

 

 

 

 

 

 

 

 

 

18.7

%

 

 

132,109,476

 

 

 

 

 

131,987,130

 

 

 

95,185,395

 

Media

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Encompass Digital Media, Inc.(4)(5)(8)

 

10/01/18

 

Revolver - 12.07% inc PIK
(
SOFR + 7.75%, 1.50% Floor, all PIK)

 

 

0.3

%

 

 

3,672,937

 

 

09/28/25

 

 

3,267,678

 

 

 

1,520,596

 

 

Encompass Digital Media, Inc.(4)(5)(8)

 

10/01/18

 

Term Loan - 12.07% inc PIK
(
SOFR + 7.75%, 1.50% Floor, all PIK)

 

 

3.2

%

 

 

39,155,547

 

 

09/28/25

 

 

35,633,236

 

 

 

16,210,396

 

 

 

 

 

 

 

 

 

3.5

%

 

 

42,828,484

 

 

 

 

 

38,900,914

 

 

 

17,730,992

 

Publishing

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Bendon Inc.

 

12/11/20

 

Revolver - 12.17%
(
SOFR + 7.75%, 1.50% Floor)

 

 

0.2

%

 

 

968,422

 

 

12/11/25

 

 

968,422

 

 

 

941,307

 

 

Bendon Inc.

 

12/11/20

 

Term Loan - 12.17%
(
SOFR + 7.75%, 1.50% Floor)

 

 

7.4

%

 

 

39,281,139

 

 

12/11/25

 

 

39,156,980

 

 

 

38,181,267

 

 

 

 

 

 

 

 

 

7.6

%

 

 

40,249,561

 

 

 

 

 

40,125,402

 

 

 

39,122,574

 

 

4


TCW Direct Lending VII LLC

Consolidated Schedule of Investments (Unaudited) (Continued)

March 31, 2025

 

Industry

 

Issuer

 

Acquisition
Date

 

Investment

 

% of Net
Assets

 

 

Par
    Amount/Shares

 

 

Maturity
Date

 

Amortized
Cost

 

 

Fair Value

 

 

DEBT (continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Software

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mondee, Inc. Secured Super-Priority Debtor-In-Possession Term Loan

 

01/17/25

 

Delayed Draw Term Loan - 14.56% inc PIK
(
SOFR + 10.00%, 1.75% Floor, all PIK)

 

 

12.3

%

 

 

62,837,202

 

 

04/24/25

 

 

62,837,202

 

 

 

62,837,202

 

 

Mondee Holdings LLC

 

12/20/19

 

Term Loan - 10.56% inc PIK
(
SOFR + 6.00%, 1.75% Floor, 2.50% PIK)

 

 

2.1

%

 

 

55,998,152

 

 

06/30/28

 

 

55,998,152

 

 

 

10,919,640

 

 

 

 

 

 

 

 

 

14.4

%

 

 

118,835,354

 

 

 

 

 

118,835,354

 

 

 

73,756,842

 

Textiles, Apparel & Luxury Goods

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Centric Brands Inc. (3)

 

02/06/24

 

Term Loan - 9.80%
(
SOFR + 5.50%, 1.00% Floor)

 

 

3.2

%

 

$

16,206,598

 

 

08/06/29

 

$

15,849,446

 

 

$

16,206,598

 

 

Centric Brands TopCo, LLC (fka Centric Brands Inc.) (3)

 

02/06/24

 

Term Loan A-1 - 10.80%
(
SOFR + 6.50%, 1.00% Floor)

 

 

2.7

%

 

 

13,686,715

 

 

02/06/31

 

 

13,367,967

 

 

 

13,686,715

 

 

Centric Brands TopCo, LLC (fka Centric Brands Inc.) (3)

 

02/06/24

 

Term Loan A-2 - 12.30% inc PIK
(
SOFR + 8.00%, 1.00% Floor, all PIK)

 

 

3.1

%

 

 

15,703,240

 

 

02/06/31

 

 

15,382,421

 

 

 

15,703,240

 

 

Live Comfortably Borrower LLC (fka Hollander Intermediate LLC)(2)

 

09/19/22

 

Term Loan - 7.44%
(
SOFR + 3.00%, 3.00% Floor)

 

 

11.0

%

 

 

64,000,723

 

 

09/19/27

 

 

59,748,615

 

 

 

56,256,636

 

 

 

 

 

 

 

 

 

20.0

%

 

 

109,597,276

 

 

 

 

 

104,348,449

 

 

 

101,853,189

 

 

Total Debt Investments

 

 

 

 

 

 

144.8

%

 

 

959,132,148

 

 

 

 

 

922,023,076

 

 

 

741,543,935

 

 

EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Aerospace & Defense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TCW ND Parent Holdings LLC. (2)(5)(6)

 

 

 

 Class A Units

 

 

0.0

%

 

 

4,399

 

 

 

 

 

43,990

 

 

 

 

 

 

 

 

 

 

 

 

0.0

%

 

 

4,399

 

 

 

 

 

43,990

 

 

 

 

Chemicals

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AGY Equity LLC (5)(6)

 

 

 

 Class A Preferred Units

 

 

0.0

%

 

 

7,752,414

 

 

 

 

 

 

 

 

 

 

AGY Equity LLC (5)(6)

 

 

 

 Class B Preferred Units

 

 

0.0

%

 

 

10,078,138

 

 

 

 

 

 

 

 

 

 

AGY Equity LLC (5)(6)

 

 

 

 Class C Common Units

 

 

0.0

%

 

 

11,241,000

 

 

 

 

 

 

 

 

 

 

AGY Equity LLC (5)(6)

 

 

 

 Class D Preferred Units

 

 

1.7

%

 

 

3,997,226

 

 

 

 

 

3,997,226

 

 

 

8,537,275

 

 

AGY Equity LLC (5)(6)

 

 

 

 Class E Preferred Units

 

 

4.8

%

 

 

36,177,931

 

 

 

 

 

36,177,931

 

 

 

24,655,260

 

 

 

 

 

 

 

 

 

6.5

%

 

 

69,246,709

 

 

 

 

 

40,175,157

 

 

 

33,192,535

 

Commercial & Professional Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outform Holdings LLC (fka Rapid Displays, Inc.)(4)(5)(6)

 

 

 

 Class A Common Units

 

 

0.0

%

 

 

7,872,225

 

 

 

 

 

39,361

 

 

 

 

 

 

 

 

 

 

 

 

0.0

%

 

 

7,872,225

 

 

 

 

 

39,361

 

 

 

 

Energy Equipment & Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

WDE TorcSill Holdings LLC(2)(5)(6)

 

 

 

 Class A Units

 

 

0.0

%

 

 

756,280

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0.0

%

 

 

756,280

 

 

 

 

 

 

 

 

 

Hotels, Restaurants & Leisure

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RL Parent Holdings LLC (fka Red Lobster Management, LLC) (4)(5)(6)

 

 

 

 Class A Units

 

 

2.1

%

 

 

40,276

 

 

 

 

 

40,276,460

 

 

 

10,806,782

 

 

 

 

 

 

 

 

 

2.1

%

 

 

40,276

 

 

 

 

 

40,276,460

 

 

 

10,806,782

 

 

5


TCW Direct Lending VII LLC

Consolidated Schedule of Investments (Unaudited) (Continued)

March 31, 2025

 

Industry

 

Issuer

 

 

 

Investment

 

% of Net
Assets

 

 

Shares

 

 

 

 

Amortized
Cost

 

 

Fair Value

 

 

EQUITY (continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Household Durables

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shelterlogic Group Holdings, Inc (4)(5)(6)

 

 

 

 Common Stock

 

 

0.0

%

 

 

1,254,034

 

 

 

 

 

 

 

 

 

 

Greenfield World Trade, Inc. (5)(6)

 

 

 

 Class A-1 Warrant, expires 03/25/27

 

 

0.0

%

 

 

4,975

 

 

 

 

 

3,178,520

 

 

 

 

 

Greenfield World Trade, Inc. (5)(6)

 

 

 

 Class A-2 Warrant, expires 03/25/27

 

 

0.0

%

 

 

1,730

 

 

 

 

 

1,189,508

 

 

 

 

 

Greenfield World Trade, Inc. (5)(6)

 

 

 

 Class A-3 Warrant, expires 03/25/27

 

 

0.0

%

 

 

145

 

 

 

 

 

113,932

 

 

 

 

 

Greenfield World Trade, Inc. (5)(6)

 

 

 

 Class A-4 Warrant, expires 03/25/27

 

 

0.0

%

 

 

2,401

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0.0

%

 

 

1,263,285

 

 

 

 

 

4,481,960

 

 

 

 

Media

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Encompass Digital Media, Inc.(4)(5)(6)

 

 

 

 Class A Units

 

 

0.0

%

 

 

722,097

 

 

 

 

$

 

 

$

 

 

 

 

 

 

 

 

 

0.0

%

 

 

722,097

 

 

 

 

 

 

 

 

 

Software

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mondee Holdings LLC (5)(6)

 

 

 

 Common Stock

 

 

0.0

%

 

 

570,627

 

 

 

 

 

764,071

 

 

 

 

 

 

 

 

 

 

 

 

0.0

%

 

 

570,627

 

 

 

 

 

764,071

 

 

 

 

Textiles, Apparel & Luxury Goods

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Live Comfortably Inc. (fka Hollander Intermediate LLC)(2)(5)(6)

 

 

 

 Common Stock

 

 

0.0

%

 

 

29,460

 

 

 

 

 

 

 

 

 

 

Centric Brands GP LLC (3)(5)(6)

 

 

 

 Membership Interests

 

 

0.0

%

 

 

359,231

 

 

 

 

 

 

 

 

 

 

Centric Brands L.P. (3)(5)(6)

 

 

 

 Class A LP Interests

 

 

3.5

%

 

 

359,231

 

 

 

 

 

95,579

 

 

 

17,779,180

 

 

 

 

 

 

 

 

 

3.5

%

 

 

747,922

 

 

 

 

 

95,579

 

 

 

17,779,180

 

 

Total Equity Investments

 

 

12.1

%

 

 

81,223,820

 

 

 

 

 

85,876,578

 

 

 

61,778,497

 

 

Total Debt & Equity Investments (7)

 

 

156.9

%

 

 

 

 

 

 

 

1,007,899,654

 

 

 

803,322,432

 

 

Cash Equivalents

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

First American Government Obligation Fund, Yield 4.27%, Class X (FGXXX)

 

 

4.8

%

 

 

24,488,612

 

 

 

 

 

24,488,612

 

 

 

24,488,612

 

 

Total Cash Equivalents

 

 

4.8

%

 

 

 

 

 

 

 

24,488,612

 

 

 

24,488,612

 

 

Short-term Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury Bill, Yield 4.29%, Maturity Date 04/03/25

 

 

57.7

%

 

 

300,000,000

 

 

 

 

 

295,864,750

 

 

 

295,864,750

 

 

Total Short-term Investments

 

 

57.7

%

 

 

 

 

 

 

 

295,864,750

 

 

 

295,864,750

 

 

Total Investments (219.1%)

 

 

 

 

 

 

 

 

 

$

1,328,253,016

 

 

$

1,123,675,794

 

 

Net unrealized depreciation on unfunded commitments (-0.2%)

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,070,607

)

 

Liabilities in Excess of Other Assets (-118.9%)

 

 

 

 

 

 

 

 

 

 

 

 

 

(609,801,534

)

 

Net Assets (100.0%)

 

 

 

 

 

 

 

 

 

 

 

 

$

512,803,653

 

 

(1)
Certain debt investments are subject to contractual restrictions on resale, such as approval of the agent or borrower.

6


TCW Direct Lending VII LLC

Consolidated Schedule of Investments (Unaudited) (Continued)

March 31, 2025

 

(2)
As defined in the Investment Company Act of 1940, the investment is deemed to be a “controlled affiliated person” of the Company because the Company owns, either directly or indirectly, 25% or more of the portfolio company’s outstanding voting securities or has the power to exercise control over management or policies of such portfolio company. Fair value as of December 31, 2024 and March 31, 2025 along with transactions during the period ended March 31, 2025 in these controlled investments are as follows:

 

Name of Investment

 

Fair Value at December 31, 2024

 

 

Gross Addition (a)

 

 

Gross Reduction (b)

 

 

Realized Gains
(Losses)

 

 

Net Change in
Unrealized
  Appreciation/
   (Depreciation)

 

 

Fair Value at March 31, 2025

 

 

Interest/Dividend/
Other income

 

Live Comfortably Borrower LLC (fka Hollander Intermediate LLC) Term Loan - 7.44% inc PIK

 

 

57,009,438

 

 

 

2,935,862

 

 

 

 

 

 

(4,252,108

)

 

 

563,444

 

 

 

56,256,636

 

 

 

2,356,425

 

Live Comfortably Inc. (fka Hollander Intermediate LLC) Common Stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Navistar Defense, LLC Super Senior Revolver - 14.92% inc PIK

 

 

41,485,621

 

 

 

1,571,071

 

 

 

 

 

 

 

 

 

(3,143

)

 

 

43,053,549

 

 

 

1,571,684

 

Navistar Defense, LLC Term Loan - 12.92% inc PIK

 

 

5,226,437

 

 

 

544,990

 

 

 

 

 

 

 

 

 

7,102,689

 

 

 

12,874,116

 

 

 

544,990

 

TCW ND Parent Holdings LLC Class A Units

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

WDE TorcSill Holdings LLC Class A Units

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

WDE TorcSill Holdings LLC Protective Advance Term Loan - 25.75% inc PIK

 

 

2,683,278

 

 

 

170,363

 

 

 

 

 

 

 

 

 

5,111

 

 

 

2,858,752

 

 

 

171,408

 

WDE TorcSill Holdings LLC Revolver - 23.35% inc PIK

 

 

10,184,750

 

 

 

653,805

 

 

 

 

 

 

 

 

 

(1,593,187

)

 

 

9,245,368

 

 

 

658,112

 

WDE TorcSill Holdings LLC Term Loan - 23.35% inc PIK

 

 

22,770,365

 

 

 

1,461,732

 

 

 

 

 

 

 

 

 

(3,561,936

)

 

 

20,670,161

 

 

 

1,471,339

 

Total Controlled Affiliated investments

 

$

139,359,889

 

 

$

7,337,823

 

 

$

 

 

$

(4,252,108

)

 

$

2,512,978

 

 

$

144,958,582

 

 

$

6,773,958

 

 

(a)
Gross additions include new purchases, payment-in-kind (“PIK”) income and amortization of original issue and market discounts.
(b)
Gross reductions include decreases in the cost basis from sales, paydown and the amortization of premium.
(3)
The investment is not a qualifying asset as defined in Section 55(a) under the Investment Company Act of 1940, as amended. A business development company may not acquire an asset other than qualifying assets, unless, at the time the acquisition is made, qualifying assets represent at least 70% of the company’s total assets. As of March 31, 2025, $63,375,733 or 5.6% of the Company’s total assets were represented by “non-qualifying assets.”
(4)
As defined in the Investment Company Act of 1940, the investment is deemed to be an “affiliated person” of the Company because the Company owns, either directly or indirectly, between 5% and 25% of the portfolio company’s outstanding voting securities or has the power to exercise control over management or policies of such portfolio company. Fair value as of December 31, 2024 and March 31, 2025 along with transactions during the period ended March 31, 2025 in these affiliated investments are as follows:

 

Name of Investment

 

Fair Value at December 31, 2024

 

 

Gross Addition (a)

 

 

Gross Reduction (b)

 

 

Realized Gains
(Losses)

 

 

Net Change in
Unrealized
Appreciation/
(Depreciation)

 

 

Fair Value at March 31, 2025

 

 

Interest/Dividend/
Other income

 

Encompass Digital Media Holdings, LLC Class A Units

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

Encompass Digital Media, Inc. Revolver - 12.07% inc PIK

 

 

1,992,532

 

 

 

 

 

 

(866,557

)

 

 

 

 

 

394,621

 

 

 

1,520,596

 

 

 

 

Encompass Digital Media, Inc. Term Loan - 12.07% inc PIK

 

 

17,174,507

 

 

 

 

 

 

(1

)

 

 

 

 

 

(964,110

)

 

 

16,210,396

 

 

 

 

Outform Holdings LLC Class A Common Units

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outform Group, Inc. Incremental Term Loan - 10.92% inc PIK

 

 

239,613

 

 

 

7,068

 

 

 

 

 

 

 

 

 

(21,774

)

 

 

224,907

 

 

 

7,009

 

Outform Group, Inc. Revolver - 10.92% inc PIK

 

 

1,650,789

 

 

 

48,396

 

 

 

(472,000

)

 

 

 

 

 

(106,765

)

 

 

1,120,420

 

 

 

43,801

 

Outform Group, Inc. Term Loan - 10.92% inc PIK

 

 

13,535,325

 

 

 

387,629

 

 

 

 

 

 

 

 

 

(1,218,344

)

 

 

12,704,610

 

 

 

384,272

 

RL Parent Holdings LLC Class A Units

 

 

21,295,977

 

 

 

 

 

 

 

 

 

 

 

 

(10,489,195

)

 

 

10,806,782

 

 

 

 

RL Investor Holdings LLC Term Loan - 11.80% inc PIK

 

 

46,026,991

 

 

 

1,361,108

 

 

 

 

 

 

 

 

 

 

 

 

47,388,099

 

 

 

1,361,516

 

Shelterlogic Group Holdings, Inc Common Stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Slogic Holding Corp. Last Out Term Loan - 10.34%

 

 

26,468,470

 

 

 

 

 

 

 

 

 

 

 

 

(1,574,234

)

 

 

24,894,236

 

 

 

697,805

 

Slogic Holding Corp. Revolver - 10.34%

 

 

3,877,285

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,877,285

 

 

 

103,124

 

Total Non-Controlled Affiliated Investments

 

$

132,261,489

 

 

$

1,804,201

 

 

$

(1,338,558

)

 

$

 

 

$

(13,979,801

)

 

$

118,747,331

 

 

$

2,597,527

 

 

(a)
Gross additions include new purchases, PIK income and amortization of original issue and market discounts.
(b)
Gross reductions include decreases in the cost basis from sales, paydown and the amortization of premium.
(5)
Non-income producing.
(6)
All or a portion of such security was acquired in a transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”) and may be deemed “restricted securities” under the Securities Act. As of March 31, 2025, the aggregate fair value of these securities was $61,778,497, or 5.4% of the Company’s total assets.
(7)
The fair value of each debt and equity investment was determined using significant unobservable inputs and such investments are considered to be Level 3 within the Fair Value Hierarchy. See Note 3 “Investment Valuations and Fair Value Measurements.”
(8)
Investment is in default as of March 31, 2025.

7


TCW Direct Lending VII LLC

Consolidated Schedule of Investments (Unaudited) (Continued)

March 31, 2025

 

 

SOFR - Secured Overnight Financing Rate, generally 1-Month or 3-Month

 

PRIME - Prime Rate

 

PIK - Payment-In-Kind

Aggregate acquisitions and aggregate dispositions of investments, other than government securities, totaled $37,967,112 and $12,478,225, respectively, for the period ended March 31, 2025. Aggregate acquisitions includes investment assets received as payment in kind. Aggregate dispositions includes principal paydowns on and maturities of debt investments.

Country Breakdown of Portfolio

 

 

 

United States

 

 

100

%

See Notes to Consolidated Financial Statements

 

8


TCW DIRECT LENDING VII LLC

Consolidated Schedule of Investments

As of December 31, 2024

 

 

 

Industry

 

Issuer

 

Acquisition
Date

 

Investment

 

% of Net
Assets

 

 

Par
    Amount

 

 

Maturity
Date

 

Amortized
Cost

 

 

Fair Value

 

 

DEBT(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Aerospace & Defense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Columbia Helicopters Inc.

 

08/20/19

 

Last Out Term Loan - 15.84% inc PIK
(
SOFR + 11.25%, 1.50% Floor, 3.75% PIK)

 

 

2.9

%

 

$

16,068,695

 

 

09/04/25

 

$

16,068,695

 

 

$

15,474,153

 

 

Heligear Acquisition Co.

 

07/30/19

 

Term Loan - 12.08%
(
SOFR + 7.50%, 2.00% Floor)

 

 

8.5

%

 

 

44,822,810

 

 

06/30/25

 

 

44,822,810

 

 

 

44,822,810

 

 

Karman Holdings LLC

 

12/21/20

 

Revolver - 10.73%
(
SOFR + 6.25%, 2.00% Floor)

 

 

1.2

%

 

 

6,554,864

 

 

12/21/25

 

 

6,554,864

 

 

 

6,554,864

 

 

Karman Holdings LLC

 

12/21/20

 

Term Loan - 10.73%
(
SOFR + 6.25%, 2.00% Floor)

 

 

11.0

%

 

 

57,830,258

 

 

12/21/25

 

 

57,581,565

 

 

 

57,830,258

 

 

Navistar Defense, LLC (2)

 

07/27/23

 

Super Senior Revolver - 14.96% inc PIK
(
SOFR + 10.50%, 1.50% Floor, all PIK)

 

 

7.9

%

 

 

41,485,621

 

 

02/01/26

 

 

41,471,793

 

 

 

41,485,621

 

 

Navistar Defense, LLC (2)(5)(8)

 

08/01/22

 

Term Loan - 12.96% inc PIK
(
SOFR + 8.50%, 1.50% Floor, all PIK)

 

 

1.0

%

 

 

47,948,961

 

 

02/01/26

 

 

33,357,512

 

 

 

5,226,437

 

 

 

 

 

 

 

 

 

32.5

%

 

 

214,711,209

 

 

 

 

 

199,857,239

 

 

 

171,394,143

 

Capital Goods

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Carolina Atlantic Roofing Supply LLC

 

05/28/21

 

Term Loan - 13.78% inc PIK
(
SOFR + 9.00%, 2.00% Floor, 3.00% PIK)

 

 

6.3

%

 

 

33,842,351

 

 

05/28/28

 

 

33,656,530

 

 

 

33,131,662

 

 

 

 

 

 

 

 

 

6.3

%

 

 

33,842,351

 

 

 

 

 

33,656,530

 

 

 

33,131,662

 

Chemicals

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AGY Holdings Corp.

 

09/21/20

 

Term Loan - 14.85% inc PIK
(
SOFR + 10.00%, 1.50% Floor, 6.00% PIK)

 

 

3.5

%

 

 

18,444,254

 

 

09/21/27

 

 

18,444,254

 

 

 

18,444,254

 

 

AGY Holdings Corp.

 

05/27/22

 

Delayed Draw Term Loan - 14.59% inc PIK
(
SOFR + 10.00%, 1.50% Floor, 6.00% PIK)

 

 

3.6

%

 

 

19,136,952

 

 

09/21/27

 

 

19,136,944

 

 

 

19,136,952

 

 

 

 

 

 

 

 

 

7.1

%

 

 

37,581,206

 

 

 

 

 

37,581,198

 

 

 

37,581,206

 

Commercial & Professional Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outform Group, Inc. (fka Rapid Displays, Inc.)(4)

 

04/16/21

 

Term Loan - 11.15% inc PIK
(
SOFR + 6.50%, 1.00% Floor, all PIK)

 

 

2.6

%

 

 

13,535,325

 

 

04/13/29

 

 

13,495,272

 

 

 

13,535,325

 

 

Outform Group, Inc. (fka Rapid Displays, Inc.)(4)

 

04/16/21

 

Revolver - 11.15% inc PIK
(
SOFR + 6.50%, 1.00% Floor, all PIK)

 

 

0.3

%

 

 

1,650,789

 

 

04/13/29

 

 

1,650,789

 

 

 

1,650,789

 

 

Outform Group, Inc. (fka Rapid Displays, Inc.)(4)

 

09/29/22

 

Incremental Term Loan - 11.15% inc PIK
(
SOFR + 6.50%, 1.00% Floor, all PIK)

 

 

0.0

%

 

 

239,613

 

 

04/13/29

 

 

237,835

 

 

 

239,613

 

 

 

 

 

 

 

 

 

2.9

%

 

 

15,425,727

 

 

 

 

 

15,383,896

 

 

 

15,425,727

 

Consumer Durables & Apparel

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Twin Star International, Inc.

 

06/12/23

 

Incremental Delayed Draw Term Loan - 11.98% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.2

%

 

 

1,048,151

 

 

06/18/26

 

 

1,048,151

 

 

 

1,048,151

 

 

Twin Star International, Inc.(5)(8)

 

06/18/21

 

Term Loan - 11.98% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.3

%

 

 

54,004,347

 

 

06/18/26

 

 

44,197,185

 

 

 

1,566,126

 

 

Twin Star International, Inc.

 

02/15/23

 

Delayed Draw Term Loan - 11.98% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.2

%

 

 

1,071,463

 

 

06/18/26

 

 

1,071,463

 

 

 

1,071,463

 

 

Twin Star International, Inc.

 

06/12/23

 

Incremental Term Loan - 11.98% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.2

%

 

 

1,070,171

 

 

06/18/26

 

 

1,070,171

 

 

 

1,070,171

 

 

Twin Star International, Inc.

 

10/19/23

 

7th Amendment Incremental Term Loan - 11.98% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.1

%

 

 

534,919

 

 

06/18/26

 

 

534,919

 

 

 

534,919

 

 

Twin Star International, Inc.

 

10/19/23

 

7th Amendment Incremental Delayed Draw Term Loan - 11.98% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.6

%

 

 

3,036,541

 

 

06/18/26

 

 

3,018,088

 

 

 

3,036,541

 

 

Twin Star International, Inc.

 

06/20/24

 

Protective Advance Term Loan - 11.98% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.4

%

 

 

2,142,232

 

 

06/18/26

 

 

2,142,232

 

 

 

2,142,232

 

 

Twin Star International, Inc.

 

10/03/24

 

13th Amendment Term Loan - 11.98% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.1

%

 

 

318,295

 

 

06/18/26

 

 

318,295

 

 

 

318,295

 

 

Twin Star International, Inc.

 

10/03/24

 

13th Amendment Delayed Draw Term Loan - 11.98% inc PIK
(
SOFR + 7.50%, 1.50% Floor, all PIK)

 

 

0.1

%

 

 

705,796

 

 

06/18/26

 

 

705,796

 

 

 

705,796

 

 

Twin Star International, Inc.

 

10/03/24

 

13th Amendment Priority Delayed Draw Term Loan - 25.00% inc PIK
(
25.00%, Fixed Coupon, all PIK)

 

 

0.1

%

 

 

273,819

 

 

06/18/26

 

 

273,819

 

 

 

273,819

 

 

 

 

 

 

 

 

 

2.3

%

 

 

64,205,734

 

 

 

 

 

54,380,119

 

 

 

11,767,513

 

 

9


TCW DIRECT LENDING VII LLC

Consolidated Schedule of Investments (Continued)

As of December 31, 2024

 

Industry

 

Issuer

 

Acquisition
Date

 

Investment

 

% of Net
Assets

 

 

Par
    Amount

 

 

Maturity
Date

 

Amortized
Cost

 

 

Fair Value

 

 

DEBT (continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumer Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Grand Circle Corporation

 

02/26/21

 

Term Loan - 13.60%
(
SOFR + 8.75%, 1.25% Floor)

 

 

7.1

%

 

$

37,534,574

 

 

02/26/26

 

$

37,362,357

 

 

$

37,534,574

 

 

 

 

 

 

 

 

 

7.1

%

 

 

37,534,574

 

 

 

 

 

37,362,357

 

 

 

37,534,574

 

Energy Equipment & Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

WDE TorcSill Holdings LLC(2)

 

10/22/19

 

Revolver - 10.71% inc PIK
(
SOFR + 6.00%, 4.60% Floor, all PIK)

 

 

1.9

%

 

 

11,034,398

 

 

04/30/28

 

 

11,034,398

 

 

 

10,184,750

 

 

WDE TorcSill Holdings LLC(2)

 

10/22/19

 

Term Loan - 10.71% inc PIK
(
SOFR + 6.00%, 4.60% Floor, all PIK)

 

 

4.3

%

 

 

24,669,951

 

 

04/30/28

 

 

24,669,951

 

 

 

22,770,365

 

 

WDE TorcSill Holdings LLC(2)

 

08/13/24

 

Protective Advance Term Loan - 13.00% inc PIK
(
PRIME + 5.50%, 4.60% Floor, all PIK)

 

 

0.5

%

 

 

2,605,124

 

 

04/30/28

 

 

2,605,124

 

 

 

2,683,278

 

 

 

 

 

 

 

 

 

6.7

%

 

 

38,309,473

 

 

 

 

 

38,309,473

 

 

 

35,638,393

 

Hotels, Restaurants & Leisure

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

KBP Brands, LLC

 

05/26/21

 

Term Loan - 10.10%
(
SOFR + 5.50%, 0.75% Floor)

 

 

4.4

%

 

 

23,995,124

 

 

05/26/27

 

 

23,867,994

 

 

 

23,395,246

 

 

RL Investor Holdings LLC (fka Red Lobster Management, LLC)(4)

 

09/16/24

 

Term Loan - 11.83% inc PIK
(
SOFR + 7.50%, 2.00% Floor, all PIK)

 

 

8.7

%

 

 

46,026,991

 

 

09/16/29

 

 

46,026,991

 

 

 

46,026,991

 

 

 

 

 

 

 

 

 

13.1

%

 

 

70,022,115

 

 

 

 

 

69,894,985

 

 

 

69,422,237

 

Household Durables

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Slogic Holding Corp. (4)

 

08/25/23

 

Revolver - 10.35%
(
SOFR + 5.87%, 1.00% Floor)

 

 

0.7

%

 

 

3,877,285

 

 

04/30/25

 

 

3,877,285

 

 

 

3,877,285

 

 

Slogic Holding Corp. (4)

 

06/29/18

 

Last Out Term Loan - 10.52%
(
SOFR + 5.87%, 1.00% Floor)

 

 

5.0

%

 

 

26,681,925

 

 

10/29/26

 

 

26,681,925

 

 

 

26,468,470

 

 

Greenfield World Trade, Inc.

 

03/04/19

 

Last Out Term Loan - 17.79% inc PIK
(
SOFR + 13.33%, 1.50% Floor, 7.00% PIK)

 

 

15.3

%

 

 

95,664,402

 

 

03/31/25

 

 

95,277,303

 

 

 

80,932,084

 

 

 

 

 

 

 

 

 

21.0

%

 

 

126,223,612

 

 

 

 

 

125,836,513

 

 

 

111,277,839

 

Media

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Encompass Digital Media, Inc.(4)(5)(8)

 

10/01/18

 

Revolver - 12.08% inc PIK
(
SOFR + 7.75%, 1.50% Floor, all PIK)

 

 

0.4

%

 

 

4,408,256

 

 

09/28/25

 

 

4,134,235

 

 

 

1,992,532

 

 

Encompass Digital Media, Inc.(4)(5)(8)

 

10/01/18

 

Term Loan - 12.08% inc PIK
(
SOFR + 7.75%, 1.50% Floor, all PIK)

 

 

3.3

%

 

 

37,996,697

 

 

09/28/25

 

 

35,633,236

 

 

 

17,174,507

 

 

 

 

 

 

 

 

 

3.7

%

 

 

42,404,953

 

 

 

 

 

39,767,471

 

 

 

19,167,039

 

Publishing

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Bendon Inc.

 

12/11/20

 

Revolver - 12.21%
(
SOFR + 7.75%, 1.50% Floor)

 

 

0.2

%

 

 

968,422

 

 

12/11/25

 

 

968,422

 

 

 

959,707

 

 

Bendon Inc.

 

12/11/20

 

Term Loan - 12.21%
(
SOFR + 7.75%, 1.50% Floor)

 

 

7.4

%

 

 

39,547,057

 

 

12/11/25

 

 

39,377,767

 

 

 

39,191,133

 

 

 

 

 

 

 

 

 

7.6

%

 

 

40,515,479

 

 

 

 

 

40,346,189

 

 

 

40,150,840

 

Software

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mondee Holdings LLC

 

12/20/19

 

Term Loan - 13.09% inc PIK
(
SOFR + 8.50%, 1.75% Floor, 2.50% PIK)

 

 

16.6

%

 

 

99,738,798

 

 

06/30/28

 

 

99,738,798

 

 

 

87,670,403

 

 

 

 

 

 

 

 

 

16.6

%

 

 

99,738,798

 

 

 

 

 

99,738,798

 

 

 

87,670,403

 

Textiles, Apparel & Luxury Goods

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Centric Brands Inc. (3)

 

02/06/24

 

Term Loan - 10.03%
(
SOFR + 5.50%, 1.00% Floor)

 

 

3.1

%

 

 

16,206,598

 

 

08/06/29

 

 

15,829,204

 

 

 

16,206,598

 

 

Centric Brands TopCo, LLC (fka Centric Brands Inc.) (3)

 

02/06/24

 

Term Loan A-1 - 11.03%
(
SOFR + 6.50%, 1.00% Floor)

 

 

3.2

%

 

 

16,725,454

 

 

02/06/31

 

 

16,319,532

 

 

 

16,725,454

 

 

Centric Brands TopCo, LLC (fka Centric Brands Inc.) (3)

 

02/06/24

 

Term Loan A-2 - 12.53% inc PIK
(
SOFR + 8.00%, 1.00% Floor, all PIK)

 

 

2.9

%

 

 

15,215,944

 

 

02/06/31

 

 

14,881,614

 

 

 

15,215,944

 

 

Hollander Intermediate LLC

 

09/19/22

 

Term Loan - 13.22% inc PIK
(
SOFR + 8.75%, 3.00% Floor, 10.58% PIK)

 

 

10.8

%

 

 

65,302,908

 

 

09/21/26

 

 

61,064,861

 

 

 

57,009,438

 

 

 

 

 

 

 

 

 

20.0

%

 

 

113,450,904

 

 

 

 

 

108,095,211

 

 

 

105,157,434

 

 

Total Debt Investments

 

 

 

 

 

 

146.9

%

 

 

933,966,135

 

 

 

 

 

900,209,979

 

 

 

775,319,010

 

 

10


TCW DIRECT LENDING VII LLC

Consolidated Schedule of Investments (Continued)

As of December 31, 2024

 

Industry

 

Issuer

 

 

 

Investment

 

% of Net
Assets

 

 

Shares

 

 

 

 

Amortized
Cost

 

 

Fair Value

 

 

EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Aerospace & Defense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TCW ND Parent Holdings LLC. (2)(5)(6)

 

 

 

 Class A Units

 

 

0.0

%

 

 

4,399

 

 

 

 

$

43,990

 

 

$

 

 

 

 

 

 

 

 

 

0.0

%

 

 

4,399

 

 

 

 

 

43,990

 

 

 

 

Chemicals

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AGY Equity LLC (5)(6)

 

 

 

 Class A Preferred Units

 

 

0.0

%

 

 

7,752,414

 

 

 

 

 

 

 

 

 

 

AGY Equity LLC (5)(6)

 

 

 

 Class B Preferred Units

 

 

0.0

%

 

 

10,078,138

 

 

 

 

 

 

 

 

 

 

AGY Equity LLC (5)(6)

 

 

 

 Class C Common Units

 

 

0.0

%

 

 

11,241,000

 

 

 

 

 

 

 

 

 

 

AGY Equity LLC (5)(6)

 

 

 

 Class D Preferred Units

 

 

1.7

%

 

 

3,997,226

 

 

 

 

 

3,997,226

 

 

 

8,914,613

 

 

AGY Equity LLC (5)(6)

 

 

 

 Class E Preferred Units

 

 

5.1

%

 

 

36,177,931

 

 

 

 

 

36,177,931

 

 

 

26,702,931

 

 

 

 

 

 

 

 

 

6.8

%

 

 

69,246,709

 

 

 

 

 

40,175,157

 

 

 

35,617,544

 

Commercial & Professional Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outform Holdings LLC (fka Rapid Displays, Inc.)(4)(5)(6)

 

 

 

 Class A Common Units

 

 

0.0

%

 

 

7,872,225

 

 

 

 

 

39,361

 

 

 

 

 

 

 

 

 

 

 

 

0.0

%

 

 

7,872,225

 

 

 

 

 

39,361

 

 

 

 

Energy Equipment & Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

WDE TorcSill Holdings LLC(2)(5)(6)

 

 

 

 Class A Units

 

 

0.0

%

 

 

756,280

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0.0

%

 

 

756,280

 

 

 

 

 

 

 

 

 

Hotels, Restaurants & Leisure

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RL Parent Holdings LLC (fka Red Lobster Management, LLC) (4)(5)(6)

 

 

 

 Class A Units

 

 

4.0

%

 

 

40,276

 

 

 

 

 

40,276,460

 

 

 

21,295,977

 

 

 

 

 

 

 

 

 

4.0

%

 

 

40,276

 

 

 

 

 

40,276,460

 

 

 

21,295,977

 

Household Durables

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shelterlogic Group Holdings, Inc (4)(5)(6)

 

 

 

 Common Stock

 

 

0.0

%

 

 

1,254,034

 

 

 

 

 

 

 

 

 

 

Greenfield World Trade, Inc. (5)(6)

 

 

 

 Class A-1 Warrant, expires 03/25/27

 

 

0.3

%

 

 

4,975

 

 

 

 

 

3,178,520

 

 

 

1,741,586

 

 

Greenfield World Trade, Inc. (5)(6)

 

 

 

 Class A-2 Warrant, expires 03/25/27

 

 

0.1

%

 

 

1,730

 

 

 

 

 

1,189,508

 

 

 

292,306

 

 

Greenfield World Trade, Inc. (5)(6)

 

 

 

 Class A-3 Warrant, expires 03/25/27

 

 

0.0

%

 

 

145

 

 

 

 

 

113,932

 

 

 

24,448

 

 

Greenfield World Trade, Inc. (5)(6)

 

 

 

 Class A-4 Warrant, expires 03/25/27

 

 

0.1

%

 

 

2,401

 

 

 

 

 

 

 

 

406,041

 

 

 

 

 

 

 

 

 

0.5

%

 

 

1,263,285

 

 

 

 

 

4,481,960

 

 

 

2,464,381

 

Media

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Encompass Digital Media, Inc.(4)(5)(6)

 

 

 

 Class A Units

 

 

0.0

%

 

 

722,097

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0.0

%

 

 

722,097

 

 

 

 

 

 

 

 

 

Software

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mondee Holdings LLC (5)(6)

 

 

 

 Common Stock

 

 

0.0

%

 

 

570,627

 

 

 

 

 

764,071

 

 

 

30,643

 

 

 

 

 

 

 

 

 

0.0

%

 

 

570,627

 

 

 

 

 

764,071

 

 

 

30,643

 

 

11


TCW DIRECT LENDING VII LLC

Consolidated Schedule of Investments (Continued)

As of December 31, 2024

 

 

Industry

 

Issuer

 

 

 

Investment

 

% of Net
Assets

 

 

Shares

 

 

 

 

Amortized
Cost

 

 

Fair Value

 

 

EQUITY (continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Textiles, Apparel & Luxury Goods

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Centric Brands GP LLC (3)(5)(6)

 

 

 

 Membership Interests

 

 

0.0

%

 

 

359,231

 

 

 

 

$

 

 

$

 

 

Centric Brands L.P. (3)(5)(6)

 

 

 

 Class A LP Interests

 

 

2.4

%

 

 

359,231

 

 

 

 

 

95,579

 

 

 

12,469,537

 

 

 

 

 

 

 

 

 

2.4

%

 

 

718,462

 

 

 

 

 

95,579

 

 

 

12,469,537

 

 

Total Equity Investments

 

 

13.7

%

 

 

81,194,360

 

 

 

 

 

85,876,578

 

 

 

71,878,082

 

 

Total Debt & Equity Investments (7)

 

 

160.6

%

 

 

 

 

 

 

 

986,086,557

 

 

 

847,197,092

 

 

Cash Equivalents

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

First American Government Obligation Fund, Yield 4.39%, Class X (FGXXX)

 

 

2.2

%

 

 

11,869,775

 

 

 

 

 

11,869,775

 

 

 

11,869,775

 

 

Total Cash Equivalents

 

 

2.2

%

 

 

 

 

 

 

 

11,869,775

 

 

 

11,869,775

 

 

Short-term Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury Bill, Yield 4.46%, Maturity Date 04/03/25

 

 

56.2

%

 

 

300,000,000

 

 

 

 

 

296,799,833

 

 

 

296,799,833

 

 

Total Short-term Investments

 

 

56.2

%

 

 

 

 

 

 

 

296,799,833

 

 

 

296,799,833

 

 

Total Investments (218.9%)

 

 

 

 

 

 

 

 

 

$

1,294,756,165

 

 

$

1,155,866,700

 

 

Net unrealized depreciation on unfunded commitments (-0.1%)

 

 

 

 

 

 

 

 

 

 

 

 

 

(331,912

)

 

Liabilities in Excess of Other Assets (-118.8%)

 

 

 

 

 

 

 

 

 

 

 

 

 

(627,527,222

)

 

Net Assets (100.0%)

 

 

 

 

 

 

 

 

 

 

 

 

$

528,007,566

 

 

(1)
Certain debt investments are subject to contractual restrictions on resale, such as approval of the agent or borrower.
(2)
As defined in the Investment Company Act of 1940, the investment is deemed to be a “controlled affiliated person” of the Company because the Company owns, either directly or indirectly, 25% or more of the portfolio company’s outstanding voting securities or has the power to exercise control over management or policies of such portfolio company. Fair value as of December 31, 2023 and December 31, 2024 along with transactions during the year ended December 31, 2024 in these controlled investments are as follows:

 

Name of Investment

 

Fair Value at
December 31,
2023

 

 

Gross Addition (a)

 

 

Gross Reduction (b)

 

 

Realized Gains
(Losses)

 

 

Net Change in
Unrealized
  Appreciation/
   (Depreciation)

 

 

Fair Value at
  December 31,
2024

 

 

Interest/Dividend/
Other income

 

Navistar Defense, LLC Super Senior Revolver - 14.96% inc PIK

 

$

10,326,607

 

 

$

31,171,795

 

 

$

 

 

$

 

 

$

(12,781

)

 

$

41,485,621

 

 

$

4,864,058

 

Navistar Defense, LLC Term Loan - 12.96% inc PIK

 

 

33,940,881

 

 

 

248,217

 

 

 

 

 

 

 

 

 

(28,962,661

)

 

 

5,226,437

 

 

 

271,614

 

TCW ND Parent Holdings LLC Class A Units

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

WDE TorcSill Holdings LLC Class A Units

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

WDE TorcSill Holdings LLC Protective Advance Term Loan - 13.00% inc PIK

 

 

 

 

 

2,605,125

 

 

 

 

 

 

 

 

 

78,153

 

 

 

2,683,278

 

 

 

171,947

 

WDE TorcSill Holdings LLC Revolver - 10.71% inc PIK

 

 

9,602,702

 

 

 

1,786,961

 

 

 

(591,397

)

 

 

 

 

 

(613,516

)

 

 

10,184,750

 

 

 

1,587,354

 

WDE TorcSill Holdings LLC Term Loan - 10.71% inc PIK

 

 

21,861,053

 

 

 

2,752,106

 

 

 

(396,977

)

 

 

 

 

 

(1,445,817

)

 

 

22,770,365

 

 

 

3,708,057

 

Total Controlled Affiliated investments

 

$

75,731,243

 

 

$

38,564,204

 

 

$

(988,374

)

 

$

 

 

$

(30,956,622

)

 

$

82,350,451

 

 

$

10,603,030

 

 

(a)
Gross additions include new purchases, PIK income and amortization of original issue and market discounts.
(b)
Gross reductions include decreases in the cost basis from sales, paydown and the amortization of premium.
(3)
The investment is not a qualifying asset as defined in Section 55(a) under the Investment Company Act of 1940, as amended. A business development company may not acquire an asset other than qualifying assets, unless, at the time the acquisition is made, qualifying assets represent at least 70% of the company’s total assets. As of December 31, 2024, $60,617,533 or 5.2% of the Company’s total assets were represented by “non-qualifying assets.”
(4)
As defined in the Investment Company Act of 1940, the investment is deemed to be an “affiliated person” of the Company because the Company owns, either directly or indirectly, between 5% and 25% of the portfolio company’s outstanding voting securities or has the power to exercise control over management or policies of such portfolio company. Fair value as of December 31, 2023 and December 31, 2024 along with transactions during the year ended December 31, 2024 in these affiliated investments are as follows:

 

12


TCW DIRECT LENDING VII LLC

Consolidated Schedule of Investments (Continued)

As of December 31, 2024

 

Name of Investment

 

Fair Value at
December 31,
2023

 

 

Gross Addition (a)

 

 

Gross Reduction (b)

 

 

Realized Gains
(Losses)

 

 

Net Change in
Unrealized
Appreciation/
(Depreciation)

 

 

Fair Value at
December 31,
2024

 

 

Interest/Dividend/
Other income

 

Encompass Digital Media Holdings, LLC Class A Units

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

Encompass Digital Media, Inc. Revolver - 12.08% inc PIK

 

 

2,515,804

 

 

 

491,358

 

 

 

(180,533

)

 

 

 

 

 

(834,097

)

 

 

1,992,532

 

 

 

266,556

 

Encompass Digital Media, Inc. Term Loan - 12.08% inc PIK

 

 

21,696,936

 

 

 

2,659,170

 

 

 

 

 

 

 

 

 

(7,181,599

)

 

 

17,174,507

 

 

 

2,272,142

 

Outform Holdings LLC (fka Rapid Displays, Inc.) Class A Common Units

 

 

 

 

 

39,361

 

 

 

 

 

 

 

 

 

(39,361

)

 

 

 

 

 

 

Outform Group, Inc. (fka Rapid Displays, Inc.) Incremental Term Loan - 11.15% inc PIK

 

 

199,053

 

 

 

22,325

 

 

 

(2,451

)

 

 

 

 

 

20,686

 

 

 

239,613

 

 

 

29,199

 

Outform Group, Inc. (fka Rapid Displays, Inc.) Revolver - 11.15% inc PIK

 

 

354,000

 

 

 

3,263,456

 

 

 

(2,006,000

)

 

 

 

 

 

39,333

 

 

 

1,650,789

 

 

 

119,086

 

Outform Group, Inc. (fka Rapid Displays, Inc.) Term Loan - 11.15% inc PIK

 

 

11,244,614

 

 

 

1,213,964

 

 

 

(140,453

)

 

 

 

 

 

1,217,200

 

 

 

13,535,325

 

 

 

1,600,867

 

RL Parent Holdings LLC (fka Red Lobster Management, LLC) Class A Units

 

 

 

 

 

40,276,460

 

 

 

 

 

 

 

 

 

(18,980,483

)

 

 

21,295,977

 

 

 

 

RL Investor Holdings LLC (fka Red Lobster Management, LLC) Term Loan - 11.83% inc PIK

 

 

 

 

 

46,026,991

 

 

 

 

 

 

 

 

 

 

 

 

46,026,991

 

 

 

2,187,701

 

Shelterlogic Group Holdings, Inc Common Stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Slogic Holding Corp. Last Out Term Loan - 10.52%

 

 

21,879,179

 

 

 

 

 

 

 

 

 

 

 

 

4,589,291

 

 

 

26,468,470

 

 

 

3,045,731

 

Slogic Holding Corp. Revolver - 10.35%

 

 

3,877,285

 

 

 

3,256,919

 

 

 

(3,256,919

)

 

 

 

 

 

 

 

 

3,877,285

 

 

 

357,502

 

Total Non-Controlled Affiliated Investments

 

$

61,766,871

 

 

$

97,250,004

 

 

$

(5,586,356

)

 

$

 

 

$

(21,169,030

)

 

$

132,261,489

 

 

$

9,878,784

 

 

(a)
Gross additions include new purchases, PIK income and amortization of original issue and market discounts.
(b)
Gross reductions include decreases in the cost basis from sales, paydown and the amortization of premium.
(5)
Non-income producing.
(6)
All or a portion of such security was acquired in a transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”) and may be deemed “restricted securities” under the Securities Act. As of December 31, 2024, the aggregate fair value of these securities was $71,878,082, or 6.2% of the Company’s total assets.
(7)
The fair value of each debt and equity was determined using significant unobservable inputs and such investments are considered to be Level 3 within the Fair Value Hierarchy. See Note 3 “Investment Valuations and Fair Value Measurements.”
(8)
Investment is in default as of December 31, 2024.

 

SOFR - Secured Overnight Financing Rate, generally 1-Month or 3-Month

 

PRIME - Prime Rate

 

PIK - Payment-In-Kind

13


TCW DIRECT LENDING VII LLC

Consolidated Schedule of Investments (Continued)

As of December 31, 2024

 

Aggregate acquisitions and aggregate dispositions of investments, other than government securities, totaled $200,689,830 and $105,688,206, respectively, for the year ended December 31, 2024. Aggregate acquisitions includes investment assets received as payment in kind. Aggregate dispositions includes principal paydowns on and maturities of debt investments.

 

Country Breakdown of Portfolio

 

 

 

United States

 

 

100

%

See Notes to Consolidated Financial Statements

14


 

TCW DIRECT LENDING VII LLC

Consolidated Statements of Assets and Liabilities

(Dollar amounts in thousands, except unit data)

March 31, 2025

 

 

As of March 31,

 

 

 

 

 

 

2025

 

 

As of December 31,

 

 

(unaudited)

 

 

2024

 

Assets

 

 

 

 

 

 

Investments, at fair value

 

 

 

 

 

 

Non-controlled/non-affiliated investments (amortized cost of $658,048 and
   $
700,850, respectively)

 

$

539,617

 

 

$

632,586

 

Non-controlled affiliated investments (amortized cost of $172,519 and
   $
172,053, respectively)

 

 

118,747

 

 

 

132,261

 

Controlled affiliated investments (amortized cost of $177,333 and
   $
113,183, respectively)

 

 

144,959

 

 

 

82,350

 

Cash and cash equivalents

 

 

27,151

 

 

 

14,501

 

Short-term investments

 

 

295,865

 

 

 

296,800

 

Interest income receivable

 

 

10,261

 

 

 

6,873

 

Receivable for investments sold

 

 

45

 

 

 

217

 

Deferred financing costs

 

 

790

 

 

 

1,112

 

Due from Adviser

 

 

105

 

 

 

105

 

Prepaid and other assets

 

 

30

 

 

 

61

 

Total Assets

 

$

1,137,570

 

 

$

1,166,866

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Revolving credit facilities payable

 

$

317,500

 

 

$

300,000

 

Payable for short-term investments purchased

 

 

295,865

 

 

 

296,800

 

Management fees payable

 

 

7,403

 

 

 

3,630

 

Interest and credit facilities expense payable

 

 

1,737

 

 

 

1,601

 

Unrealized depreciation on unfunded commitments

 

 

1,071

 

 

 

332

 

Incentive fee payable

 

 

 

 

 

35,680

 

Other accrued expenses and other liabilities

 

 

1,190

 

 

 

815

 

Total Liabilities

 

 

624,766

 

 

 

638,858

 

 

 

 

 

 

 

Commitments and Contingencies (Note 5)

 

 

 

 

 

 

 

 

 

 

 

 

Members’ Capital

 

 

 

 

 

 

Common Unitholders’ commitment (13,734,010 units issued and outstanding)

 

 

1,373,401

 

 

 

1,373,401

 

Common Unitholders’ undrawn commitment (13,734,010 units issued and outstanding)

 

 

(165,401

)

 

 

(165,401

)

Common Unitholders’ return of capital

 

 

(489,114

)

 

 

(489,114

)

Common Unitholders’ offering costs

 

 

(633

)

 

 

(633

)

Accumulated Common Unitholders’ tax reclassification

 

 

(1,865

)

 

 

(1,865

)

Common Unitholders’ capital

 

 

716,388

 

 

 

716,388

 

Accumulated overdistributed earnings

 

 

(203,584

)

 

 

(188,380

)

Total Members’ Capital

 

 

512,804

 

 

 

528,008

 

Total Liabilities and Members’ Capital

 

$

1,137,570

 

 

$

1,166,866

 

Net Asset Value Per Unit (Note 11)(1)

 

$

49.38

 

 

$

50.49

 

 

(1)
Net Asset Value Per Unit (accrual base) equates to the aggregate of the Total Members' Capital and Common Unitholders' undrawn commitment divided by total Common units outstanding.

 

See Notes to Consolidated Financial Statements.

15


 

TCW DIRECT LENDING VII LLC

Consolidated Statements of Operations (Unaudited)

(Dollar amounts in thousands, except unit data)

March 31, 2025

 

For the Three Months Ended March 31,

 

 

2025

 

 

2024

 

Investment Income

 

 

 

 

 

 

Non-controlled/non-affiliated investments:

 

 

 

 

 

 

Interest income

 

$

13,827

 

 

$

20,728

 

Interest income paid-in-kind

 

 

6,278

 

 

 

8,718

 

Non-controlled affiliated investments:

 

 

 

 

 

 

Interest income

 

 

802

 

 

 

889

 

Interest income paid-in-kind

 

 

1,796

 

 

 

1,239

 

Controlled affiliated investments:

 

 

 

 

 

 

Interest income

 

 

566

 

 

 

1,560

 

Interest income paid-in-kind

 

 

6,208

 

 

 

2,038

 

Total investment income

 

 

29,477

 

 

 

35,172

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

Incentive fees

 

 

(35,680

)

 

 

(2,749

)

Interest and credit facilities expenses

 

 

5,336

 

 

 

6,374

 

Management fees

 

 

3,774

 

 

 

3,471

 

Interest expense on repurchase transactions

 

 

775

 

 

 

278

 

Administrative fees

 

 

234

 

 

 

261

 

Professional fees

 

 

140

 

 

 

221

 

Directors’ fees

 

 

98

 

 

 

100

 

Other expenses

 

 

66

 

 

 

34

 

Total expenses

 

 

(25,257

)

 

 

7,990

 

Net investment income

 

 

54,734

 

 

 

27,182

 

Net realized and unrealized (loss) gain on investments

 

 

 

 

 

 

Net realized loss:

 

 

 

 

 

 

Controlled affiliated investments

 

 

(4,252

)

 

 

 

Net change in unrealized appreciation/(depreciation):

 

 

 

 

 

 

Non-controlled/non-affiliated investments

 

 

(54,959

)

 

 

(5,068

)

Non-controlled affiliated investments

 

 

(13,980

)

 

 

(2,567

)

Controlled affiliated investments

 

 

2,513

 

 

 

(7,815

)

Net realized gain on short-term investments

 

 

740

 

 

 

257

 

Net realized and unrealized loss on investments

 

 

(69,938

)

 

 

(15,193

)

Net (decrease) increase in Members’ Capital from operations

 

$

(15,204

)

 

$

11,989

 

Basic and diluted:

 

 

 

 

 

 

(Loss) income per unit

 

$

(1.11

)

 

$

0.87

 

Units Outstanding

 

 

13,734,010

 

 

 

13,734,010

 

 

See Notes to Consolidated Financial Statements.

16


 

TCW DIRECT LENDING VII LLC

Consolidated Statements of Changes in Members’ Capital (Unaudited)

(Dollar amounts in thousands, except unit data)

March 31, 2025

 

 

 

 

Common
Unitholders’
Capital

 

 

Accumulated Undistributed (Overdistributed) Earnings

 

 

Total

 

Members’ Capital at January 1, 2025

 

$

716,388

 

 

$

(188,380

)

 

$

528,008

 

Net Increase (Decrease) in Members’ Capital Resulting from Operations:

 

 

 

 

 

 

 

 

 

Net investment income

 

 

 

 

 

54,734

 

 

 

54,734

 

Net realized loss on investments

 

 

 

 

 

(3,512

)

 

 

(3,512

)

Net change in unrealized appreciation/(depreciation) on investments

 

 

 

 

 

(66,426

)

 

 

(66,426

)

Total Decrease in Members’ Capital for the three months ended March 31, 2025

 

 

 

 

 

(15,204

)

 

 

(15,204

)

Members’ Capital at March 31, 2025

 

$

716,388

 

 

$

(203,584

)

 

$

512,804

 

 

 

 

Common
Unitholders’
Capital

 

 

Accumulated Undistributed (Overdistributed) Earnings

 

 

Total

 

Members’ Capital at January 1, 2024

 

$

721,083

 

 

$

(151,316

)

 

$

569,767

 

Net Increase (Decrease) in Members’ Capital Resulting from Operations:

 

 

 

 

 

 

 

 

 

Net investment income

 

 

 

 

 

27,182

 

 

 

27,182

 

Net realized gain on investments

 

 

 

 

 

257

 

 

 

257

 

Net change in unrealized appreciation/(depreciation) on investments

 

 

 

 

 

(15,450

)

 

 

(15,450

)

Distributions to Members from:

 

 

 

 

 

 

 

 

 

Distributable earnings

 

 

 

 

 

(5,000

)

 

 

(5,000

)

Total Increase in Members’ Capital for the three months ended March 31, 2024

 

 

 

 

 

6,989

 

 

 

6,989

 

Members’ Capital at March 31, 2024

 

$

721,083

 

 

$

(144,327

)

 

$

576,756

 

 

See Notes to Consolidated Financial Statements.

17


 

TCW DIRECT LENDING VII LLC

Consolidated Statements of Cash Flows (Unaudited)

(Dollar amounts in thousands, except unit data)

March 31, 2025

 

 

For the Three Months Ended March 31,

 

 

2025

 

 

2024

 

Cash Flows from Operating Activities

 

 

 

 

 

 

Net (decrease) increase in net assets resulting from operations

 

$

(15,204

)

 

$

11,989

 

Adjustments to reconcile the net (decrease) increase in net assets resulting from operations to net cash provided by operating activities:

 

 

 

 

 

 

Purchases of investments

 

 

(23,685

)

 

 

(28,562

)

Purchases of short-term investments

 

 

(295,865

)

 

 

(93,660

)

Interest income paid-in-kind

 

 

(14,282

)

 

 

(11,995

)

Proceeds from sales and paydowns of investments

 

 

12,650

 

 

 

9,677

 

Proceeds from sales of short-term investments

 

 

297,540

 

 

 

78,971

 

Realized gain on short-term investments

 

 

(740

)

 

 

(257

)

Net realized loss on investments

 

 

4,252

 

 

 

 

Net change in unrealized (appreciation)/depreciation on investments

 

 

66,426

 

 

 

15,450

 

Amortization of premium and accretion of discount, net

 

 

(576

)

 

 

(1,075

)

Amortization of deferred financing costs

 

 

322

 

 

 

507

 

Increase (decrease) in operating assets and liabilities:

 

 

 

 

 

 

(Increase) decrease in interest income receivable

 

 

(3,388

)

 

 

(2,353

)

(Increase) decrease in prepaid and other assets

 

 

31

 

 

 

23

 

Increase (decrease) in payable for short-term investments purchased

 

 

(935

)

 

 

14,946

 

Increase (decrease) in incentive fees payable

 

 

(35,680

)

 

 

(2,749

)

Increase (decrease) in management fees payable

 

 

3,773

 

 

 

3,471

 

Increase (decrease) in interest and credit facilities expense payable

 

 

136

 

 

 

(139

)

Increase (decrease) in other accrued expenses and liabilities

 

 

375

 

 

 

391

 

Net cash used in operating activities

 

 

(4,850

)

 

 

(5,365

)

Cash Flows from Financing Activities

 

 

 

 

 

 

Distributions to Members from distributable earnings

 

 

 

 

 

(4,980

)

Proceeds from credit facilities

 

 

24,500

 

 

 

15,000

 

Repayments of credit facilities

 

 

(7,000

)

 

 

(40,000

)

Net cash provided by (used in) financing activities

 

 

17,500

 

 

 

(29,980

)

Net increase (decrease) in cash and cash equivalents

 

 

12,650

 

 

 

(35,345

)

Cash and cash equivalents, beginning of period

 

 

14,501

 

 

 

65,036

 

Cash and cash equivalents, end of period

 

$

27,151

 

 

$

29,691

 

Supplemental and non-cash operating and financing activities

 

 

 

 

 

 

Interest expense paid

 

$

4,846

 

 

$

4,791

 

Non-cash purchases of investments due to reorganization

 

$

(46,719

)

 

$

(45,406

)

Non-cash sales of investments due to reorganization

 

$

46,719

 

 

$

45,406

 

Distributions payable

 

$

 

 

$

20

 

 

See Notes to Consolidated Financial Statements.

18


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

1. Organization and Basis of Presentation

Organization: TCW Direct Lending VII LLC (the “Company”) was formed as a Delaware limited liability company on May 23, 2017. The Company engaged in a private offering of its common limited liability company units (the “Units”) to investors in reliance on exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended (the “Securities Act”). In addition, the Company may issue preferred units (“Preferred Units”), though it currently has no intention to do so. On August 18, 2017, the Company sold and issued 10 Units at an aggregate purchase price of $1 to TCW Asset Management Company LLC (the “Adviser”), an affiliate of the TCW Group, Inc. The Company commenced operations during the second quarter of fiscal year 2018.

The Company has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). The Company has also elected to be treated for U.S. Federal income tax purposes as a Regulated Investment Company (a “RIC”) under Subchapter M of the U.S Internal Revenue Code of 1986, as amended (the “Code”), beginning fiscal year 2018. The Company is required to meet the minimum distribution and other requirements for RIC qualification. As a BDC and a RIC, the Company is required to comply with certain regulatory requirements.

As of March 31, 2025, the Company has six wholly-owned subsidiaries, each of which is a single member Delaware limited liability company.

The consolidated financial statements in this quarterly report on Form 10-Q include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation.

Term: The term of the Company will continue until the sixth anniversary of the Initial Closing Date (as defined below), April 13, 2024, unless extended or sooner dissolved as provided in the Company’s amended and restated limited liability agreement (the “LLC Agreement”) or by operation of law. The Company may extend the term for two additional one-year periods upon written notice to the holders of the Units (the “Unitholders) and holders of preferred units, if any, (together with the Unitholders, the “Members”) at least 90 days prior to the expiration of the term or the end of the first one-year period. Thereafter, the term may be extended for successive one-year periods, with the vote or consent of a supermajority in interest of the holders of the Units. On December 20, 2023, the Company’s Board of Directors approved a one year extension of the Company’s term from April 13, 2024 to April 13, 2025. On January 3, 2025, the Company’s Board of Directors approved a one year extension of the Company’s term from April 13, 2025 to April 13, 2026.

Commitment Period: The Commitment Period commenced on April 13, 2018 (the “Initial Closing Date”), the day on which the Company completed the first closing of the sale of its Units to persons not affiliated with the Adviser and ended on May 16, 2021, which is the later of (a) April 13, 2021, three years from the Initial Closing Date and (b) May 16, 2021, three years from the date in which the Company first completed an investment. In accordance with the Company’s LLC Agreement, the Company completed investment transactions that were significantly in process as of the end of the Commitment Period and which the Company reasonably expected to be consummated prior to 90 days subsequent to the expiration date of the Commitment Period. The Company may also effect follow-on investments in existing portfolio companies up to an aggregate maximum of 10% of Capital Commitments (as defined below). On December 11, 2024, the Company's Members approved a proposal to allow the Company to increase the maximum aggregate of permissible follow-on investments and allow for follow-on investments in existing portfolio companies up to an aggregate amount not to exceed an amount equal to 10% of the aggregate cumulative amounts invested or committed for investment by the Company during the Commitment Period.

Capital Commitments: On the Initial Closing Date, the Company began accepting subscription agreements from investors for the private sale of its Units. On January 14, 2019, the Company completed its fourth and final closing sale of Units. The Company sold 13,734,010 Units for an aggregate offering price of $1,373,401. Each Unitholder is obligated to contribute capital equal to its respective capital commitment to the Company (the “Commitment”) and each Unit’s Commitment obligation is $100.00 per unit. The sale of the Units was made pursuant to subscription agreements entered into by the Company and each investor. Under the terms of the subscription agreements, the Company may draw down all or any portion of the undrawn commitment with respect to each Unit generally upon at least ten business days’ prior written notice to the unitholders. The amount of capital that remains to be drawn down and contributed is referred to as an “Undrawn Commitment”.

19


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

1. Organization and Basis of Presentation (Continued)

The commitment amount funded does not include amounts contributed in anticipation of a potential investment that the Company did not consummate and therefore returned to the Members as unused capital. As of March 31, 2025, aggregate Commitments, Undrawn Commitments, percentage of Commitments funded and the number of subscribed for Units of the Company were as follows:

 

 

Commitments

 

 

Undrawn
Commitments

 

 

% of
Commitments
Funded

 

 

Units

 

Unitholder

 

$

1,373,401

 

 

$

165,401

 

 

 

88.0

%

 

 

13,734,010

 

 

Recallable Amount: A Unitholder may be required to re-contribute amounts distributed equal to (a) such Unitholder’s share of all portfolio investments that are repaid to the Company, or otherwise recouped by the Company, and distributed to the Unitholder, in whole or in part, during or after the Commitment period, reduced by (b) all re-contributions made by such Unitholder. This amount, (the “Recallable Amount”) is excluded from the calculation of the accrual based net asset value.

The Recallable Amount as of March 31, 2025 was $489,114.

2. Significant Accounting Policies

Basis of Presentation: The Company’s unaudited consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Article 6 and Article 10 of Regulation S-X. The Company is an investment company following accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services—Investment Companies, (“ASC 946”). The Company has also consolidated the results of its wholly-owned subsidiaries in its consolidated financial statements in accordance with ASC 946. The unaudited consolidated financial statements reflect all adjustments, both normal and recurring which, in the opinion of management, are necessary for the fair presentation of the Company’s results of operations and financial condition for the periods presented. The unaudited consolidated financial statements and notes should be read in conjunction with the audited consolidated financial statements and notes thereto appearing in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, filed with the U.S. Securities and Exchange Commission ("SEC") on March 26, 2025.

Use of Estimates: The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities at the date of the consolidated financial statements, (ii) the reported amounts of income and expenses during the years presented and (iii) disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Actual results could differ from those estimates, and such differences could be material.

Investments: The Company measures the fair value of its investments in accordance with ASC Topic 820, Fair Value Measurements and Disclosure (“ASC 820”). Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820, the Company considers the principal market of its investments to be the market in which the investment trades with the greatest volume and level of activity.

Transactions: The Company records investment transactions on the trade date. The Company considers the trade date for investments not traded on a recognizable exchange, or traded in the over-the-counter markets, to be the date on which the Company receives legal or contractual title to the asset and bears the risk of loss.

20


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

2. Significant Accounting Policies (Continued)

Income Recognition: Interest income and interest income paid-in-kind (“PIK”) are recorded on an accrual basis unless doubtful of collection or the related investment is in default. A number of the Company's current investments contain PIK due to certain circumstances involving debt restructurings or work-outs. The high concentration of PIK in the Company's current portfolio is primarily a result of the continued wind down of the portfolio. PIK interest represents accrued interest that is added to the principal amount of the investment on the respective interest payment dates rather than being paid in cash and generally becomes due at maturity or at the occurrence of a liquidation event. To maintain the Company's tax status as a RIC, this non-cash source of income must be paid out to stockholders in the form of dividends for the year the income was earned, even though the Company has not yet collected the cash. The amortized cost of investments represents the original cost adjusted for any accretion of discounts, amortization of premiums and PIK interest. For the three months ended March 31, 2025, PIK interest income earned was $14,282, representing 48.5% of investment income. For the three months ended March 31, 2024, PIK interest income earned was $11,995, representing 34.1% of investment income.

Realized gains and losses on investments are recorded on a specific identification basis. The Company typically receives a fee in the form of a discount to the purchase price at the time it funds an investment in a loan. The discount is accreted to interest income over the life of the respective loan, using the effective-interest method assuming there are no questions as to collectability, and reflected in the amortized cost basis of the investment. Ongoing facility, commitment or other additional fees including prepayment fees, consent fees and forbearance fees are recognized as interest income in the period in which the fees were earned. Income received in exchange for the provision of services such as administration and managerial services is recognized as other fee income in the period in which it was earned.

The Company has entered into certain intercreditor agreements that entitle the Company to the “last out” tranche of first lien secured loans, whereby the “first out” tranche will receive priority as to the “last out” tranche with respect to payments of principal, interest, and any other amounts due thereunder. In certain cases, the Company may receive a higher interest rate than the contractual stated interest rate as disclosed on the Company’s Consolidated Schedule of Investments.

Certain investments have an unfunded loan commitment for a delayed draw term loan or revolving credit. The Company earns an unused commitment fee on the unfunded commitment during the commitment period. The expiration date of the commitment period may be earlier than the maturity date of the investment stated above. See Note 5—Commitments and Contingencies.

Loans are generally placed on non-accrual status when principal or interest payments are past due 30 days or more or when there is reasonable doubt that principal or interest will be collected in full. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. If at any point the Company believes PIK interest is not expected to be realized, the investment generating PIK interest will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest is generally reversed through interest income. Non-accrual loans are restored to accrual status when past due principal and interest is paid and, in management’s judgment, are likely to remain current. The Company may make exceptions to this policy if the loan has sufficient collateral value and is in the process of collection.

Deferred Financing Costs: Deferred financing costs incurred by the Company in connection with the Credit Facilities (as defined in Note 7 to the Consolidated Financial Statements), including arrangement fees, upfront fees and legal fees, are amortized on a straight-line basis over the term of the respective credit facility.

Organization and Offering Costs: The Company expensed organization costs totaling $740 (net of $380 in Adviser reimbursement) since its inception through December 31, 2018. Offering costs totaling $633 (net of $324 in Adviser reimbursement) were charged directly to Members’ Capital on December 31, 2018. No additional organization and offering costs were incurred subsequent to December 31, 2018. The Company did not bear more than an amount equal to 10 basis points of the aggregate capital commitments for organization and offering expenses.

 

21


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

2. Significant Accounting Policies (Continued)

Cash and Cash Equivalents: The Company generally considers investments with a maturity of three months or less at the time of acquisition to be cash equivalents. As of March 31, 2025, cash and cash equivalents is comprised of demand deposits and highly liquid investments with maturities of three months or less. Cash equivalents are valued at the net asset value of the mutual fund which approximates fair value and are classified as Level 1 in the GAAP valuation hierarchy.

Short-term investments: The Company considers all investments with original maturities beyond three months at the date of purchase and one year or less from the balance sheet date to be short-term investments. As of March 31, 2025, short-term investments is comprised of U.S. Treasury bills, all of which are carried at fair value and are classified as Level 1 in the GAAP valuation hierarchy.

Income Taxes: The Company has elected to be regulated as a BDC under the 1940 Act. The Company also elected to be treated as a RIC under the Code beginning with the taxable year ending December 31, 2018. So long as the Company maintains its status as a RIC, it generally will not pay corporate-level U.S. Federal income taxes on any ordinary income or capital gains that it distributes at least annually to its Unitholders as dividends. Rather, any tax liability related to income earned and distributed by the Company represents obligations of the Company’s investors and will not be reflected in the consolidated financial statements of the Company.

3. Investment Valuations and Fair Value Measurements

Investments at Fair Value: Investments held by the Company are valued at fair value. Fair value is generally determined on the basis of last reported sales prices or official closing prices on the primary exchange in which each security trades, or if no sales are reported, generally based on the midpoint of the valuation range obtained for debt investments from a quotation reporting system, established market makers or pricing service.

Investments for which market quotes are not readily available or are not considered reliable are valued at fair value according to procedures approved by the Board of Directors (the “Board”) based on similar instruments, internal assumptions and the weighting of the best available pricing inputs.

Pursuant to Rule 2a-5 under the 1940 Act, the Board has designated the Adviser as the "valuation designee" with respect to the fair valuation of the Company's portfolio securities, subject to oversight by and periodic reporting to the Board.

Fair Value Hierarchy: Assets and liabilities are classified by the Company into three levels based on valuation inputs used to determine fair value:

Level 1 values are based on unadjusted quoted market prices in active markets for identical assets.

Level 2 values are based on significant observable market inputs, such as quoted prices for similar assets and quoted prices in inactive markets or other market observable inputs.

Level 3 values are based on significant unobservable inputs that reflect the Company’s determination of assumptions that market participants might reasonably use in valuing the assets.

Categorization within the hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The valuation levels are not necessarily an indication of the risk associated with investing in those securities.

Level 1 Assets (Investments): The valuation techniques and significant inputs used to determine fair value are as follows:

Equity, (Level 1), generally includes common stock valued at the closing price on the primary exchange in which the security trades.

Level 2 Assets (Investments): The valuation techniques and significant inputs used to determine fair value are as follows:

Equity, (Level 2), generally includes warrants valued using quotes for comparable investments.

22


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

3. Investment Valuations and Fair Value Measurements (Continued)

Level 3 Assets (Investments): The following valuation techniques and significant inputs are used to determine the fair value of investments in private debt and equity for which reliable market quotations are not available. Some of the inputs are independently observable however, a significant portion of the inputs and the internal assumptions applied are unobservable.

Debt, (Level 3), includes investments in privately originated senior secured debt. Such securities are valued based on specific pricing models, internal assumptions and the weighting of the best available pricing inputs. An income method approach incorporating a weighted average cost of capital and discount rate, or a market method approach using prices and other relevant information generated by market transactions involving identical or comparable assets, is generally used to determine fair value, though some cases use an enterprise value waterfall method. Valuation may also include a shadow rating method. Standard pricing inputs include but are not limited to the financial health of the issuer, place in the capital structure, value of other issuer debt, credit, industry, and market risk and events.

Equity, (Level 3), includes common stock, preferred stock and warrants. Such securities are valued based on specific pricing models, internal assumptions and the weighting of the best available pricing inputs. A market approach is generally used to determine fair value. Pricing inputs include, but are not limited to, financial health and relevant business developments of the issuer; EBITDA; market multiples of comparable companies; comparable market transactions and recent trades or transactions; issuer, industry and market events; and contractual or legal restrictions on the sale of the security. When a Black-Scholes pricing model is used it follows the income approach. The pricing model takes into account the contract terms as well as multiple inputs, including: time value, implied volatility, equity prices and interest rates. A liquidity discount based on current market expectations, future events, minority ownership position and the period management reasonably expects to hold the investment may be applied.

Pricing inputs and weightings applied to determine value require subjective determination. Accordingly, valuations do not necessarily represent the amounts that may eventually be realized from sales or other dispositions of investments.

The following is a summary by major security type of the fair valuations according to inputs used in valuing investments listed in the Consolidated Schedule of Investments as of March 31, 2025:

 

Investments

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Debt

 

$

 

 

$

 

 

$

741,544

 

 

$

741,544

 

Equity

 

 

 

 

 

 

 

 

61,778

 

 

 

61,778

 

Cash equivalents

 

 

24,489

 

 

 

 

 

 

 

 

 

24,489

 

Short-term investments

 

 

295,865

 

 

 

 

 

 

 

 

 

295,865

 

Total Assets

 

$

320,354

 

 

$

 

 

$

803,322

 

 

$

1,123,676

 

 

The following is a summary by major security type of the fair valuations according to inputs used in valuing investments listed in the Consolidated Schedule of Investments as of December 31, 2024:

 

Investments

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Debt

 

$

 

 

$

 

 

$

775,319

 

 

$

775,319

 

Equity

 

 

 

 

 

 

 

 

71,878

 

 

 

71,878

 

Cash equivalents

 

 

11,870

 

 

 

 

 

 

 

 

 

11,870

 

Short- term investments

 

 

296,800

 

 

 

 

 

 

 

 

 

296,800

 

Total Assets

 

$

308,670

 

 

$

 

 

$

847,197

 

 

$

1,155,867

 

 

23


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

3. Investment Valuations and Fair Value Measurements (Continued)

The following table provides a reconciliation of the beginning and ending balances for total investments that use Level 3 inputs for the three months ended March 31, 2025:

 

 

Debt

 

 

Equity

 

 

Total

 

Balance, January 1, 2025

 

$

775,319

 

 

$

71,878

 

 

$

847,197

 

Purchases, including payments received in-kind

 

 

84,686

 

 

 

 

 

 

84,686

 

Sales and paydowns of investments

 

 

(59,197

)

 

 

 

 

 

(59,197

)

Amortization of premium and accretion of discount, net

 

 

576

 

 

 

 

 

 

576

 

Net realized losses

 

 

(4,252

)

 

 

 

 

 

(4,252

)

Net change in unrealized appreciation/(depreciation)

 

 

(55,588

)

 

 

(10,100

)

 

 

(65,688

)

Balance, March 31, 2025

 

$

741,544

 

 

$

61,778

 

 

$

803,322

 

Net change in unrealized appreciation/(depreciation) in investments held as of March 31, 2025

 

$

(55,588

)

 

$

(10,100

)

 

$

(65,688

)

The following table provides a reconciliation of the beginning and ending balances for total investments that use Level 3 inputs for the three months ended March 31, 2024:

 

 

Debt

 

 

Equity

 

 

Total

 

Balance, January 1, 2024

 

$

835,989

 

 

$

5,775

 

 

$

841,764

 

Purchases, including payments received in-kind

 

 

85,867

 

 

 

96

 

 

 

85,963

 

Sales and paydowns of investments

 

 

(54,797

)

 

 

 

 

 

(54,797

)

Amortization of premium and accretion of discount, net

 

 

1,075

 

 

 

 

 

 

1,075

 

Net change in unrealized appreciation/(depreciation)

 

 

(17,642

)

 

 

2,482

 

 

 

(15,160

)

Balance, March 31, 2024

 

$

850,492

 

 

$

8,353

 

 

$

858,845

 

Net change in unrealized appreciation/(depreciation) in investments held as of March 31, 2024

 

$

(17,494

)

 

$

2,483

 

 

$

(15,011

)

 

The Company did not have any transfers between levels during the three months ended March 31, 2025 and 2024.

Level 3 Valuation and Quantitative Information: The following table summarizes the valuation techniques and quantitative information utilized in determining the fair value of the Level 3 investments as of March 31, 2025:

 

Investment Type

 

Fair Value

 

 

Valuation Technique

 

Unobservable Input

 

Range

 

Weighted
Average*

 

Impact to
Valuation from an
Increase in Input

Debt

 

$

133,206

 

 

Income Method

 

Discount Rate

 

11.9% to 17.2%

 

14.4%

 

Decrease

Debt

 

$

61,438

 

 

Market Method

 

EBITDA Multiple

 

5.8x to 10.8x

 

8.9x

 

Increase

 

 

 

 

 

 

 

Revenue Multiple

 

0.1x to 0.7x

 

0.3x

 

Increase

Debt

 

$

117,652

 

 

Income Method

 

Discount Rate

 

9.0% to 21.9%

 

11.4%

 

Decrease

Debt

 

 

 

 

 

 

Take Out Indication

 

100.0% to 100.0%

 

100.0%

 

Increase

Debt

 

$

56,257

 

 

Income Method

 

Discount Rate

 

20.0% to 23.0%

 

21.5%

 

Decrease

Debt

 

 

 

 

Market Method

 

EBITDA Multiple

 

7.8x to 9.3x

 

8.5x

 

Increase

Debt

 

 

 

 

 

 

Revenue Multiple

 

0.4x to 0.5x

 

0.4x

 

Increase

Debt

 

$

107,142

 

 

Market Method

 

EBITDA Multiple

 

5.5x to 7.6x

 

6.4x

 

Increase

Debt

 

$

265,849

 

 

Market Method

 

Revenue Multiple

 

0.7x to 1.4x

 

1.0x

 

Increase

Equity

 

$

17,779

 

 

Market Method

 

EBITDA Multiple

 

5.5x to 7.6x

 

6.1x

 

Increase

Equity

 

$

33,192

 

 

Market Method

 

Revenue Multiple

 

0.8x to 1.4x

 

1.3x

 

Increase

Equity

 

$

10,807

 

 

Market Method

 

EBITDA Multiple

 

5.8x to 10.8x

 

9.8x

 

Increase

 

 

 

 

 

 

Revenue Multiple

 

0.1x to 0.7x

 

0.2x

 

Increase

 

* Weighted based on fair value

24


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

3. Investment Valuations and Fair Value Measurements (Continued)

The following table summarizes the valuation techniques and quantitative information utilized in determining the fair value of the Level 3 investments as of December 31, 2024:

 

Investment Type

 

Fair Value

 

 

Valuation
Technique

 

Unobservable Input

 

Range

 

Weighted
Average*

 

Impact to
Valuation from an
Increase in Input

Debt

 

$

230,930

 

 

Income Method

 

Discount Rate

 

9.4% to 27.0%

 

16.0%

 

Decrease

Debt

 

$

142,385

 

 

Market Method

 

EBITDA Multiple

 

4.8x to 8.0x

 

6.9x

 

Increase

 

 

 

 

 

 

 

Revenue Multiple

 

0.2x to 1.1x

 

0.7x

 

Increase

Debt

 

$

84,974

 

 

Income Method

 

Discount Rate

 

10.8% to 15.9%

 

13.1%

 

Decrease

 

 

 

 

 

Income Method

 

Take Out Indication

 

100.0% to 100.0%

 

100.0%

 

Increase

Debt

 

$

87,670

 

 

Income Method

 

Discount Rate

 

17.6% to 17.6%

 

17.6%

 

Decrease

 

 

 

 

 

Market Method

 

EBITDA Multiple

 

4.5x to 5.5x

 

5.0x

 

Increase

Debt

 

$

133,299

 

 

Market Method

 

EBITDA Multiple

 

5.0x to 7.8x

 

6.4x

 

Increase

Debt

 

$

96,061

 

 

Market Method

 

Revenue Multiple

 

0.6x to 1.4x

 

1.0x

 

Increase

Equity

 

$

12,469

 

 

Market Method

 

EBITDA Multiple

 

5.0x to 7.8x

 

6.1x

 

Increase

Equity

 

$

35,618

 

 

Market Method

 

Revenue Multiple

 

0.8x to 1.4x

 

1.3x

 

Increase

Equity

 

$

21,296

 

 

Market Method

 

EBITDA Multiple

 

4.8x to 8.0x

 

7.0x

 

Increase

 

 

 

 

 

 

Revenue Multiple

 

0.2x to 0.8x

 

0.2x

 

Increase

Equity

 

$

2,464

 

 

Market Method

 

EBITDA Multiple

 

7.0x to 7.3x

 

7.1x

 

Increase

 

 

 

 

 

 

 

Revenue Multiple

 

1.0x to 1.1x

 

1.1x

 

Increase

 

 

 

 

 

Income Method

 

Implied Volatility

 

20.0% to 30.0%

 

25.0%

 

Increase

 

 

 

 

 

 

 

Expected Term (in years)

 

2.0x to 2.5x

 

2.3x

 

Increase

Equity

 

$

31

 

 

Market Method

 

EBITDA Multiple

 

4.5x to 5.5x

 

5.0x

 

Increase

 

 

 

 

Income Method

 

Implied Volatility

 

35.0% to 45.0%

 

40.0%

 

Increase

 

 

 

 

 

 

Expected Term (in years)

 

0.5x to 1.0x

 

0.8x

 

Increase

 

 

* Weighted based on fair value

The Company generally utilizes the midpoint of a valuation range provided by an external, independent valuation firm in determining fair value.

25


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

4. Agreements and Related Party Transactions

Advisory Agreement: On December 29, 2017, the Company entered into the Investment Advisory and Management Agreement (the “Advisory Agreement”) with the Adviser, a registered investment adviser under the Investment Advisers Act of 1940, as amended. The Advisory Agreement became effective upon its execution for an initial two-year term. Unless earlier terminated, the Advisory Agreement will remain in effect for additional one-year terms thereafter if approved annually by (i) the vote of the Board, or by the vote of a majority of the Company’s outstanding voting securities and (ii) the vote of a majority of the Board who are not “interested persons” (as defined in Section 2(a)(19) of the 1940 Act) of the Company, the Adviser or any of their respective affiliates (the “Independent Directors”). The Advisory Agreement was most recently renewed by the Company's Board on August 12, 2024 for an additional one-year term until September 15, 2025. The Advisory Agreement will automatically terminate in the event of an assignment by the Adviser.

The Advisory Agreement may be terminated by either party, by vote of the Company’s Board, or by a vote of the majority of the Company’s outstanding voting units, without penalty upon not less than 60 days’ prior written notice to the applicable party. If the Advisory Agreement is terminated according to this paragraph, the Company will pay the Adviser a pro-rated portion of the Management Fee and Incentive Fee (each as defined below).

Pursuant to the Advisory Agreement, the Adviser:

determines the composition of the Company’s portfolio, the nature and timing of the changes to the Company’s portfolio and the manner of implementing such changes;
identifies, evaluates and negotiates the structure of the investments the Company makes (including performing due diligence on the Company’s prospective portfolio companies);
determines the assets the Company will originate, purchase, retain or sell;
closes, monitors and administers the investments the Company makes, including the exercise of any rights in the Company’s capacity as a lender; and
provides the Company such other investment advice, research and related services as the Company may, from time to time, require.

The Company pays to the Adviser, quarterly in arrears, a management fee in cash (the “Management Fee”) calculated as follows: 0.375% (i.e., 1.50% per annum) of the average gross assets of the Company on a consolidated basis, with the average determined based on the gross assets of the Company as of the end of the three most recently completed calendar months. “Gross assets” means the amortized cost of portfolio investments of the Company (including portfolio investments purchased with borrowed funds and other forms of leverage, such as Preferred Units, public and private debt issuances, derivative instruments, repurchase agreements and other similar instruments or arrangements) that have not been sold, distributed to the Members, or written off for tax purposes (but reduced by any portion of such cost basis that has been written down to reflect a permanent impairment of value of any portfolio investment), and excluding cash and cash equivalents. The Management Fee payable for any partial month or quarter will be appropriately pro-rated. The Adviser may defer its right to receive current payment of such fee until the Company is notified otherwise.

For the three months ended March 31, 2025, Management Fees incurred were $3,774, and $7,403 remained payable as of March 31, 2025. For the three months ended March 31, 2024, Management Fees incurred amounted to $3,471, and $6,949 remained payable at March 31, 2024.

In addition, the Adviser receives an incentive fee (the “Incentive Fee”) as follows:

(a)
First, no Incentive Fee is owed until the Unitholders have collectively received cumulative distributions pursuant to this clause equal to their aggregate contributions to the Company in respect of all Units;
(b)
Second, no Incentive Fee is owed until the Unitholders have collectively received cumulative distributions equal to a 9% internal rate of return on their aggregate contributions to the Company in respect of all Units (the “Hurdle”);

26


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

4. Agreements and Related Party Transactions (Continued)

(c)
Third, the Adviser is entitled to an Incentive Fee out of 100% of additional amounts otherwise distributable to Unitholders until such time as the Incentive Fee paid to the Adviser is equal to 20% of the sum of (i) the amount by which the Hurdle exceeds the aggregate capital contributions of the Unitholders in respect of all Units and (ii) the amount of Incentive Fee being paid to the Adviser pursuant to this clause (c); and
(d)
Thereafter, the Adviser is entitled to an Incentive Fee equal to 20% of additional amounts otherwise distributable to Unitholders in respect of all Units, with the remaining 80% distributed to the Unitholders.

The Incentive Fee is calculated on a cumulative basis and the amount of the Incentive Fee payable in connection with any distribution (or deemed distribution) will be determined in accordance with the foregoing formula each time amounts are to be distributed to the Unitholders.

For the three months ended March 31, 2025, Incentive Fees incurred were ($35,680). For the three months ended March 31, 2024, Incentive Fees incurred were ($2,749). The Company has not made any incentive fee payments to the Adviser, and as of March 31, 2025 and December 31, 2024, the Company's incentive fee payable to the Advisor was $0 and $35,680, respectively.

For purposes of calculating the Incentive Fee, aggregate contributions shall not include Earnings Balancing Contributions or Late-Closer Contributions, and the distributions to Unitholders shall not include distributions attributable to Late-Closer Contributions. Earnings Balancing Contributions (as such terms are defined in the Company’s LLC Agreement) received by the Company will not be treated as amounts distributed to Unitholders for purposes of calculating the Incentive Fee. In addition, if distributions to which a Defaulting Member otherwise would have been entitled have been withheld pursuant to 6.2.4 of the LLC Agreement, the amounts so withheld shall be treated for such purposes as having been distributed to such Defaulting Member (as that term is defined in the LLC Agreement). The amount of any distribution of securities made in kind shall be equal to the fair market value of those securities at the time of distribution determined pursuant to 13.4 of the LLC Agreement.

If the Advisory Agreement terminates early for any reason other than (i) the Adviser voluntarily terminating the agreement or (ii) the Company terminating the agreement for cause (as set out in the Advisory Agreement), the Company will be required to pay the Adviser a final incentive fee payment (the “Final Incentive Fee Payment”). The Final Incentive Fee Payment will be calculated as of the date the Advisory Agreement is so terminated and will equal the amount of Incentive Fee that would be payable to the Adviser if (A) all of the Company’s investments were liquidated for their current value (but without taking into account any unrealized appreciation of any portfolio investment), and any unamortized deferred portfolio investment-related fees were deemed accelerated, (B) the proceeds from such liquidation were used to pay all of the Company’s outstanding liabilities, and (C) the remainder were distributed to Unitholders and paid as Incentive Fee in accordance with the “waterfall” (i.e., clauses (a) through (d)) described above for determining the amount of the Incentive Fee. The Company will make the Final Incentive Fee Payment in cash on or immediately following the date the Advisory Agreement is so terminated.

Adviser Return Obligation: After the Company has made its final distribution of assets in connection with its dissolution, if the Adviser has received aggregate payments of Incentive Fees in excess of the amount the Adviser was entitled to receive pursuant to “Incentive Fee” above, then the Adviser will return to the Company, on or before 90 days after such final distribution of assets, an amount equal to such excess (the “Adviser Return Obligation”). Notwithstanding the preceding sentence, in no event will the Adviser be required to return to the Company an amount greater than the aggregate Incentive Fees paid to the Adviser, reduced by the excess of (a) the aggregate federal, state and local income tax liability the Adviser incurred in connection with the payment of such Incentive Fees, over (b) an amount equal to the U.S. Federal and state tax benefits available to the Adviser by virtue of the payment made by the Adviser pursuant to its Adviser Return Obligation.

 

 

 

27


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

4. Agreements and Related Party Transactions (Continued)

Administration Agreement: On September 25, 2018, the Company entered into an Amended and Restated Administration Agreement (the “Administration Agreement”) with TCW Asset Management Company LLC (in such capacity, the “Administrator”), which amended and restated the Administration Agreement between the Company and the Administrator entered into on April 16, 2018. Under the Administration Agreement, the Administrator (or one or more delegated service providers) will oversee the maintenance of the Company’s financial records and otherwise assist with the Company’s compliance with regulations applicable to a business development company under the Investment Company Act of 1940, as amended, and a regulated investment company under Subchapter M of the U.S. Internal Revenue Code of 1986, as amended; monitor the payment of the Company’s expenses; oversee the performance of administrative and professional services rendered to the Company by others; be responsible for the financial and other records that the Company is required to maintain; prepare and disseminate reports to Unitholders and reports and other materials to be filed with the SEC or other regulators; assist the Company in determining and publishing (as necessary or appropriate) its net asset value; oversee the preparation and filing of tax returns; generally oversee the payment of expenses; and provide such other services as the Administrator, subject to review of the Company’s Board, shall from time to time determine to be necessary or useful to perform its obligations under the Administration Agreement. Payments under the Administration Agreement will be equal to an amount that reimburses the Administrator for the costs and expenses incurred by the Administrator in performing its obligations and providing personnel and facilities under the Administration Agreement. The Administrator shall seek such reimbursement from the Company no more than once during any calendar year and shall only seek such reimbursement when all Company Expenses (as defined below) for such calendar year have been paid or accrued. Amounts paid pursuant to the Administration Agreement are subject to the annual cap on Company Expenses (as defined below), as described more fully below. On August 12, 2024, the Company's Board renewed the Administrative Agreement for an additional one-year term until September 15, 2025.

28


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

4. Agreements and Related Party Transactions (Continued)

The Company, and indirectly the Unitholders, bears all costs, expenses and liabilities, other than Adviser Operating Expenses (as defined below) (which shall be borne by the Adviser), in connection with the organization, operations, administration and transactions of the Company (“Company Expenses”). Company Expenses include, without limitation: (a) organizational expenses and expenses associated with the issuance of the Units; (b) expenses of calculating the Company’s net asset value (including the cost and expenses of any independent valuation firm); (c) fees payable to third parties, including agents, consultants, attorneys or other advisors, relating to, or associated with, evaluating and making investments; (d) expenses incurred by the Adviser or the Administrator payable to third parties, including agents, consultants, attorneys or other advisors, relating to or associated with monitoring the financial and legal affairs for the Company, providing administrative services, monitoring or administering the Company’s investments and performing due diligence reviews of prospective investments and the corresponding portfolio companies; (e) costs associated with the Company’s reporting and compliance obligations under the Investment Company Act of 1940, the Securities Exchange Act of 1934, as amended, and other applicable federal or state securities laws; (f) fees and expenses incurred in connection with debt incurred to finance the Company’s investments or operations, and payment of interest and repayment of principal on such debt; (g) expenses related to sales and purchases of Units and other securities; (h) Management Fees and Incentive Fees; (i) administrator fees, if any, payable under the Administration Agreement; (j) transfer agent, sub-administrator and custodial fees; (k) expenses relating to the issue, repurchase and transfer of Units to the extent not borne by the relevant transferring Unitholders and/or assignees; (l) federal and state registration fees; (m) federal, state and local taxes and other governmental charges assessed against the Company; (n) independent directors’ fees and expenses and the costs associated with convening a meeting of the Company’s board of directors or any committee thereof; (o) fees and expenses and the costs associated with convening a meeting of the Unitholders or holders of any Preferred Units of the Company, as well as the compensation of an investor relations professional responsible for the coordination and administration of the foregoing; (p) costs of any reports, proxy statements or other notices to Unitholders, including printing and mailing costs; (q) costs and expenses related to the preparation of the Company’s consolidated financial statements and tax returns; (r) the Company’s allocable portion of the fidelity bond, directors and officers/errors and omissions liability insurance, and any other insurance premiums; (s) direct costs and expenses of administration, including printing, mailing, long distance telephone, and copying; (t) independent auditors and outside legal costs, including legal costs associated with any requests for exemptive relief, “no-action” positions or other guidance sought from a regulator, pertaining to the Company; (u) compensation of other third party professionals to the extent they are devoted to preparing the Company’s consolidated financial statements or tax returns or providing similar “back office” financial services to the Company; (v) Adviser costs and expenses (excluding travel) in connection with identifying and investigating investment opportunities for the Company, monitoring the investments of the Company and disposing of any such investments; (w) portfolio risk management costs; (x) commissions or brokerage fees or similar charges incurred in connection with the purchase or sale of securities (including merger fees); (y) costs and expenses attributable to normal and extraordinary investment banking, commercial banking, accounting, auditing, appraisal, valuation, administrative agent activities, custodial and registration services provided to the Company, including in each case services with respect to the proposed purchase or sale of securities by the Company that are not reimbursed by the issuer of such securities or others (whether or not such purchase or sale is consummated); (z) costs of amending, restating or modifying the LLC Agreement or Advisory Agreement or related documents of the Company or related entities; (aa) fees, costs, and expenses incurred in connection with the termination, liquidation or dissolution of the Company or related entities and (bb) all other properly and reasonably chargeable expenses incurred by the Company or the Administrator in connection with administering the Company’s business. Notwithstanding the foregoing, in the event of a Reorganization (as defined in the LLC Agreement) that results in a Public Company (as defined in the LLC Agreement) or an Extension Fund (as defined in the LLC Agreement), including a Reorganization (as defined in the LLC Agreement) pursuant to which the Company becomes the Public Company or the Extension Fund, the fees, costs and expenses associated with any such restructuring, initial public offering, listing of equity securities or reorganization will be borne appropriately by the Public Company and the Extension Fund (and indirectly only by Unitholders that elect to become investors in the Public Company or the Extension Fund), as the case may be, and no others will directly or indirectly bear such fees, costs or expenses.

29


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

4. Agreements and Related Party Transactions (Continued)

However, the Company does not bear (a) more than an amount equal to 10 basis points of investors’ aggregate Commitments for organizational expenses and offering expenses in connection with the offering of Units through the date that is nine months after the Initial Closing Date, as it may be extended by the Adviser, and (b) more than an amount equal to 12.5 basis points of aggregate Commitments computed annually for Company Expenses (the “Expense Cap”); provided, that, any amount by which actual annual expenses in (b) exceed the 12.5 basis point limit shall be carried over to the next year, without limitation, as additional expense until the earlier of the Reorganization (as defined in the LLC Agreement) or the dissolution of the Company, with any partial year assessed on a pro rata basis; and provided, further, that in determining the Company Expenses subject to the 12.5 basis point limit in (b), the following expenses shall be excluded and shall be borne by the Company as incurred without regard to the 12.5 basis point limit in (b): the Management Fee, the Incentive Fee, organizational and offering expenses (which are subject to the separate cap), amounts incurred in connection with the Company’s borrowings (including interest, bank fees, legal fees and other transactional expenses arising out of or related to any borrowing or borrowing facility and similar costs), transfer agent fees, federal, state and local taxes and other governmental charges assessed against the Company, out-of-pocket expenses of calculating the Company’s net asset value (including the cost and expenses of any independent valuation firm engaged for that purpose and the costs and expenses of the valuation of the Company’s portfolio investments performed by the Company’s independent auditors in order to comply with applicable Public Company Accounting Oversight Board standards), out-of-pocket costs and expenses incurred in connection with arranging or structuring investments and their ongoing operations (including expenses and liabilities related to the formation and ongoing operations of any special purpose entity or entities in connection with an investment), out-of-pocket legal costs associated with any requests for exemptive relief, “no-action” positions or other guidance sought from a regulator pertaining to the Company, out-of-pocket costs and expenses relating to any Reorganization or liquidation of the Company, and any extraordinary expenses (such as litigation expenses and indemnification payments). Notwithstanding the foregoing, in no event will the Company carryforward to future periods the amount by which actual annual Company Expenses for a year exceed the 12.5 basis point limit for more than three years from the date on which such expenses were reimbursed.

“Adviser Operating Expenses” means overhead and operating and administrative expenses incurred by or on behalf of the Adviser or any of its affiliates, including the Company, in connection with maintaining and operating the Adviser’s office, including salaries and other compensation (including compensation due to its officers), rent, routine office equipment expense and liability and insurance premiums (other than those incurred in maintaining fidelity bonds and indemnitee insurance policies), in furtherance of providing supervisory investment management services for the Company. Adviser Operating Expenses also include any expenses incurred by the Adviser or its Affiliates in connection with the Adviser’s registration as an investment adviser under the Investment Advisers Act of 1940, as amended, or with its compliance as a registered investment adviser thereunder.

All Adviser Operating Expenses and all expenses of the Company that the Company does not bear, as set forth above, will be borne by the Adviser or its affiliates.

 

30


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

5. Commitments and Contingencies

The Company had the following unfunded commitments and unrealized depreciation by investment as of March 31, 2025 and December 31, 2024:

 

 

 

 

March 31, 2025

 

 

December 31, 2024

 

Unfunded Commitments

 

Maturity/
Expiration

 

Amount

 

 

Unrealized
  Depreciation

 

 

Amount

 

 

Unrealized
  Depreciation

 

AGY Holdings Corp.

 

September 2027

 

$

2,067

 

 

$

 

 

$

2,067

 

 

$

 

Bendon Inc.

 

December 2025

 

 

4,842

 

 

 

136

 

 

 

4,842

 

 

 

44

 

Encompass Digital Media, Inc.

 

September 2025

 

 

1,374

 

 

 

805

 

 

 

508

 

 

 

278

 

Greenfield World Trade, Inc.

 

January 2025

 

 

 

 

 

 

 

 

62

 

 

 

9

 

Karman Holdings LLC

 

December 2025

 

 

6,555

 

 

 

 

 

 

 

 

 

 

Navistar Defense, LLC

 

February 2026

 

 

993

 

 

 

 

 

 

993

 

 

 

 

Outform Group, Inc. (f/k/a Rapid Displays, Inc.)

 

April 2026

 

 

1,471

 

 

 

128

 

 

 

999

 

 

 

 

Twin Star International, Inc.

 

June 2026

 

 

 

 

 

 

 

 

271

 

 

 

 

Twin Star International, Inc.

 

June 2026

 

 

555

 

 

 

 

 

 

 

 

 

 

Twin Star International, Inc.

 

June 2026

 

 

555

 

 

 

 

 

 

 

 

 

 

WDE TorcSill Holdings LLC

 

April 2028

 

 

8

 

 

 

2

 

 

 

8

 

 

 

1

 

Total

 

 

 

$

18,420

 

 

$

1,071

 

 

$

9,750

 

 

$

332

 

 

From time to time, the Company may become a party to certain legal proceedings incidental to the normal course of its business. As of March 31, 2025, the Company is not aware of any pending or threatened litigation.

In the normal course of business, the Company enters into contracts which provide a variety of representations and warranties, and that provide general indemnifications. Such contracts include those with certain service providers, brokers and trading counterparties. Any exposure to the Company under these arrangements is unknown as it would involve future claims that may be made against the Company; however, based on the Company’s experience, the risk of loss is remote and no such claims are expected to occur. As such, the Company has not accrued any liability in connection with such indemnifications.

 

6. Members' Capital

The Company’s Unit activity for the three months ended March 31, 2025 and 2024, was as follows:

 

 

Three Months Ended March 31,

 

 

2025

 

 

2024

 

Units at beginning of period

 

 

13,734,010

 

 

 

13,734,010

 

Units issued and committed at end of period

 

 

13,734,010

 

 

 

13,734,010

 

 

No deemed distributions and contributions were processed during the three months ended March 31, 2025 and 2024.

7. Credit Facilities

On May 10, 2018, the Company entered into a Revolving Credit Agreement (the “Natixis Credit Agreement”) among the Company, as borrower, and Natixis, New York Branch (“Natixis”), as administrative agent and the committed lenders, conduit lenders and funding agents. The Natixis Credit Agreement provided for a revolving credit line (the “Natixis Revolving Credit Facility”) of up to $150,000 (the “Natixis Maximum Commitment”), subject to the lesser of the “Natixis Borrowing Base” assets or the Natixis Maximum Commitment. The Natixis Borrowing Base assets equal the sum of a percentage of unfunded commitments from certain classes of eligible investors in the Company (the “Natixis Available Commitment”).

31


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

7. Credit Facilities (Continued)

The Natixis Maximum Commitment may be periodically increased in amounts designated by the Company, up to an aggregate amount of $1 billion. The maturity date of the Natixis Credit Agreement is May 10, 2021. On May 10, 2021, the Company exercised its option to extend the maturity date of the Natixis Credit Agreement to May 9, 2022. On March 15, 2022, the Company exercised its last available option to extend the Natixis Credit Agreement maturity date from May 9, 2022 to May 9, 2023. Borrowings under the Natixis Credit Agreement bear interest at a rate equal to either (a) a base rate calculated in a customary manner plus 0.75% or (b) an adjusted eurodollar rate calculated in a customary manner plus 1.75%. As of December 31, 2019, the Natixis Maximum Commitment was $400,000. The Natixis Maximum Commitment was reduced to $340,000 on April 21, 2020 and was further reduced to $280,000 on July 1, 2020. On March 10, 2021, the Natixis Maximum Commitment was reduced to $250,000.

On January 10, 2023, the Company entered into the Sixth Amendment to the Revolving Credit Agreement with Natixis (the “Sixth Amended Revolving Credit Agreement”). The Sixth Amended Revolving Credit Agreement replaces the Eurocurrency Rate with a Daily Simple SOFR Rate, Term SOFR Rate and Adjusted Term SOFR Rate (each as defined in the Sixth Amended Revolving Credit Agreement) for purposes of calculating interest on the loan. Each Term SOFR Loan shall bear interest on the outstanding principal amount thereof for each Interest Period at a rate per annum equal to the Adjusted Term SOFR Rate for such Interest Period plus the interest rate spread or "Applicable Margin." Each Daily SOFR Loan will bear interest on the outstanding principal amount thereof at a rate per annum equal to Daily Simple SOFR plus the Applicable Margin. The Term SOFR Loan and Daily SOFR Loan have an Applicable Margin of 1.75%.

On May 9, 2023, the Company entered into the Seventh Amendment to the Revolving Credit Agreement with Natixis (the “Seventh Amended Revolving Credit Agreement”). The Seventh Amended Revolving Credit Agreement (1) removed the Adjusted Term SOFR Rate for purposes of calculating interest on the loan but kept the Daily Simple SOFR and Term SOFR rates as is; (2) updated the Applicable Margin from 0.75% to 1.15% for Base Rate Loans and from 1.75% to 2.15% for all other loan types; (3) added a minimum usage fee whereby the Company is charged 2.15% on undrawn amounts that are less than 50% of the Maximum Commitment; (4) modified the unused fees such that if usage is between 0% and 30%, the Company is charged 0.75%, 0.55% if usage is between 30% and 50%, and 0.40% if usage is greater than 50%; and (5) extended the maturity date of the Natixis Revolving Credit Facility 364 days to May 9, 2024.

On May 9, 2024, the Company entered into the Eighth Amendment to the Revolving Credit Agreement with Natixis (the “Eighth Amended Revolving Credit Agreement”). The Eighth Amended Revolving Credit Agreement: (1) updated the Applicable Margin from 1.15% to 1.50% for Base Rate Loans and from 2.15% to 2.50% for all other loan types; (2) extended the Stated Maturity Date (previously defined as May 9, 2024) of the Natixis Revolving Credit Facility 183 days to November 8, 2024; (3) updated the definition of Maturity Date to be the earlier of the Stated Maturity Date or 45 days after a Maturity Event, which is defined as one or more of the following occurring: (a) Special Member (NLGI US Private Debt Fund I) elects to "opt-out" and have its membership interest redeemed during the next scheduled redemption date; (b) Rated Included Investors (as defined in the Natixis Credit Agreement) representing 8% or more of Unfunded Commitments elect to "opt-out"and have their membership interest redeemed during the next scheduled redemption date; or (c) Included Investors (as defined in the Natixis Credit Agreement) representing 8% or more of Unfunded Commitments elect to "opt-out"and have their membership interest redeemed during the next scheduled redemption date; and (4) allowed the Company to extend the Stated Maturity Date up to 3 months after the then effective Stated Maturity Date no more than 2 times.

On July 30, 2024, the Company entered into the Ninth Amendment to the Revolving Credit Agreement with Natixis (the “Ninth Amended Revolving Credit Agreement”). The Ninth Amended Revolving Credit Agreement: (1) added the definition of Exchange Offer which means any exchange offer with respect to any membership interests in connection with a Reorganization (2) updated to the definition of Maturity Event to Maturity Event Date which is defined as when the Borrower proceeds with a Reorganization, the date 45 days prior to the date of the delivery of an Exchange Offer to any investor, unless extended by the lenders in their sole discretion and (3) requires consent of all lenders for the Borrower to deliver any Exchange Offer to investors or permit any Reorganization to be deemed effective.

The Natixis Revolving Credit Facility is secured by a first priority security interest, subject to customary exceptions, in (i) all of the capital commitments of the investors in the Company, (ii) the Company’s right to make capital calls, receive payment of capital contributions from the investors and enforce payment of the capital commitments and capital contributions under the Company’s operating agreement and (iii) a cash collateral account into which the capital contributions from the investors are made. The Natixis Revolving Credit Facility may be terminated, and any outstanding amounts thereunder may become due and payable, should the Company fail to satisfy certain covenants.

32


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

7. Credit Facilities (Continued)

On November 4, 2024, the Natixis Revolving Credit Agreement matured and as of that date, the Company can no longer borrow amounts under the Natixis Revolving Credit Facility.

On January 29, 2019, TCW DL VII Financing LLC (the “Borrower” or “TCW DL VII Financing”), a newly-formed, wholly-owned, special purpose financing subsidiary of the Company, entered into a senior secured credit facility (the “PNC Credit Facility” and together with the Natixis Revolving Credit Facility, the “Credit Facilities”) pursuant to a credit and security agreement (the “PNC Credit Agreement”) with PNC Bank, National Association (“PNC”), as facility agent, the lenders from time to time party thereto, and State Street Bank and Trust Company, as collateral agent.

Under the PNC Credit Facility, the lenders have agreed to extend credit to the Borrower in an aggregate principal amount of up to $400,000 of revolving and term loans (the “PNC Maximum Commitment”), subject to compliance with a borrowing base (the “PNC Borrowing Base”). The PNC Maximum Commitment may be periodically increased in amounts designated by the Borrower up to an aggregate principal amount of $900,000, subject to lender consent and obtaining commitments for the increase. The Borrower may make borrowings of (i) a revolving loan (the “PNC Revolving Credit Facility” and together with the Natixis Revolving Credit Facility, the “Revolving Credit Facilities”) under the PNC Credit Facility during the period commencing January 29, 2019 and ending on January 29, 2022 and (ii) a term loan (the “PNC Term Loan”) under the PNC Credit Facility during the period which commenced on January 29, 2019 and ended on January 29, 2020, unless, there is an earlier termination of the PNC Credit Facility or event of default thereunder. The PNC Credit Facility will mature on January 29, 2024. Loans under the PNC Credit Facility bear interest at a fluctuating rate of interest per annum equal to, at the Borrower’s option, either (i) three-month LIBOR plus the facility margin of 2.30% per annum or (ii) the Base Rate plus the facility margin of 2.30% per annum.

On April 11, 2019, the Borrower amended and restated the PNC Credit Agreement (as amended, the “Amended PNC Credit Agreement”) for the PNC Credit Facility. The Amended PNC Credit Agreement, among other things, (a) increased the total commitments under the PNC Credit Facility from $400,000 to $600,000 (the “Amended PNC Maximum Commitment”) and (b) made certain modifications to the calculation of the borrowing base under the prior facility, including the eligibility requirements of collateral obligations pledged under the PNC Credit Facility and loan portfolio concentration limits.

On March 17, 2020, the Borrower amended and restated the Amended PNC Credit Agreement (as further amended the “Second Amended PNC Credit Agreement”). The Second Amended PNC Credit Agreement, among other things, increased the total commitments under the PNC Credit Facility from $600,000 to $795,000 (the “Second Amended PNC Maximum Commitment”). The Second Amended PNC Maximum Commitment may be periodically increased in amounts designated by the Borrower up to an aggregate principal amount of $900,000, subject to lender consent and obtaining commitments for the increase. The Borrower may make borrowings of (i) revolving loans under the PNC Credit Facility during the period commencing January 29, 2019 and ending on January 29, 2022 and (ii) term loans under the PNC Credit Facility during the period commencing January 29, 2019 and ending on March 17, 2020, unless, in the case of (i) and (ii), there is an earlier termination of the PNC Credit Facility or event of default thereunder. On June 19, 2020, the Second Amended PNC Maximum Commitment was increased from $795,000 to $825,000. On November 15, 2021, the Second Amended PNC Maximum Commitment was decreased from $825,000 to $700,000.

On January 31, 2022 (the first business day after January 29, 2022), the Borrower's ability to make borrowings under the PNC Revolving Credit Facility expired and the then outstanding PNC Revolving Credit Facility borrowings of $295,500 converted into outstanding borrowings under the PNC Term Loan. In connection with such conversion, repayments on outstanding borrowings under the PNC Term Loan will correspondingly reduce the PNC Maximum Commitment. The PNC Credit Facility will mature on January 29, 2024.

On October 27, 2022, the Borrower amended and restated the Amended PNC Credit Agreement (as further amended the “Third Amended PNC Credit Agreement”). The Third Amended PNC Credit Agreement, among other things, removed reference to LIBOR rates and the related definitions and added reference to SOFR rates and the related definitions in which the Borrower may now elect a fluctuating rate of interest that is based on SOFR rather than LIBOR. Loans under the PNC Credit Facility will bear interest at a fluctuating rate of interest per annum equal to, at the Borrower’s option, either (i) SOFR rate plus the sum of the facility margin of 2.30% and SOFR adjustment per annum or (ii) the Base Rate plus the facility margin of 2.30% per annum.

 

33


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

7. Credit Facilities (Continued)

On December 6, 2023, the Borrower entered into Amendment No. 1 to the Third Amended and Restated Credit and Security Agreement with PNC (“Amendment No.1 to Third Amended PNC Credit Agreement”). The Amendment No.1 to Third Amended PNC Credit Agreement (1) updated the Facility Margin Level from 2.30% to 2.75% and removed the SOFR adjustment from the calculation of interest on borrowings; (2) extended the Final Maturity Date 366 days from January 29, 2024 to January 29, 2025; (3) changed the total commitments under the PNC Term Loan to $265,000 (the total outstanding balance as of the date of the amendment).

The Borrower’s obligations under the PNC Credit Facility are secured by a first priority security interest in all of the assets of the Borrower, including its portfolio of loans that has been contributed by the Company to the Borrower in exchange for 100% of the membership interests of the Borrower and any payments received in respect of such loans. The Company may contribute or sell to the Borrower additional loans from time to time after the closing date, which shall be pledged in favor of the lenders under the PNC Credit Facility.

Under the PNC Credit Facility, the Borrower has made customary representations and warranties and is required to comply with various affirmative and negative covenants, reporting requirements and other customary requirements for similar credit facilities. The PNC Credit Facility also includes events of default that are customary for similar credit facilities. As of March 31, 2025, the Borrower was in compliance with such covenants.

Borrowings of the Borrower are non-recourse to the Company but are consolidated in the Company’s consolidated financial statements and considered borrowings of the Company for purposes of complying with the asset coverage requirements under the Investment Company Act of 1940, as amended.

On November 8, 2024, the Company fully paid all outstanding balances under the PNC Credit Facility and terminated the agreement.

On November 8, 2024, the Company entered into a revolving credit agreement (“PNC Revolving Credit Agreement” and together with the Natixis Revolving Credit Facility and the PNC Revolving Credit Facility, the “Revolving Credit Facilities”) with PNC as administrative agent and PNC Capital Markets LLC as structuring agent. Under the PNC Revolving Credit Agreement, the lenders have agreed to extend credit to the Company in an aggregate principal amount of up to $350,000 of revolving loans (the “PNC Revolving Credit Agreement Maximum Commitment”), subject to compliance with a borrowing base (the “PNC Revolving Credit Agreement Borrowing Base”). The PNC Revolving Credit Agreement will mature on November 8, 2025. Loans under the PNC Revolving Credit Agreement bear interest at a fluctuating rate of interest per annum equal to, at the Company’s option, either (i) one-month SOFR plus the facility margin of 2.15% per annum or (ii) the Base Rate plus the facility margin of 1.15% per annum.

A summary of amounts outstanding and available under the PNC Revolving Credit Agreement as of March 31, 2025 and December 31, 2024 was as follows:

 

PNC Revolving Credit Facility

 

Maximum
Commitment

 

 

Borrowings
Outstanding

 

 

Available
Amount
(1)

 

As of March 31, 2025

 

$

350,000

 

 

$

317,500

 

 

$

32,322

 

As of December 31, 2024

 

$

350,000

 

 

$

300,000

 

 

$

49,822

 

 

Costs associated with the Revolving Credit Facilities are recorded as deferred financing costs on the Company's Consolidated Statements of Assets and Liabilities and the costs are being amortized over the respective lives of the Natixis Revolving Credit Facility and PNC Revolving Credit Facility. Costs associated with the PNC Term Loan are deferred and amortized over the term of the PNC Term Loan. Such deferred financing costs are netted against the carrying value of the PNC Term Loan on our Consolidated Statements of Assets and Liabilities.

 

34


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

7. Credit Facilities (Continued)

As of March 31, 2025 and December 31, 2024, $790 and $1,112, respectively, of deferred financing costs from the Revolving Credit Facility had yet to be amortized.

 

The carrying amounts of the Credit Facilities, which are categorized as Level 2 within the fair value hierarchy as of March 31, 2025 and 2024, approximates their respective fair values. Valuation techniques and significant inputs used to determine fair value include Company performance; credit, market and liquidity risk and events; financial health of the Company; place in the capital structure; interest rate; and the Credit Facilities’ terms and conditions.

The summary information regarding the Credit Facilities for the three months ended March 31, 2025 and 2024 was as follows:

 

Three Months Ended March 31,

 

 

2025

 

 

2024

 

Credit Facilities interest expense

 

$

4,988

 

 

$

4,672

 

Unused commitment fees

 

 

26

 

 

 

1,145

 

Administrative fees

 

 

 

 

 

50

 

Amortization of deferred financing costs

 

 

322

 

 

 

507

 

Total

 

$

5,336

 

 

$

6,374

 

Weighted average interest rate

 

 

6.48

%

 

 

8.05

%

Average outstanding balance

 

$

308,044

 

 

$

229,670

 

 

P[

8. Repurchase Transactions

The Company may, from time to time, enter into repurchase agreements with Barclays Bank PLC (“Barclays”), whereby the Company sells to Barclays its short-term investments and concurrently enters into an agreement to repurchase the same investments at an agreed-upon price at a future date, generally within 30-days (each, a “Repurchase Transaction”).

 

In accordance with ASC 860, Transfers and Servicing, these Repurchase Transactions meet the criteria for secured borrowings. Accordingly, the short-term investments remain on the Company’s Consolidated Statements of Assets and Liabilities as an asset, and the Company records a liability to reflect its repurchase obligation to Barclays (the “Repurchase Obligation”). The Repurchase Obligation is secured by the short-term investments that are the subject of the repurchase agreement.

The Repurchase Transactions entered into during the three months ended March 31, 2025 and 2024 had an average principal balance of $296,625 and $78,700, respectively and a weighted average interest rate of 4.54% and 5.61%, respectively.

The net proceeds received from Repurchase Transactions during the three months ended March 31, 2025 and 2024 was a net loss of $35 (comprised of interest expense of $775 net of realized gains on short-term investments of $740) and a net loss of $21 (comprised of interest expense of $278 net of realized gains on short-term investments of $257), respectively.

The Company had no outstanding Repurchase Obligations as of March 31, 2025 and December 31, 2024.

 

35


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

9. Income Taxes

The Company has elected to be regulated as a BDC under the 1940 Act and has elected to be treated as a RIC under the Code. So long as the Company maintains its status as a RIC, it will generally not pay corporate-level U.S. Federal income or excise taxes on any ordinary income or capital gains that it distributes at least annually to its Unitholders as dividends. The Company elected to be taxed as a RIC in 2018. The Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reversed and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof.

Federal Income Taxes: It is the policy of the Company to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and distribute all of its net taxable income and any net realized gains on investments to its shareholders. Therefore, no federal income tax provision is required.

As of March 31, 2025 and December 31, 2024, the Company’s aggregate investment unrealized appreciation and depreciation for federal income tax purposes were as follows:

 

As of March 31, 2025

 

 

As of December 31, 2024

 

Cost of investments for federal income tax purposes

 

$

1,328,253

 

 

$

1,306,549

 

Unrealized appreciation

 

$

23,651

 

 

$

19,388

 

Unrealized depreciation

 

$

(228,229

)

 

$

(170,071

)

Net unrealized depreciation on investments

 

$

(204,578

)

 

$

(150,683

)

 

The Company did not have any unrecognized tax benefits as of December 31, 2024, nor were there any increases or decreases in unrecognized tax benefits for the period then ended; therefore, no interest or penalties were accrued. The Company is subject to examination by the U.S federal and state tax authorities for returns filed for the prior two years.

 

10. Segment Reporting

The Company represents a single operating segment as the operating results of the Company are monitored as a whole and its long-term asset allocation is determined in accordance with the terms of its prospectus, based on defined investment objectives that is executed by the Company’s portfolio management team. The Company's Chief Financial Officer, serves as the Company’s chief operating decision maker (“CODM”), who acts in accordance with the Board's reviews and approvals. The CODM uses financial information, such as changes in members' capital from operations, changes in members' capital from Company share transactions, and income and expense ratios, consistent with that presented within the accompanying consolidated financial statements and financial highlights to assess the Company’s profits and losses and to make resource allocation decisions, such as the need to obtain additional funding or make distributions. Segment assets are reflected in the Company's Consolidated Statements of Assets and Liabilities as members' capital, which consists primarily of investments at fair value, and significant segment expenses are listed in the accompanying Consolidated Statements of Operations.

36


TCW DIRECT LENDING VII LLC

Notes to Consolidated Financial Statements (Unaudited) (Continued)

(Dollar amounts in thousands, except for unit data)

As of March 31, 2025

 

11. Financial Highlights

Selected data for a unit outstanding throughout the three months ended March 31, 2025 and 2024 is presented below.

 

 

For the Three Months Ended March 31,

 

 

2025(1)

 

 

2024(1)

 

Net Asset Value Per Unit (accrual base), Beginning of Period

 

$

50.49

 

 

$

53.53

 

Income from Investment Operations:

 

 

 

 

 

 

Net investment income

 

 

3.99

 

 

 

1.98

 

Net realized and unrealized loss

 

 

(5.10

)

 

 

(1.11

)

Total income from investment operations

 

 

(1.11

)

 

 

0.87

 

Less Distributions:

 

 

 

 

 

 

From distributable earnings

 

 

 

 

 

(0.36

)

Total distributions

 

 

 

 

 

(0.36

)

Net Asset Value Per Unit (accrual base), End of Period

 

$

49.38

 

 

$

54.04

 

Unitholder Total Return(2)(3)

 

 

(2.11

)%

 

 

1.66

%

Unitholder IRR before incentive fees(4)

 

 

8.52

%

 

 

10.67

%

Unitholder IRR after all fees and expenses(4)

 

 

8.52

%

 

 

9.00

%

Ratios and Supplemental Data:

 

 

 

 

 

 

Members’ Capital, end of period

 

$

512,804

 

 

$

576,756

 

Units outstanding, end of period

 

 

13,734,010

 

 

 

13,734,010

 

Ratios based on average net assets of Members’ Capital:

 

 

 

 

 

 

Ratio of total expenses before incentive fees to average net assets(5)

 

 

8.02

%

 

 

7.50

%

Ratio of financing cost to average net assets(3)

 

 

1.01

%

 

 

1.11

%

Ratio of net investment income to average net assets(5)

 

 

42.12

%

 

 

18.96

%

Ratio of incentive fees to average net assets(5)

 

 

(27.46

)%

 

 

(1.92

)%

Credit facilities payable

 

 

317,500

 

 

 

239,469

 

Asset coverage ratio

 

 

2.62

 

 

 

3.40

 

Portfolio turnover rate(3)

 

 

1.47

%

 

 

1.10

%

 

(1)
Per unit data was calculated using the number of Common Units issued and outstanding as of March 31, 2025 and 2024, respectively.
(2)
The Total Return for the three months ended March 31, 2025 and 2024 was calculated by taking total income from investment operations for the period divided by the weighted average capital contributions from the Members during the period. The return does not reflect sales load and is net of management fees and expenses.
(3)
Not annualized.
(4)
The Internal Rate of Return (“IRR”) since inception for the Common Unitholders, after management fees, financing costs and operating expenses, but before incentive fees is 8.52%. The IRR since inception for the Common Unitholders, after management fees, financing costs, operating expenses and Advisor incentive fees is 8.52%. The IRR is computed based on cash flow due dates contained in notices to Members (contributions from and distributions to the Unitholders) and the net assets (residual value) of the Members’ Capital account at period end. The IRR is calculated based on the fair value of investments using principles and methods in accordance with GAAP and does not necessarily represent the amounts that may be realized from sales or other dispositions. Accordingly, the actual return may vary significantly upon realization.
(5)
Annualized.

 

12. Subsequent Events

The Company has evaluated subsequent events through the date of issuance of the consolidated financial statements. There have been no subsequent events that require recognition or disclosure in these consolidated financial statements other than those described below.

On April 1, 2025, the Company entered into a Repurchase Transaction with Barclays which settled on April 25, 2025 in the amount of $296,751.

37


 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The information contained in this section should be read in conjunction with the consolidated financial statements and notes thereto appearing elsewhere in this report on Form 10-Q. Some of the statements in this report (including in the following discussion) constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which relate to future events or future performance or financial condition of TCW Direct Lending VII LLC. For simplicity, this report uses the terms “Company,” “we,” “us,” and “our” to refer to TCW Direct Lending VII LLC and where appropriate in the context, its wholly owned subsidiaries.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements that involve substantial risks and uncertainties. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about us, our prospective portfolio investments, our industry, our beliefs, and our assumptions. Words such as “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “would,” “should,” “targets,” “projects,” and variations of these words and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, some of which are beyond our control and are difficult to predict, that could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements including, without limitation:

an economic downturn could impair our portfolio companies’ ability to continue to operate, which could lead to the loss of some or all of our investments in such portfolio companies;
a contraction of available credit could impair our ability to obtain leverage;
the impact of current global economic conditions, including those caused by inflation, an elevated interest rate environment and geopolitical events;
a decline in interest rates could adversely impact our results as majority of our investments bear interest based on floating rates;
interest rate volatility could adversely affect our results, particularly if we elect to use leverage as part of our investment strategy;
our future operating results;
the prospects of our portfolio companies;
our contractual arrangements and relationships with third parties;
the ability of our portfolio companies to achieve their financial and other business objectives;
the increasing concentration of our investment portfolio as we continue to wind down may heighten the risk that an adverse change in one issuer or industry could have a material adverse impact on our performance;
an inability to replicate the historical success of any previously launched fund managed by the private credit team of our investment adviser, TCW Asset Management Company LLC (the “Adviser”, also the “Administrator”);
the speculative and illiquid nature of our investments;
the use of borrowed money to finance a portion of our investments;
the adequacy of our financing sources and working capital;
the costs associated with being an entity registered with the Securities and Exchange Commission (“SEC”);
uncertainty surrounding global political and financial stability, including the liquidity of the banking industry and the risk of recession or a shutdown of government services;
changes or potential disruptions in our operations and the operations of our portfolio companies, the economy, financial markets or political environment, including those caused by tariffs and trade disputes with other countries, supply chain issues, inflation and an elevated interest rate environment;
risks associated with possible disruption in our operations, the operations of our portfolio companies or the economy generally due to terrorism, war or other geopolitical conflict, natural disasters, pandemics or cybersecurity incidents;
the loss of key personnel of the Adviser;

38


 

the timing of cash flows, if any, from the operations of our portfolio companies;
the ability of the Adviser to monitor and administer our investments;
the ability of the TCW Group, Inc. to attract and retain highly talented professionals that can provide services to the Adviser and Administrator;
our ability to qualify and maintain our qualification as a regulated investment company, or “RIC,” under Subchapter M of the U.S. Internal Revenue Code of 1986, as amended (the “Code”) and as a business development company (“BDC”) under the Investment Company Act of 1940 (the “1940 Act”) and the related tax implications;
the effect of legal, tax and regulatory changes; and
the other risks, uncertainties and other factors we identify under “Part I—Item 1A. Risk Factors” in our Form 10-K filed with the SEC on March 26, 2025.

Although we believe that the assumptions on which these forward-looking statements are based are reasonable, some of those assumptions are based on the work of third parties and any of those assumptions could prove to be inaccurate; as a result, the forward-looking statements based on those assumptions also could prove to be inaccurate. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this report should not be regarded as a representation by us that our plans and objectives will be achieved. You should not place undue reliance on these forward-looking statements, which apply only as of the date of this report. We do not undertake any obligation to update or revise any forward-looking statements or any other information contained herein, except as required by applicable law. The safe harbor provisions of Section 21E of the Securities Exchange Act of 1934, as amended (the “1934 Act”), which preclude civil liability for certain forward-looking statements, do not apply to the forward-looking statements in this report because we are regulated under the 1940 Act as an investment company.

Overview

We were formed on May 23, 2017 as a limited liability company under the laws of the State of Delaware. We conducted a private offering of our common limited liability company units (the “Units”) to investors in reliance on exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended (the “Securities Act”).

On August 18, 2017 (“Inception Date”), we sold and issued 10 Units at an aggregate purchase price of $1,000 to our investment adviser, TCW Asset Management Company LLC, an affiliate of the TCW Group, Inc.

On December 29, 2017, we filed an election to be regulated as a BDC under the 1940 Act. We elected, and intend to qualify annually, to be treated for U.S. Federal income tax purposes as a RIC under Subchapter M of the Code. As a BDC and a RIC, we are required to comply with certain regulatory requirements.

On April 13, 2018 (the “Initial Closing Date”), we began accepting subscription agreements from investors for the private sale of our Units and on January 14, 2019, we completed our fourth and final closing sale of our Units. We have sold 13,734,010 Units for an aggregate offering price of approximately $1.4 billion. Each Unitholder is obligated to contribute capital equal to their Commitment and each Unit’s Commitment obligation is $100.00 per Unit. The sale of the Units was made pursuant to subscription agreements entered into by us and each investor. Under the terms of the subscription agreements, we may draw down all or any portion of the undrawn commitment with respect to each Unit generally upon at least ten business days’ prior written notice to the unitholders. The amount of capital that remains to be drawn down and contributed is referred to as an “Undrawn Commitment.”

We commenced operations during the second quarter of fiscal year 2018.

As of March 31, 2025, we have six wholly-owned subsidiaries, each of which is a single member Delaware limited liability company.

Our commitment period commenced on the Initial Closing Date and ended on May 16, 2021, which is the later of (a) April 13, 2021, three years from the Initial Closing Date and (b) May 16, 2021, three years from the date in which we first completed an investment. We completed investment transactions that were significantly in process as of the end of the commitment period and which we reasonably expected to be consummated prior to 90 days subsequent to the expiration date of the commitment period. We may also effect follow-on investments up to an aggregate maximum of 10% of Commitments. On December 11, 2024, our Members approved a proposal to allow us to increase the maximum aggregate of permissible follow-on investments and allow for follow-on investments in existing portfolio companies up to an aggregate amount not to exceed an amount equal to 10% of the aggregate cumulative amounts invested or committed for investment by us during the commitment period.

39


 

Revenues

We generate revenues in the form of interest income and capital appreciation by providing private capital to middle market companies operating in a broad range of industries primarily in the United States. As our investment period has ended, we will not originate new loans, but may increase credit facilities to existing borrowers or affiliates. Our highly negotiated private investments may include senior secured loans, unsecured senior loans, subordinated and mezzanine loans, convertible securities, notes and other non-convertible debt securities, equity securities, and equity-linked securities such as options and warrants. However, historically, our investment bias has been towards adjustable-rate, senior secured loans. We do not anticipate a secondary market developing for our private investments. The investment philosophy, strategy and approach of the private credit team of the Adviser (the “Private Credit Team” fka the “Direct Lending Team”) has generally not involved the use of payment-in-kind (“PIK”) interest, which represents contractual interest accrued and added to the loan balance that generally becomes due at maturity, or similar arrangements. Although the Private Credit Team generally did not originate a significant amount of investments for us with PIK interest features, a number of our current investments do contain PIK due to certain circumstances involving debt restructurings or work-outs. The high concentration of PIK in our current portfolio is primarily a result of the continued wind down of our portfolio.

We are primarily focused on investing in senior secured debt obligations, although there may be occasions where the investment may be unsecured. We also consider an equity investment as the primary security, in combination with a debt obligation, or as a part of total return strategy. Our investments are mostly in corporations, partnerships or other business entities. Additionally, in certain circumstances, we may co-invest with other investors and/or strategic partners indirectly in a company through a joint venture partnership or other special purpose vehicle. While we invest primarily in U.S. companies, there are certain instances where we invested in companies domiciled elsewhere.

Expenses

We do not currently have any employees and do not expect to have any employees. Services necessary for our business are provided through the Amended and Restated Administration Agreement, dated as of September 25, 2018 (the “Administration Agreement”) and the Investment Advisory Agreement, dated as of December 29, 2017, (the “Advisory Agreement”).

We, and indirectly our Unitholders, will bear all costs, expenses and liabilities, other than Adviser Operating Expenses (which shall be borne by the Adviser), in connection with our organization, operations, administration and transactions (“Company Expenses”). Company Expenses shall include, without limitation: (a) organizational expenses and expenses associated with the issuance of the Units; (b) expenses of calculating our net asset value (including the cost and expenses of any independent valuation firm); (c) fees payable to third parties, including agents, consultants, attorneys or other advisors, relating to, or associated with, evaluating and making investments; (d) expenses incurred by the Adviser or the Administrator payable to third parties, including agents, consultants, attorneys or other advisors, relating to or associated with monitoring our financial and legal affairs, providing administrative services, monitoring or administering our investments and performing due diligence reviews of prospective investments and the corresponding portfolio companies; (e) costs associated with our reporting and compliance obligations under the 1940 Act, the 1934 Act and other applicable federal or state securities laws; (f) fees and expenses incurred in connection with debt incurred to finance our investments or operations, and payment of interest and repayment of principal on such debt; (g) expenses related to sales and purchases of Units and other securities; (h) Management Fees and Incentive Fees; (i) administrator fees, if any, payable under the Administration Agreement; (j) transfer agent, sub-administrator and custodial fees; (k) expenses relating to the issue, repurchase and transfer of Units to the extent not borne by the relevant transferring Unitholders and/or assignees; (l) federal and state registration fees; (m) federal, state and local taxes and other governmental charges assessed against us; (n) independent directors’ fees and expenses and the costs associated with convening a meeting of our board of directors or any committee thereof; (o) fees and expenses and the costs associated with convening a meeting of the Unitholders or holders of any Preferred Units, as well as the compensation of an investor relations professional responsible for the coordination and administration of the foregoing; (p) costs of any reports, proxy statements or other notices to Unitholders, including printing and mailing costs; (q) costs and expenses related to the preparation of our consolidated financial statements and tax returns; (r) our allocable portion of the fidelity bond, directors and officers/errors and omissions liability insurance, and any other insurance premiums; (s) direct costs and expenses of administration, including printing, mailing, long distance telephone, and copying; (t) independent auditors and outside legal costs, including legal costs associated with any requests for exemptive relief, “no-action” positions or other guidance sought from a regulator, pertaining to us; (u) compensation of other personnel (including employees and secretarial and other staff of the Administrator) to the extent they are devoted to preparing our consolidated financial statements or tax returns or providing similar “back office” financial services to us; (v) Adviser costs and expenses (excluding travel) in connection with identifying and investigating investment opportunities for us, monitoring our investments and disposing of any such investments; (w) portfolio risk management costs; (x) commissions or brokerage fees or similar charges incurred in connection with the purchase or sale of securities (including merger fees); (y) costs and expenses attributable to normal and extraordinary investment banking, commercial banking, accounting, auditing, appraisal, valuation, administrative agent activities, custodial and registration services provided to us, including in each case services with respect to the proposed purchase or sale of securities by us that are not reimbursed by the issuer of such securities or others (whether or not such purchase or sale is

40


 

consummated); (z) costs of amending, restating or modifying the LLC Agreement or Advisory Agreement or related documents of us or related entities; (aa) fees, costs, and expenses incurred in connection with the termination, liquidation or dissolution of the Company or related entities; and (bb) all other properly and reasonably chargeable expenses incurred by the Company or the Administrator in connection with administering our business. However, in the event of a Reorganization (as defined in the LLC Agreement) that results in a Public Company (as defined in the LLC Agreement) or an Extension Fund (as defined in the LLC Agreement), including a Reorganization pursuant to which the Company becomes the Public Company or the Extension Fund, the fees, costs and expenses associated with any such restructuring, initial public offering, listing of equity securities or reorganization will be borne appropriately by the Public Company and the Extension Fund (and indirectly only by Unitholders that elect to become investors in the Public Company or the Extension Fund), as the case may be, and no others will directly or indirectly bear such fees, costs or expenses.

However, we will not bear (a) more than an amount equal to 10 basis points of our aggregate Commitments for organizational expenses and offering expenses in connection with the offering of Units through January 14, 2019 and (b) more than an amount equal to 12.5 basis points of our aggregate Commitments computed annually for Company Expenses (the “Expense Cap”); provided, that, any amount by which actual annual expenses in (b) exceed the 12.5 basis point limit shall be carried over to the next year, without limitation, as additional expense until the earlier of the Reorganization (as defined in the LLC Agreement) or the dissolution of the Company, with any partial year assessed on a pro rata basis; and provided, further, that in determining the Company Expenses subject to the 12.5 basis point limit in (b), the following expenses shall be excluded and shall be borne by us as incurred without regard to the 12.5 basis point limit in (b): the Management Fee, the Incentive Fee, organizational and offering expenses (which are subject to the separate cap), amounts incurred in connection with our borrowings (including interest, bank fees, legal fees and other transactional expenses arising out of or related to any borrowing or borrowing facility and similar costs), transfer agent fees, federal, state and local taxes and other governmental charges assessed against us, expenses of calculating our net asset value (including the cost and expenses of any independent valuation firm engaged for that purpose and the costs and expenses of the valuation of our portfolio investments performed by our independent auditors in order to comply with applicable Public Company Accounting Oversight Board standards), costs and expenses incurred in connection with arranging or structuring investments and their ongoing operations (including expenses and liabilities related to the formation and ongoing operations of any special purpose entity or entities in connection with an investment), legal costs associated with any requests for exemptive relief, “no-action” positions or other guidance sought from a regulator pertaining to us, costs and expenses relating to any Reorganization or liquidation of the Company and any extraordinary expenses (such as litigation expenses and indemnification payments). Notwithstanding the foregoing, in no event will the Company carryforward to future periods the amount by which actual annual Company Expenses for a year exceed the 12.5 basis point limit for more than three years from the date on which such expenses were reimbursed.

“Adviser Operating Expenses” means overhead and operating and administrative expenses incurred by or on behalf of the Adviser or any of its affiliates, including us, in connection with maintaining and operating the Adviser’s office, including salaries and other compensation (including compensation due to its officers), rent, routine office equipment expense and liability and insurance premiums (other than those incurred in maintaining fidelity bonds and Indemnitee insurance policies), in furtherance of providing supervisory investment management services for us. Adviser Operating Expenses include any expenses incurred by the Adviser or its affiliates in connection with the Adviser’s registration as an investment adviser under the Investment Advisers Act of 1940, as amended, or with its compliance as a registered investment adviser thereunder.

All Adviser Operating Expenses and all our expenses that we will not bear, as set forth above, will be borne by the Adviser or its affiliates.

In connection with borrowings, our lenders require us to pledge assets, Commitments and/or the right to draw down on Commitments. In this regard, the subscription agreement entered into with each of our investors contractually obligates each investor to fund its respective Commitments in order to pay amounts that may become due under any borrowings or other financings or similar obligations.

We expensed organization costs totaling $0.7 million (net of $0.4 million in Adviser reimbursement) since our inception through December 31, 2018. Offering costs totaling $0.6 million (net of $0.3 million in Adviser reimbursement) were charged directly to Members’ Capital on December 31, 2018. No additional organization and offering costs were incurred subsequent to December 31, 2018. We did not bear more than an amount equal to 10 basis points of the aggregate capital commitments for organization and offering expenses.

41


 

Critical Accounting Policies and Estimates

Investments at Fair Value

The preparation of our consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Changes in the economic environment, financial markets, and any other parameters used in determining such estimates could cause actual results to differ. Our critical accounting estimates, including those relating to the valuation of our investment portfolio, are described below. The critical accounting estimates should be read in conjunction with our risk factors as disclosed in “Item 1A. Risk Factors.” See Note 3 to our consolidated financial statements for more information on our critical accounting policies.

Investments that we hold for which market quotes are not readily available or are not considered reliable are valued at fair value according to procedures approved by the Board of Directors (the “Board”) based on similar instruments, internal assumptions and the weighting of the best available pricing inputs. Pursuant to Rule 2a-5 under the 1940 Act, the Board has designated the Adviser as the "valuation designee" with respect to the fair valuation of the Company's portfolio securities, subject to oversight by and periodic reporting to the Board.

Fair Value Hierarchy: Assets and liabilities are classified by us into three levels based on valuation inputs used to determine fair value:

Level 1 values are based on unadjusted quoted market prices in active markets for identical assets.

Level 2 values are based on significant observable market inputs, such as quoted prices for similar assets and quoted prices in inactive markets or other market observable inputs.

Level 3 values are based on significant unobservable inputs that reflect our determination of assumptions that market participants might reasonably use in valuing the assets.

Categorization within the hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The valuation levels are not necessarily an indication of the risk associated with investing in those securities.

Level 1 Assets (Investments): The valuation techniques and significant inputs used to determine fair value are as follows:

Equity, (Level 1), generally includes common stock valued at the closing price on the primary exchange in which the security trades.

Level 2 Assets (Investments): The valuation techniques and significant inputs used to determine fair value are as follows:

Equity, (Level 2), generally includes warrants valued using quotes for comparable investments.

Level 3 Assets (Investments): The following valuation techniques and significant inputs are used to determine the fair value of investments in private debt and equity for which reliable market quotations are not available. Some of the inputs are independently observable however, a significant portion of the inputs and the internal assumptions applied are unobservable.

Debt, (Level 3), includes investments in privately originated senior secured debt. Such securities are valued based on specific pricing models, internal assumptions and the weighting of the best available pricing inputs. An income method approach incorporating a weighted average cost of capital and discount rate, or a market method approach using prices and other relevant information generated by market transactions involving identical or comparable assets, is generally used to determine fair value, though some cases use an enterprise value waterfall method. Valuation may also include a shadow rating method. Standard pricing inputs include but are not limited to the financial health of the issuer, place in the capital structure, value of other issuer debt, credit, industry, and market risk and events.

Equity, (Level 3), includes common stock, preferred stock and warrants. Such securities are valued based on specific pricing models, internal assumptions and the weighting of the best available pricing inputs. A market approach is generally used to determine fair value. Pricing inputs include, but are not limited to, financial health and relevant business developments of the issuer; EBITDA; market multiples of comparable companies; comparable market transactions and recent trades or transactions; issuer, industry and market events; and contractual or legal restrictions on the sale of the security. When a Black-Scholes pricing model is used it follows the income approach. The pricing model takes into account the contract terms as well as multiple inputs, including: time value, implied volatility, equity prices and interest rates. A liquidity discount based on current market expectations, future events, minority ownership position and the period management reasonably expects to hold the investment may be applied.

42


 

Pricing inputs and weightings applied to determine value require subjective determination. Accordingly, valuations do not necessarily represent the amounts that may eventually be realized from sales or other dispositions of investments.

Income Recognition: Interest income and interest income paid-in-kind are recorded on an accrual basis unless doubtful of collection or the related investment is in default.

A number of our current investments contain PIK due to certain circumstances including debt restructurings or work-outs. The high concentration of PIK in our current portfolio is primarily a result of the continued wind down of the portfolio. PIK interest represents accrued interest that is added to the principal amount of the investment on the respective interest payment dates rather than being paid in cash and generally becomes due at maturity or at the occurrence of a liquidation event. To maintain our tax status as a RIC, this non-cash source of income must be paid out to stockholders in the form of dividends for the year the income was earned, even though we have not yet collected the cash. The amortized cost of investments represents the original cost adjusted for any accretion of discounts, amortization of premiums and PIK interest. For the three months ended March 31, 2025, PIK interest income earned was $14.3 million, representing 48.5% of investment income. For the three months ended March 31, 2024, PIK interest income earned was $12.0 million, representing 34.1% of investment income.

Realized gains and losses on investments are recorded on a specific identification basis. We typically receive a fee in the form of a discount to the purchase price at the time it funds an investment in a loan. The discount is accreted to interest income over the life of the respective loan, using the effective-interest method assuming there are no questions as to collectability, and reflected in the amortized cost basis of the investment. Ongoing facility, commitment or other additional fees including prepayment fees, consent fees and forbearance fees are recognized as interest income in the period in which the fees were earned. Income received in exchange for the provision of services such as administration and managerial services is recognized as other fee income in the period in which it was earned.

We have entered into certain intercreditor agreements that entitle us to the “last out” tranche of first lien secured loans, whereby the “first out” tranche will receive priority as to the “last out” tranche with respect to payments of principal, interest, and any other amounts due thereunder. In certain cases, we may receive a higher interest rate than the contractual stated interest rate as disclosed on our Consolidated Schedule of Investments.

Certain investments have an unfunded loan commitment for a delayed draw term loan or revolving credit. We earn an unused commitment fee on the unfunded commitment during the commitment period. The expiration date of the commitment period may be earlier than the maturity date of the investment stated above. See Note 5—Commitments and Contingencies.

Loans are generally placed on non-accrual status when principal or interest payments are past due 30 days or more or when there is reasonable doubt that principal or interest will be collected in full. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. If at any point we believe PIK interest is not expected to be realized, the investment generating PIK interest will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest is generally reversed through interest income. Non-accrual loans are restored to accrual status when past due principal and interest is paid and, in management’s judgment, are likely to remain current. We may make exceptions to this policy if the loan has sufficient collateral value and is in the process of collection.

Investment Activity

As of March 31, 2025, our portfolio consisted of 43 debt investments and 19 equity investments. Based on fair values as of March 31, 2025, our portfolio was 92.3% invested in debt investments which were mostly senior secured term loans. The remaining 7.7% represented our equity investments, which were comprised of common stock, preferred stock, membership interests and warrants. Debt investments in three portfolio companies were on non-accrual status as of March 31, 2025, representing 4.0% and 11.6% of our portfolio's fair value and cost, respectively.

As of December 31, 2024, our portfolio consisted of 40 debt investments and 18 equity investments. Based on fair values as of December 31, 2024, our portfolio was 91.5% invested in debt investments which were mostly senior secured term loans. The remaining 8.5% represented our equity investments, which were comprised of common stock, preferred stock and warrants. Debt investments in three portfolio companies were on non-accrual status as of December 31, 2024, representing 3.1% and 11.9% of our portfolio's fair value and cost, respectively.

Our total investment portfolio increased to 62 investments as of March 31, 2025 from 58 investments as of December 31, 2024 due to follow-on investments in Mondee, Inc., Greenfield World Trade, Inc, and Twin Star International, Inc.

43


 

The table below describes our debt and equity investments by industry classification and enumerates the percentage, by fair value, of the total portfolio assets by industry as of March 31, 2025:

 

Industry

 

Percent
of Total
Investments

 

Aerospace & Defense

 

 

21

%

Textiles, Apparel & Luxury Goods

 

 

15

%

Household Durables

 

 

12

%

Hotels, Restaurants & Leisure

 

 

10

%

Software

 

 

9

%

Chemicals

 

 

9

%

Publishing

 

 

5

%

Consumer Services

 

 

5

%

Capital Goods

 

 

4

%

Energy Equipment & Services

 

 

4

%

Media

 

 

2

%

Commercial & Professional Services

 

 

2

%

Consumer Durables & Apparel

 

 

2

%

Total

 

 

100

%

 

Interest income, including PIK interest income, was $29.5 million and $33.9 million for the three months ended March 31, 2025 and 2024, respectively. Interest income for the three months ended March 31, 2025 and 2024 included $14.3 million and $12.0 million, respectively, of PIK interest income.

Results of Operations

Our operating results for the three months ended March 31, 2025 and 2024 were as follows (dollar amounts in thousands):

 

 

For the Three Months Ended March 31,

 

 

2025

 

 

2024

 

 

 

 

 

 

 

 

Total investment income

 

$

29,477

 

 

$

35,172

 

Total expenses

 

 

(25,257

)

 

 

7,990

 

Net investment income

 

 

54,734

 

 

 

27,182

 

Net realized loss on investments

 

 

(4,252

)

 

 

 

Net change in unrealized appreciation/(depreciation) on investments

 

 

(66,426

)

 

 

(15,450

)

Net realized gain on short-term investments

 

 

740

 

 

 

257

 

Net (decrease) increase in Members’ Capital from operations

 

$

(15,204

)

 

$

11,989

 

 

Total investment income

Total investment income for the three months ended March 31, 2025 and 2024 was $29.5 million and $35.2 million, respectively. The decrease in total investment income during the three months ended March 31, 2025 compared to the three months ended March 31, 2024 was primarily due to a decrease in interest rates during the three months ended March 31, 2025 compared to the three months ended March 31, 2024.

44


 

 

Total expenses

Expenses for the three months ended March 31, 2025 and 2024 were as follows (dollar amounts in thousands):

 

For the Three Months Ended March 31,

 

 

2025

 

 

2024

 

Expenses

 

 

 

 

 

 

Incentive fees

 

$

(35,680

)

 

$

(2,749

)

Interest and credit facilities expenses

 

 

5,336

 

 

 

6,374

 

Management fees

 

 

3,774

 

 

 

3,471

 

Interest expense on repurchase transactions

 

 

775

 

 

 

278

 

Administrative fees

 

 

234

 

 

 

261

 

Professional fees

 

 

140

 

 

 

221

 

Directors’ fees

 

 

98

 

 

 

100

 

Other expenses

 

 

66

 

 

 

34

 

Total expenses

 

$

(25,257

)

 

$

7,990

 

 

Our total expenses were ($25.3) million and $8.0 million for the three months ended March 31, 2025 and 2024, respectively. Our total expenses included management fees attributed to the Adviser of $3.8 million and $3.5 million; and incentive fees of ($35.7) million and $(2.7) million, for the three months ended March 31, 2025 and 2024, respectively.

The decrease in total expenses during the three months ended March 31, 2025 compared to the three months ended March 31, 2024 was primarily due to the decrease in incentive fees during the current period combined with a decrease in interest and credit facility expenses. Incentive fees decreased during the three months ended March 31, 2025 compared to the three months ended March 31, 2024 due to the reversal of previously accrued incentive fees. The Fund had realized and unrealized losses during the three months ended March 31, 2025 which resulted in a reduction of incentive fee payable to the Adviser as of March 31, 2025.

Net investment income

Net investment income for the three months ended March 31, 2025 and 2024 was $54.7 million and $27.2 million, respectively. Our net investment income increased during the three months ended March 31, 2025 compared the three months ended March 31, 2024, due to the decrease in total expenses which was partially offset by the decrease in investment income during the three months ended March 31, 2025, as described above.

Net realized loss on investments

Our net realized loss on investments for the three months ended March 31, 2025 and 2024 was $4.3 million and $0, respectively. Our net realized loss during the three months ended March 31, 2025 was entirely attributable to our partial disposition of the Live Comfortably Borrower LLC (fka Hollander Intermediate LLC) term loan. We did not have a realized loss during the three months ended March 31, 2024 as none of our investments were disposed of during the period.

45


 

Net change in unrealized appreciation/(depreciation) on investments

Our net change in unrealized appreciation/(depreciation) investments for the three months ended March 31, 2025 and 2024 was ($66.4) million and ($15.5) million, respectively. Our net change in unrealized appreciation/(depreciation) for the three months ended March 31, 2025 was primarily due to the following investments (dollar amounts in thousands):

 

Issuer

 

Investment

 

Change in Unrealized
Appreciation/
(Depreciation)

 

 

Navistar Defense, LLC

 

Term Loan

 

$

7,103

 

 

Centric Brands L.P.

 

Class A LP Interests

 

 

5,310

 

 

Greenfield World Trade, Inc.

 

Class A-4 Warrant, expires 03/25/27

 

 

(406

)

 

Bendon Inc.

 

Term Loan

 

 

(789

)

 

Encompass Digital Media, Inc.

 

Term Loan

 

 

(964

)

 

Greenfield World Trade, Inc.

 

18th Amendment Last Out Term Loan

 

 

(1,048

)

 

Outform Group, Inc.

 

Term Loan

 

 

(1,218

)

 

Slogic Holding Corp.

 

Last Out Term Loan

 

 

(1,574

)

 

WDE TorcSill Holdings LLC

 

Revolver

 

 

(1,594

)

 

Greenfield World Trade, Inc.

 

Class A-1 Warrant, expires 03/25/27

 

 

(1,742

)

 

AGY Equity LLC

 

Class E Preferred Units

 

 

(2,048

)

 

WDE TorcSill Holdings LLC

 

Term Loan

 

 

(3,562

)

 

Greenfield World Trade, Inc.

 

Last Out Delayed Draw Term Loan

 

 

(4,400

)

 

RL Parent Holdings LLC

 

Class A Units

 

 

(10,489

)

 

Greenfield World Trade, Inc.

 

Last Out Term Loan

 

 

(15,220

)

 

Mondee Holdings LLC

 

Term Loan

 

 

(33,010

)

 

All others

 

Various

 

 

(775

)

 

Net change in unrealized appreciation/(depreciation)

 

 

 

$

(66,426

)

 

 

 

Our net change in unrealized appreciation/(depreciation) for the three months ended March 31, 2024 was primarily due to the following investments (dollar amounts in thousands):

 

Issuer

 

Investment

 

Change in Unrealized
Appreciation/ (Depreciation)

 

 

Centric Brands L.P.

 

Class A LP Interests

 

$

4,599

 

 

Slogic Holding Corp.

 

Last Out Term Loan

 

 

1,014

 

 

Greenfield World Trade, Inc.

 

Class A-1 Warrant, expires 03/25/27

 

 

(1,602

)

 

Rapid Displays, Inc.

 

Term Loan

 

 

(1,931

)

 

Red Lobster Management, LLC

 

Term Loan

 

 

(3,148

)

 

Encompass Digital Media, Inc.

 

Term Loan

 

 

(3,208

)

 

Twin Star International, Inc.

 

Term Loan

 

 

(3,462

)

 

Navistar Defense, LLC

 

Term Loan

 

 

(8,044

)

 

All others

 

Various

 

 

332

 

 

Net change in unrealized appreciation/(depreciation)

 

 

 

$

(15,450

)

 

 

Net realized gain on short-term investments

During the three months ended March 31, 2025 and 2024 we incurred $0.7 million and $0.3 million, respectively, in realized gains from our short-term investments in government treasuries.

Net (decrease) increase in Members’ Capital from operations

Our net (decrease) increase in Members’ Capital from operations during the three months ended March 31, 2025 and 2024 was ($15.2) million and $12.0 million, respectively. The relative Net decrease in Members’ Capital from operations during the three months ended March 31, 2025 compared to the Net increase in Members' Capital from operations three months ended March 31, 2024 was primarily due to net realized and unrealized losses during the current quarter which was a net loss of $69.9 million, compared to a

46


 

net realized and unrealized loss of $15.2 million during the three months ended March 31, 2024, partially offset by higher net investment income during the three months ended March 31, 2025 as compared to the three months ended March 31, 2024.

 

47


 

Financial Condition, Liquidity and Capital Resources

On April 13, 2018, we completed the first closing of the sale of our Units to persons not affiliated with the Adviser. We also commenced operations during the second quarter of fiscal year 2018. On January 14, 2019, we completed our fourth and final closing sale of our Units. We generate cash from (1) drawing down capital in respect of Units, (2) cash flows from investments and operations and (3) borrowings from banks or other lenders.

Our primary use of cash is for (1) investments in portfolio companies and other investments to comply with certain portfolio diversification requirements, (2) the cost of operations (including expenses, the Management Fee, the Incentive Fee, and any indemnification obligations), (3) debt service of any borrowings and (4) cash distributions to the Unitholders.

As of March 31, 2025, aggregate Commitments, Undrawn Commitments, percentage of Commitments funded and the number of subscribed for Units of the Company were as follows (dollar amounts in thousands):

 

 

March 31, 2025

 

Commitments

 

$

1,373,401

 

Undrawn commitments

 

$

165,401

 

Percentage of commitments funded

 

 

88.0

%

Units

 

 

13,734,010

 

On May 10, 2018, we entered into a Revolving Credit Agreement (the “Natixis Credit Agreement”) among the Company, as borrower, and Natixis, New York Branch (“Natixis”), as administrative agent and the committed lenders, conduit lenders and funding agents. The Natixis Credit Agreement provided for a revolving credit line (the “Natixis Revolving Credit Facility”) of up to $150.0 million (the “Natixis Maximum Commitment”), subject to the lesser of the “Natixis Borrowing Base” assets or the Natixis Maximum Commitment. The Natixis Borrowing Base assets equal the sum of a percentage of unfunded commitments from certain classes of eligible investors in the Company (the “Natixis Available Commitment”).

The Natixis Maximum Commitment may be periodically increased in amounts designated by the Company, up to an aggregate amount of $1 billion. The maturity date of the Natixis Credit Agreement was May 10, 2021. On May 10, 2021, the Company exercised its option to extend the maturity date of the Natixis Credit Agreement to May 9, 2022. On March 15, 2022, the Company exercised its last available option to extend the Natixis Credit Agreement maturity date from May 9, 2022 to May 9, 2023. Borrowings under the Natixis Credit Agreement bear interest at a rate equal to either (a) a base rate calculated in a customary manner plus 0.75% or (b) an adjusted eurodollar rate calculated in a customary manner plus 1.75%. As of December 31, 2020, the Natixis Maximum Commitment was $280.0 million. On March 10, 2021, we further reduced the Natixis Maximum Commitment to $250.0 million.

On January 10, 2023, we entered into a Sixth Amendment to the Revolving Credit Agreement with Natixis (the "Sixth Amended Revolving Credit Agreement"). The Sixth Amended Revolving Credit Agreement replaces the Eurocurrency Rate with a Daily Simple SOFR Rate, Term SOFR Rate and Adjusted Term SOFR Rate (each as defined in the Sixth Amended Revolving Credit Agreement) for purposes of calculating interest on the loan. Each Term SOFR Loan shall bear interest on the outstanding principal amount thereof for each Interest Period at a rate per annum equal to the Adjusted Term SOFR Rate for such Interest Period plus the interest rate spread or "Applicable Margin." Each Daily SOFR Loan will bear interest on the outstanding principal amount thereof at a rate per annum equal to Daily Simple SOFR plus the Applicable Margin. The Term SOFR Loan and Daily SOFR Loan have an Applicable Margin of 1.75%.

On May 9, 2023, we entered into the Seventh Amendment to the Revolving Credit Agreement with Natixis (the "Seventh Amended Revolving Credit Agreement"). The Seventh Amended Revolving Credit Agreement (1) removed the Adjusted Term SOFR Rate for purposes of calculating interest on the loan but kept the Daily Simple SOFR and Term SOFR rates as is; (2) updated the Applicable Margin from 0.75% to 1.15% for Base Rate Loans and from 1.75% to 2.15% for all other loan types; (3) added a minimum usage fee whereby the Company is charged 2.15% on undrawn amounts that are less than 50% of the Maximum Commitment; (4) modified the unused fees such that if usage is between 0% and 30%, the Company is charged 0.75%, 0.55% if usage is between 30% and 50%, and 0.40% if usage is greater than 50%; and (5) extended the maturity date of the Natixis Revolving Credit Facility 364 days to May 9, 2024.

48


 

On May 9, 2024, we entered into the Eighth Amendment to the Revolving Credit Agreement with Natixis (the “Eighth Amended Revolving Credit Agreement”). The Eighth Amended Revolving Credit Agreement: (1) updated the Applicable Margin from 1.15% to 1.50% for Base Rate Loans and from 2.15% to 2.50% for all other loan types; (2) extended the Stated Maturity Date (previously defined as May 9, 2024) of the Natixis Revolving Credit Facility 183 days to November 8, 2024; (3) updated the definition of Maturity Date to be the earlier of the Stated Maturity Date or 45 days after a Maturity Event, which is defined as one or more of the following occurring: (a) Special Member (NLGI US Private Debt Fund I) elects to "opt-out" and have its membership interest redeemed during the next scheduled redemption date; (b) Rated Included Investors (as defined in the Natixis Credit Agreement) representing 8% or more of Unfunded Commitments elect to "opt-out"and have their membership interest redeemed during the next scheduled redemption date; or (c) Included Investors (as defined in the Natixis Credit Agreement) representing 8% or more of Unfunded Commitments elect to "opt-out"and have their membership interest redeemed during the next scheduled redemption date; and (4) allowed the Company to extend the Stated Maturity Date up to 3 months after the then effective Stated Maturity Date no more than 2 times.

On July 30, 2024, we entered into the Ninth Amendment to the Revolving Credit Agreement with Natixis (the “Ninth Amended Revolving Credit Agreement”). The Ninth Amended Revolving Credit Agreement: (1) added the definition of Exchange Offer which means any exchange offer with respect to any membership interests in connection with a Reorganization (2) updated to the definition of Maturity Event to Maturity Event Date which is defined as when the Borrower proceeds with a Reorganization, the date 45 days prior to the date of the delivery of an Exchange Offer to any investor, unless extended by the lenders in their sole discretion and (3) requires consent of all lenders for the Borrower to deliver any Exchange Offer to investors or permit any Reorganization to be deemed effective.

The Natixis Revolving Credit Facility is secured by a first priority security interest, subject to customary exceptions, in (i) all of the capital commitments of the investors in the Company, (ii) our right to make capital calls, receive payment of capital contributions from the investors and enforce payment of the capital commitments and capital contributions under our operating agreement and (iii) a cash collateral account into which the capital contributions from the investors are made. The Natixis Revolving Credit Facility may be terminated, and any outstanding amounts thereunder may become due and payable, should we fail to satisfy certain covenants.

On November 4, 2024, the Natixis Revolving Credit Agreement matured and as of that date, we can no longer borrow amounts under the Natixis Revolving Credit Facility.

On January 29, 2019, TCW DL VII Financing LLC (the “Borrower” or “TCW DL VII Financing”), a newly-formed, wholly-owned, special purpose financing subsidiary of ours, entered into a senior secured credit facility (the “PNC Credit Facility” and together with the Natixis Revolving Credit Facility, the “Credit Facilities”) pursuant to a credit and security agreement (the “PNC Credit Agreement”) with PNC Bank, National Association (“PNC”), as facility agent, the lenders from time to time party thereto, and State Street Bank and Trust Company, as collateral agent.

Under the PNC Credit Facility, the lenders have agreed to extend credit to the Borrower in an aggregate principal amount of up to $400.0 million of revolving and term loans (the “PNC Maximum Commitment”), subject to compliance with a borrowing base (the “PNC Borrowing Base”). The PNC Maximum Commitment may be periodically increased in amounts designated by the Borrower up to an aggregate principal amount of $900.0 million, subject to lender consent and obtaining commitments for the increase. The Borrower may make borrowings of (i) a revolving loan (the “PNC Revolving Credit Facility” and together with the Natixis Revolving Credit Facility, the “Revolving Credit Facilities”) under the PNC Credit Facility during the period commencing January 29, 2019 and ending on January 29, 2022 and (ii) a term loan (the “PNC Term Loan”) under the PNC Credit Facility during the period which commenced on January 29, 2019 and ended on January 29, 2020, unless, in the case of (i) and (ii), there is an earlier termination of the PNC Credit Facility or event of default thereunder. The PNC Credit Facility will mature on January 29, 2024. Loans under the PNC Credit Facility bear interest at a fluctuating rate of interest per annum equal to, at the Borrower’s option, either (i) three-month LIBOR plus the facility margin of 2.30% per annum or (ii) the Base Rate plus the facility margin of 2.30% per annum.

On April 11, 2019, the Borrower amended and restated the PNC Credit Agreement (as amended, the “Amended PNC Credit Agreement”) for the PNC Credit Facility. The Amended PNC Credit Agreement, among other things, (a) increased the total commitments under the PNC Credit Facility from $400.0 million to $600.0 million (the “Amended PNC Maximum Commitment”) and (b) made certain modifications to the calculation of the borrowing base under the prior facility, including the eligibility requirements of collateral obligations pledged under the PNC Credit Facility and loan portfolio concentration limits.

On March 17, 2020, the Borrower further amended and restated the Amended PNC Credit Agreement (as further amended the “Second Amended PNC Credit Agreement”). The Second Amended PNC Credit Agreement, among other things, increased the total commitments under the PNC Credit Facility from $600.0 million to $795.0 million (the “Second Amended PNC Maximum Commitment”). The Second Amended PNC Maximum Commitment may be periodically increased in amounts designated by the Borrower up to an aggregate principal amount of $900.0 million, subject to lender consent and obtaining commitments for the

49


 

increase. The Borrower may make borrowings of (i) revolving loans under the PNC Credit Facility during the period commencing January 29, 2019 and ending on January 29, 2022 and (ii) term loans under the PNC Credit Facility during the period commencing January 29, 2019 and ended on March 17, 2020, unless, there is an earlier termination of the PNC Credit Facility or event of default thereunder. On June 19, 2020, the Second Amended PNC Maximum Commitment was increased from $795.0 million to $825.0 million. On November 15, 2021, the Second Amended PNC Maximum Commitment was decreased from $825.0 million to $700.0 million.

On January 31, 2022 (the first business day after January 29, 2022), the Borrower's ability to make borrowings under the PNC Revolving Credit Facility expired and the then outstanding PNC Revolving Credit Facility borrowings of $295.5 million converted into outstanding borrowings under the PNC Term Loan. In connection with such conversion, repayments on outstanding borrowings under the PNC Term Loan will correspondingly reduce the PNC Maximum Commitment. The PNC Credit Facility will mature on January 29, 2024.

On October 27, 2022, the Borrower amended and restated the Amended PNC Credit Agreement (as further amended the “Third Amended PNC Credit Agreement”). The Third Amended PNC Credit Agreement, among other things, removed reference to LIBOR rates and the related definitions and added reference to SOFR rates and the related definitions in which the Borrower may now elect a fluctuating rate of interest that is based on SOFR rather than LIBOR. Loans under the PNC Credit Facility will bear interest at a fluctuating rate of interest per annum equal to, at the Borrower’s option, either (i) SOFR rate plus the sum of the facility margin of 2.3% and SOFR adjustment per annum or (ii) the Base Rate plus the facility margin of 2.30% per annum.

On December 6, 2023, the Borrower entered into Amendment No. 1 to the Third Amended and Restated Credit and Security Agreement with PNC (“Amendment No.1 to Third Amended PNC Credit Agreement”). The Amendment No.1 to Third Amended PNC Credit Agreement (1) updated the Facility Margin Level from 2.30% to 2.75% and removed the SOFR adjustment from the calculation of interest on borrowings; (2) extended the Final Maturity Date 366 days from January 29, 2024 to January 29, 2025; (3) changed the total commitments under the PNC Term Loan to $265.0 million (the total outstanding balance as of the date of the amendment).

The Borrower’s obligations under the PNC Credit Facility are secured by a first priority security interest in all of the assets of the Borrower, including its portfolio of loans that has been contributed by the Company to the Borrower in exchange for 100% of the membership interests of the Borrower and any payments received in respect of such loans. The Company may contribute or sell to the Borrower additional loans from time to time after the closing date, which shall be pledged in favor of the lenders under the PNC Credit Facility.

Under the PNC Credit Facility, the Borrower has made customary representations and warranties and is required to comply with various affirmative and negative covenants, reporting requirements and other customary requirements for similar credit facilities. The PNC Credit Facility also includes events of default that are customary for similar credit facilities. As of March 31, 2025, the Borrower was in compliance with such covenants.

Borrowings of the Borrower are non-recourse to us but are consolidated in our consolidated financial statements and considered our borrowings for purposes of complying with the asset coverage requirements under the Investment Company Act of 1940, as amended.

On November 8, 2024, the Company fully paid all outstanding balances under the PNC Credit Facility and terminated the agreement.

On November 8, 2024, the Company entered into a revolving credit agreement (“PNC Revolving Credit Agreement” and together with the Natixis Revolving Credit Facility and the PNC Revolving Credit Facility, the “Revolving Credit Facilities”) with PNC as administrative agent and PNC Capital Markets LLC as structuring agent. Under the PNC Revolving Credit Agreement, the lenders have agreed to extend credit to the Company in an aggregate principal amount of up to $350,000 of revolving loans (the “PNC Revolving Credit Agreement Maximum Commitment”), subject to compliance with a borrowing base (the “PNC Revolving Credit Agreement Borrowing Base”). The PNC Revolving Credit Agreement will mature on November 8, 2025. Loans under the PNC Revolving Credit Agreement bear interest at a fluctuating rate of interest per annum equal to, at the Company’s option, either (i) one-month SOFR plus the facility margin of 2.15% per annum or (ii) the Base Rate plus the facility margin of 1.15% per annum.

50


 

A summary of amounts outstanding and available under the PNC Revolving Credit Agreement as of March 31, 2025 and December 31, 2024 was as follows (dollar amounts in thousands):

 

PNC Revolving Credit Facility

 

Maximum
Commitment

 

 

Borrowings
Outstanding

 

 

Available
Amount
(1)

 

As of March 31, 2025

 

$

350,000

 

 

$

317,500

 

 

$

32,322

 

As of December 31, 2024

 

$

350,000

 

 

$

300,000

 

 

$

49,822

 

 

Costs associated with the Revolving Credit Facilities are recorded as deferred financing costs on our Consolidated Statements of Assets and Liabilities and the costs are being amortized over the respective lives of the Natixis Revolving Credit Facility and PNC Revolving Credit Facility. Costs associated with the PNC Term Loan are deferred and amortized over the term of the PNC Term Loan. Such deferred financing costs are netted against the carrying value of the PNC Term Loan on our Consolidated Statements of Assets and Liabilities.

As of March 31, 2025 and December 31, 2024, $0.8 million and $1.1 million, respectively, of deferred financing costs from the Revolving Credit Facility had yet to be amortized.

The carrying amounts of the Credit Facilities, which are categorized as Level 2 within the fair value hierarchy as of March 31, 2025 and 2024, approximates their respective fair values. Valuation techniques and significant inputs used to determine fair value include Company performance; credit, market and liquidity risk and events; financial health of the Company; place in the capital structure; interest rate; and the Credit Facilities’ terms and conditions.

The summary information regarding the Credit Facilities for the three months ended March 31, 2025 and 2024 was as follows (dollar amounts in thousands):

 

 

Three Months Ended March 31,

 

 

2025

 

 

2024

 

Credit Facilities interest expense

 

$

4,988

 

 

$

4,672

 

Unused commitment fees

 

 

26

 

 

 

1,145

 

Administrative fees

 

 

 

 

 

50

 

Amortization of deferred financing costs

 

 

322

 

 

 

507

 

Total

 

$

5,336

 

 

$

6,374

 

Weighted average interest rate

 

 

6.48

%

 

 

8.05

%

Average outstanding balance

 

$

308,044

 

 

$

229,670

 

We had the following unfunded commitments and unrealized depreciation by investment as of March 31, 2025 and December 31, 2024 (dollar amounts in thousands):

 

 

 

 

March 31, 2025

 

 

December 31, 2024

 

Unfunded Commitments

 

Maturity/
Expiration

 

Amount

 

 

Unrealized
  Depreciation

 

 

Amount

 

 

Unrealized
  Depreciation

 

AGY Holdings Corp.

 

September 2027

 

$

2,067

 

 

$

 

 

$

2,067

 

 

$

 

Bendon Inc.

 

December 2025

 

 

4,842

 

 

 

136

 

 

 

4,842

 

 

 

44

 

Encompass Digital Media, Inc.

 

September 2025

 

 

1,374

 

 

 

805

 

 

 

508

 

 

 

278

 

Greenfield World Trade, Inc.

 

January 2025

 

 

 

 

 

 

 

 

62

 

 

 

9

 

Karman Holdings LLC

 

December 2025

 

 

6,555

 

 

 

 

 

 

 

 

 

 

Navistar Defense, LLC

 

February 2026

 

 

993

 

 

 

 

 

 

993

 

 

 

 

Outform Group, Inc. (f/k/a Rapid Displays, Inc.)

 

April 2026

 

 

1,471

 

 

 

128

 

 

 

999

 

 

 

 

Twin Star International, Inc.

 

June 2026

 

 

 

 

 

 

 

 

271

 

 

 

 

Twin Star International, Inc.

 

June 2026

 

 

555

 

 

 

 

 

 

 

 

 

 

Twin Star International, Inc.

 

June 2026

 

 

555

 

 

 

 

 

 

 

 

 

 

WDE TorcSill Holdings LLC

 

April 2028

 

 

8

 

 

 

2

 

 

 

8

 

 

 

1

 

Total

 

 

 

$

18,420

 

 

$

1,071

 

 

$

9,750

 

 

$

332

 

We may, from time to time, enter into repurchase agreements with Barclays Bank PLC (“Barclays”), whereby the we sell to Barclays our short-term investments and concurrently enter into an agreement to repurchase the same investments at an agreed-upon price at a future date, generally within 30-days (each, a “Repurchase Transaction”).

 

51


 

These Repurchase Transactions meet the criteria for secured borrowings. Accordingly, the short-term investments remain on our Consolidated Statements of Assets and Liabilities as an asset, and we record a liability to reflect our repurchase obligation to Barclays (the “Repurchase Obligation”). The Repurchase Obligation is secured by the short-term investments that are the subject of the repurchase agreement.

 

The Repurchase Transactions entered into by us during the three months ended March 31, 2025 and 2024 had an average principal balance of $296.6 million and $78.7 million, respectively and a weighted average interest rate of 4.54% and 5.61%, respectively.

The net proceeds received by us from Repurchase Transactions during the three months ended March 31, 2025 and 2024 was a net loss of $35 thousand (comprised of interest expense of $0.8 million net of realized gains on short-term investments of $0.7 million) and a net loss of $21 thousand (comprised of interest expense of $0.3 million net of realized gains on short-term investments of $0.3 million), respectively.

We had no outstanding Repurchase Obligations as of March 31, 2025 and December 31, 2024.

52


 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are subject to financial market risks, including valuation risk and changes in interest rates.

Valuation Risk. The majority of our investments are in instruments that do not have readily ascertainable market prices and the Adviser, as our valuation designee, will value these securities at fair value as determined in good faith under procedures approved by our Board of Directors. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we may realize amounts that are different from the amounts presented and such differences could be material.

Interest Rate Risk. As of March 31, 2025, 99.8% of our debt investments bore interest based on floating rates, such as SOFR. The interest rates on such investments generally reset by reference to the current market index after one to three months. As of March 31, 2025, the percentage of our floating rate debt investments that bore interest based on an interest rate floor was 4.0%. Floating rate investments subject to a floor generally reset by reference to the current market index after one to three months only if the index exceeds the floor.

Interest rate sensitivity refers to the change in earnings that may result from changes in the level of interest rates. Because we fund a portion of our investments with borrowings, our net investment income is affected by the difference between the rate at which we invest and the rate at which we borrow. As a result, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income. We assess our portfolio companies periodically to determine whether such companies will be able to continue making interest payments in the event that interest rates increase. There can be no assurances that the portfolio companies will be able to meet their contractual obligations at any or all levels of increases in interest rates.

Based on our March 31, 2025 consolidated statement of assets and liabilities, the following table shows the annual impact on net investment income (excluding the related incentive compensation impact) of base rate changes in interest rates (considering interest rate floors for variable rate instruments) assuming no changes in our investment and borrowing structure (dollar amounts in thousands):

 

 

Interest Income

 

 

Interest Expense

 

 

Net Investment
    Income (Loss)

 

Up 300 basis points

 

$

24,621

 

 

$

9,657

 

 

$

14,964

 

Up 200 basis points

 

 

16,414

 

 

 

6,438

 

 

 

9,976

 

Up 100 basis points

 

 

8,207

 

 

 

3,219

 

 

 

4,988

 

Down 100 basis points

 

 

(7,824

)

 

 

(3,219

)

 

 

(4,605

)

Down 200 basis points

 

 

(15,284

)

 

 

(6,438

)

 

 

(8,846

)

Down 300 basis points

 

 

(21,099

)

 

 

(9,657

)

 

 

(11,441

)

 

ITEM 4. CONTROLS AND PROCEDURES

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our President and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15 under the Securities Exchange Act of 1934). Based on that evaluation, our President and Chief Financial Officer have concluded that our current disclosure controls and procedures are effective in timely alerting them to material information relating to us that is required to be disclosed by us in the reports we file or submit under the Securities Exchange Act of 1934.

There have been no changes in our internal control over financial reporting that occurred during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

53


 

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

We are not currently subject to any material legal proceedings, nor, to our knowledge, is any material legal proceeding threatened against us. From time to time, we may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under loans to or other contracts with our portfolio companies. While the outcome of these legal proceedings cannot be predicted with certainty, we do not expect that these proceedings will have a material effect upon our financial condition or results of operations.

Item 1A. Risk Factors

In addition to the other information set forth in this report, you should carefully consider the risk factor discussed below and the risk factors in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, which could materially affect our business, financial condition and/or operating results. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially and adversely affect our business, financial condition and/or operating results.

Changes to U.S. tariff and import/export regulations may have a negative effect on our portfolio companies and, in turn, on our performance.

There have been significant changes to United States trade policies, agreements and tariffs, and in the future there may be additional significant changes. These and any future developments, and continued uncertainty surrounding trade policies, agreements and tariffs, may have a material adverse effect on global economic conditions, inflation and the stability of global financial markets, and may significantly reduce global trade and, in particular, trade between the impacted nations and the United States. Any of these factors could depress economic activity and restrict our portfolio companies' access to suppliers or customers, increase their supply-chain costs and expenses and could have material adverse effects on our business, financial condition and results of operations.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Sales of unregistered securities

None.

Issuer purchases of equity securities

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

None.

Item 5. Other Information

None.

54


 

Item 6. Exhibits.

(a) Exhibits

3.1

Certificate of Formation (incorporated by reference to Exhibit 3.1 to a registration on Form 10 filed on September 1, 2017)

3.2

Limited Liability Company Agreement, dated June 29, 2017 (incorporated by reference to Exhibit 3.2 to a registration on Form 10 filed on September 1, 2017)

3.3

Amended and Restated Limited Liability Company Agreement, dated October 2, 2017 (incorporated by reference to Exhibit 3.3 to a registration on Form 10 filed on October 16, 2017)

3.4

Third Amended and Restated Limited Liability Company Agreement, dated as of September 10, 2018 (incorporated by reference to Exhibit 3.6 to the registrant’s Quarterly Report on Form 10-Q filed November 6, 2018).

3.5

Fourth Amended and Restated Limited Liability Company Agreement, dated as of January 14, 2019 (incorporated by reference to Exhibit 3.1 to the registrant’s Current Report on Form 8-K filed on January 18, 2019).

 

 

3.6*

 

Amendment to Fourth Amended and Restated Limited Liability Company Agreement, dated December 11, 2024

 

 

 

 

10.1

Investment Advisory and Management Agreement dated December 29, 2017 (incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on January 3, 2018).

10.2

Administration Agreement dated December 29, 2017, by and between TCW Direct Lending VII LLC and TCW Asset Management Company LLC (incorporated by reference to Exhibit 10.2 to the registrant’s Current Report on Form 8-K filed on January 3, 2018).

10.3

Amended and Restated Administration Agreement, dated as of September 25, 2018, between TCW Direct Lending VII LLC and TCW Asset Management Company LLC (incorporated by reference to Exhibit 3.7 to the registrant’s Quarterly Report on Form 10-Q filed November 6, 2018).

10.4

Revolving Credit Agreement, dated as of May 10, 2018, among TCW Direct Lending VII LLC, as borrower, and Natixis, New York Branch, as Administrative Agent and Committed Lender (incorporated by reference to Exhibit 10.3 to the registrant’s Current Report on Form 8-K filed on May 14, 2018).

10.5

Credit and Security Agreement, dated as of January 29, 2019, among TCW DL VII Financing LLC, as borrower, PNC Bank, National Association, as facility agent, and State Street Bank and Trust Company, as collateral agent (incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on February 4, 2019).

10.6

First Amended and Restated Credit and Security Agreement, dated as of April 11, 2019, among TCW DL VII Financing LLC, as borrower, PNC Bank, National Association, as facility agent, the lenders from time to time party thereto, and State Street Bank and Trust Company, as collateral agent (incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on April 16, 2019).

10.7

Second Amended and Restated Credit and Security Agreement, dated as of March 17, 2020, among TCW DL VII Financing LLC, as borrower, PNC Bank, National Association, as facility agent, the lenders from time to time party thereto, and State Street Bank and Trust Company, as collateral agent (incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on March 20, 2020).

10.8

Fourth Amendment to Revolving Credit Agreement, dated as of May 10, 2021, among TCW Direct Lending VII LLC, as borrower, and Natixis, New York Branch, as Administrative Agent and Committed Lender (incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on May 10, 2021).

10.9

Fifth Amendment to Revolving Credit Agreement, dated as of May 13, 2021, among TCW Direct Lending VII LLC, as borrower, and Natixis, New York Branch, as Administrative Agent and Committed Lender (incorporated by reference to Exhibit 10.2 to the registrant’s Current Report on Form 8-K filed on May 10, 2021)

10.10

Third Amended and Restated Credit and Security Agreement, dated as of October 27, 2022, among TCW DL VII Financing LLC, as borrower, PNC Bank, National Association, as facility agent, and Alter Domus (US) LLC, as collateral agent (incorporated by reference to Exhibit 10.10 to the registrant's Quarterly Report on Form 10-Q filed on November 12, 2024).

 

 

   10.11

Sixth Amendment to Revolving Credit Agreement, dated as of January 10, 2023, among TCW Direct Lending VII LLC, as borrower, and Natixis, New York Branch, as Administrative Agent and Committed Lender (incorporated by reference to Exhibit 10.10 to the Quarterly Report on Form 10-Q filed on May 10, 2023).

 

 

   10.12

Seventh Amendment to Revolving Credit Agreement, dated as of May 9, 2023, among TCW Direct Lending VII LLC, as borrower, and Natixis, New York Branch, as Administrative Agent and Committed Lender (incorporated by reference to Exhibit 10.11 to the Quarterly Report on Form 10-Q filed on August 9, 2023).

55


 

   10.13

Amendment No. 1 to Third Amended and Restated Credit and Security Agreement, dated as of December 6, 2023 among TCW DL VII Financing LLC, as borrower, PNC Bank, National Association, as facility agent, and Alter Domus (US) LLC, as collateral agent (incorporated by reference to Exhibit 10.12 the the Annual Report on Form 10-K filed on April 1, 2024).

   10.14

Eighth Amendment to Revolving Credit Agreement, dated as of May 9, 2024, among TCW Direct Lending VII LLC, as borrower, and Natixis, New York Branch, as Administrative Agent and the Lenders (incorporated by reference to Exhibit 10.13 to the Quarterly Report on Form 10-Q filed on August 12, 2024.)

   10.15

Ninth Amendment to Revolving Credit Agreement, dated as of July 30, 2024, among TCW Direct Lending VII LLC, as borrower, and Natixis, New York Branch, as Administrative Agent and the Lenders (incorporated by reference to Exhibit 10.10 to the registrant's Quarterly Report on Form 10-Q filed on November 12, 2024).

   10.16

Revolving Credit Agreement, dated as of November 8, 2024, among TCW Direct Lending VII LLC, as borrower, and PNC Bank, National Association as Administrative Agent and the Lenders (incorporated by reference to Exhibit 10.10 to the registrant's Quarterly Report on Form 10-Q filed on November 12, 2024).

31.1*

Certification of President Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934

31.2*

Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934

32.1*

Certification of President Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)

32.2*

Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)

 

 

101.INS

Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.

101.SCH

Inline XBRL Taxonomy Extension Schema Document

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed herewith

56


 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: May 13, 2025

TCW DIRECT LENDING VII LLC

By:

/s/ Richard T. Miller

Richard T. Miller

President

 

 

 

Date: May 13, 2025

By:

/s/ Andrew J. Kim

Andrew J. Kim

Chief Financial Officer

 

57