UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

(Mark One)

þ	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the fiscal year ended December 31, 2023

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 814-01348

Barings Capital Investment Corporation

(Exact name of registrant as specified in its charter)

__________________________________________________________

Maryland	85-0654007
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)
300 South Tryon Street, Suite 2500 Charlotte, North Carolina	28202
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (704) 805-7200

Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report: N/A

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

Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
None	None	None

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, par value $0.001 per share

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ¨ No R

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No R

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  þ        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 during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  þ        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. (Check one):

Large accelerated filer ¨	Accelerated filer  ¨	Non-accelerated filer	þ	Smaller reporting company	¨
				Emerging growth company	þ
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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act by the registered public accounting firm that prepared or issued its audit report. ¨

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ¨

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to § 240.10D-1(b). ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes  ¨        No  þ

As of June 30, 2023, there was no established public market for the registrant’s common stock.

The number of shares outstanding of the registrant’s common stock on February 22, 2024 was 29,270,679.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s definitive proxy statement relating to the registrant’s 2024 Annual Meeting of Stockholders, to be filed with the Securities and Exchange Commission within 120 days following the end of the registrant’s fiscal year, are incorporated by reference in Part III of this Annual Report on Form 10-K as indicated herein.

Auditor ID: 185        Auditor Name: KPMG LLP    Auditor Location: Charlotte, North Carolina

BARINGS CAPITAL INVESTMENT CORPORATION

TABLE OF CONTENTS

ANNUAL REPORT ON FORM 10-K

For the Fiscal Year Ended December 31, 2023

		Page
	PART I
Item 1.	Business	4
Item 1A.	Risk Factors	33
Item 1B.	Unresolved Staff Comments	61
Item 1C.	Cybersecurity	61
Item 2.	Properties	62
Item 3.	Legal Proceedings	62
Item 4.	Mine Safety Disclosures	62
	PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	63
Item 6.	[Reserved]	65
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	66
Item 7A.	Quantitative and Qualitative Disclosures about Market Risk	87
Item 8.	Financial Statements and Supplementary Data	88
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	88
Item 9A.	Controls and Procedures	88
Item 9B.	Other Information	89
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	89
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance	90
Item 11.	Executive Compensation	90
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	90
Item 13.	Certain Relationships and Related Transactions, and Director Independence	90
Item 14.	Principal Accountant Fees and Services	90
	PART IV
Item 15.	Exhibits and Financial Statement Schedules	91
Signatures		95
Exhibits

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FORWARD-LOOKING STATEMENTS

Some of the statements in this Annual Report on Form 10-K constitute forward-looking statements because they relate to future events or our future performance or financial condition. Forward-looking statements may include, among other things, statements as to our future operating results, our business prospects and the prospects of our portfolio companies, the impact of the investments that we expect to make, the ability of our portfolio companies to achieve their objectives, our expected financings and investments, the adequacy of our cash resources and working capital, and the timing of cash flows, if any, from the operations of our portfolio companies. Words such as “expect,” “anticipate,” “target,” “goals,” “project,” “intend,” “plan,” “believe,” “seek,” “estimate,” “continue,” “forecast,” “may,” “should,” “potential,” variations of such words, and similar expressions indicate a forward-looking statement, although not all forward-looking statements include these words. Readers are cautioned that the forward-looking statements contained in this Annual Report on Form 10-K are only predictions, are not guarantees of future performance, and are subject to risks, events, uncertainties and assumptions that are difficult to predict. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the items discussed in Item 1A entitled “Risk Factors” in Part I of this Annual Report on Form 10-K and in Item 1A entitled “Risk Factors” in Part II of our subsequently filed Quarterly Reports on Form 10-Q or in other reports we may file with the Securities and Exchange Commission (“SEC”) from time to time. Other factors that could cause our actual results and financial condition to differ materially include, but are not limited to, changes in political, economic or industry conditions, including the risks of a slowing economy, rising inflation and risk of recession and volatility in the financial services sector, including bank failures; the interest rate environment or conditions affecting the financial and capital markets; the impact of global health crises on our or our portfolio companies’ business and the U.S. and global economies; our, or our portfolio companies’, future business, operations, operating results or prospects; risks associated with possible disruption due to terrorism in our operations or the economy generally; and future changes in laws or regulations and conditions in our or our portfolio companies’ operating areas.

Any forward-looking statements included in this Annual Report on Form 10-K are based on our current expectations, estimates, forecasts, information and projections about the industry in which we operate and the beliefs and assumptions of our management as of the date of this Annual Report on Form 10-K. We assume no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless we are required to do so by law. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the SEC, including subsequent annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

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PART I

Item 1.  Business.

Overview of Our Business

Barings Capital Investment Corporation (the “Company,” “we,” “us,” or “our”) was formed on February 20, 2020 as a Maryland limited liability company and converted to a Maryland corporation on April 28, 2020. On July 13, 2020, we commenced operations and made our first portfolio company investment. We are an externally managed, non-diversified, closed-end management investment company that has elected to be treated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). We have elected and intend to qualify annually for federal income tax purposes to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”).

On July 13, 2020, we completed our initial closing of capital commitments to purchase shares of our common stock, par value $0.001 per share, in a private placement in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), pursuant to subscription agreements with investors (each, a “Subscription Agreement”) and have held additional private placement closings thereafter. See “The Private Offering” below for more information. As of December 31, 2022 and 2021, the Company had accepted $568.7 million and $568.5 million in aggregate capital commitments from investors, respectively. As of December 31, 2023, all commitments have been fully funded.

We are externally managed by Barings LLC (“Barings” or the “Adviser”), an investment adviser that is registered with the SEC under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). Barings also provides administrative services necessary for us to operate (in such capacity, the “Administrator”) pursuant to an administration agreement with the Company (the “Administration Agreement”). The Administrator may enter into one or more agreements with third-parties for them to provide us with certain administrative services.

We are a financial services company that primarily lends to and invests in senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries. To a lesser extent, we invest opportunistically in assets such as, without limitation, equity, special situations, structured credit (e.g. private asset-backed securities), syndicated loan opportunities, high-yield investments and/or mortgage securities. Barings’ existing SEC co-investment exemptive relief under Sections 17(d) and 57(i) of the 1940 Act and Rule 17d-1 thereunder, granted on October 19, 2017 (the “Exemptive Relief”), permits us and Barings’ affiliated private funds and SEC-registered funds to co-invest in Barings-originated loans, which allows Barings to implement its senior secured private debt investment strategy for us.

Our primary investment objective is to provide consistently attractive returns. Barings employs fundamental credit analysis, and targets investments in businesses with relatively low levels of cyclicality (i.e., the risk of business cycles or other economic cycles adversely affecting them) and operating risk. The holding size of each position will generally be dependent upon a number of factors including total facility size, pricing and structure, and the number of other lenders in the facility. Barings has experience managing levered vehicles, both public and private, and seeks to enhance our returns through the use of leverage with a prudent approach that prioritizes capital preservation. Barings believes this strategy and approach offers attractive risk/return with lower volatility given the potential for fewer defaults and greater resilience through market cycles. A significant portion of our investments are expected to be rated below investment grade by rating agencies or, if unrated would be rated below investment grade if they were rated. Below investment grade securities, which are often referred to as “junk,” have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal.

We focus on investing primarily in senior secured private debt instruments in well-established middle-market businesses that operate across a wide range of industries. To a lesser extent, we will invest in equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities, high-yield investments and/or mortgage securities. Syndicated senior secured loans are either (i) marketed by investment banks, which are mandated to bring lenders together and underwrite the deal, to institutional investors or (ii) bought and sold by institutional investors in individually negotiated private transactions that function in many respects like an over-the-counter secondary market. On the other hand, senior secured private debt investments are negotiated

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directly with the borrower, rather than marketed by a third party or bought and sold in the secondary market. We believe senior secured private debt investments may offer higher returns and certain more favorable protections than syndicated senior secured loans. Fees generated in connection with our debt investments are recognized over the life of the loan using the effective interest method or, in some cases, recognized as earned. We currently intend to invest primarily in senior secured private debt investments that have terms of between five and seven years and bear interest between the Secured

Overnight Financing Rate (“SOFR”) (or the applicable currency rate for investments in foreign currencies) plus 475 basis points and SOFR plus 675 basis points per annum. As a BDC, at least 70% of our assets must be “qualifying assets” (measured at the time of investment), which principally include investments in eligible portfolio companies as defined in the 1940 Act. An eligible portfolio company is any issuer which is (i) organized under the laws of, and has its principal place of business in, the United States; (ii) is not an investment company or a company that would be an investment company but for certain exclusions under the 1940 Act; and (iii) satisfies any of the following: (a) does not have any class of securities that is traded on a national securities exchange, (b) has a class of securities listed on a national securities exchange, but has an aggregate market value of outstanding voting and non-voting common equity of less than $250 million, (c) is controlled by a BDC, either alone or as part of a group acting together, and such BDC has an affiliated person who is a director of the company or (d) is a small and solvent company having total assets of not more than $4 million and capital and surplus of not more than $2 million. In addition, we will be permitted to and may invest up to 30% of our total assets opportunistically in “non-qualifying assets.” See “Item 1. Business — Regulation as a Business Development Company.” These opportunistic investments in non-qualifying assets may include but may not be limited to assets from the following asset classes: European Direct Lending, Structured Credit, Private Asset-Back Securities, High-Yield Investments, Special Situations, Real Estate Debt and/or Mortgage Securities.

Relationship with Our Adviser, Barings

Our Adviser, Barings, a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”), is a leading global asset management firm and is registered with the SEC as an investment adviser under the Advisers Act. Barings’ primary investment capabilities include fixed income, private credit, real estate, equity, and alternative investments. Subject to the overall supervision of our board of directors (the “Board”), Barings’ Global Private Finance Group (“Barings GPFG”) manages our day-to-day operations, and provides investment advisory and management services to us. Barings GPFG is part of Barings’ $301.1 billion Global Fixed Income Platform (as of December 31, 2023) that invests in liquid, private and structured credit. Barings GPFG also advises private funds and separately managed accounts, along with multiple public vehicles. The Adviser has retained its indirect, wholly-owned subsidiary, Baring International Investment Limited (“BIIL”), as a sub-adviser to manage European investments for us. BIIL is an investment adviser registered with the SEC in the United States and the Financial Conduct Authority in the United Kingdom with its principal office located in London. As of December 31, 2023, BIIL had approximately £15.2 billion in assets under management.

Among other things, Barings (i) determines the composition of our portfolio, the nature and timing of the changes therein and the manner of implementing such changes; (ii) identifies, evaluates and negotiates the structure of the investments made by us; (iii) executes, closes, services and monitors the investments that we make; (iv) determines the securities and other assets that we will purchase, retain or sell; (v) performs due diligence on prospective portfolio companies and (vi) provides us with such other investment advisory, research and related services as we may, from time to time, reasonably require for the investment of our funds.

Under the terms of the Administration Agreement, Barings (in its capacity as our Administrator) performs (or oversees, or arranges for, the performance of) the administrative services necessary for our operation, including, but not limited to, office facilities, equipment, clerical, bookkeeping and record keeping services at such office facilities and such other services as Barings, subject to review by the Board, will from time to time determine to be necessary or useful to perform its obligations under the Administration Agreement. Barings also, on our behalf and subject to the Board’s oversight, arranges for the services of, and oversees, custodians, depositories, transfer agents, dividend disbursing agents, other stockholder servicing agents, accountants, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable. Barings is responsible for the financial and other records that we are required to maintain and will prepare all reports and other materials required to be filed with the SEC or any other regulatory authority.

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Included in Barings GPFG is Barings North American Private Finance Team (the “U.S. Investment Team”), which consists of 48 investment professionals (as of December 31, 2023) located in three offices in the United States. The U.S. Investment Team provides a full set of solutions to the North American middle market, including revolvers, first and second lien senior secured loans, unitranche structures, mezzanine debt and equity co-investments. The U.S. Investment Team averages over 20 years of industry experience at the Managing Director and Director level. In addition, Barings believes that it has best-in-class support personnel, including expertise in risk management, legal, accounting, tax, information technology and compliance, among others. We expect to benefit from the support provided by these personnel in our operations.

Our Business Strategy

We seek attractive returns by generating current income primarily from directly-originated debt investments in middle-market companies located primarily in the United States. We also have investments in middle-market companies located outside the United States. Our strategy includes the following components:  

•Leveraging Barings GPFG’s Origination and Portfolio Management Resources. As of December 31, 2023 Barings GPFG has over 95 investment professionals located in seven different offices in the U.S., Europe, Australia/New Zealand and Asia. These regional investment teams have been working together in their respective regions for a number of years and have extensive experience advising, investing in and lending to companies across changing market cycles. In addition, the individual members of these teams have diverse investment backgrounds, with prior experience at investment banks, commercial banks, and privately and publicly held companies. We believe this diverse experience provides an in-depth understanding of the strategic, financial and operational challenges and opportunities of middle-market companies.

•Utilizing Long-Standing Relationships to Source Investments.    Barings GPFG has worked diligently over decades to build strategic relationships with private equity firms globally. Based on Barings GPFG’s long history of providing consistent, predictable capital to middle-market sponsors, even in periods of market dislocation, Barings believes it has a reputation as a reliable partner. Barings also maintains extensive personal relationships with entrepreneurs, financial sponsors, attorneys, accountants, investment bankers, commercial bankers and other non-bank providers of capital who refer prospective portfolio companies to us. These relationships historically have generated significant investment opportunities. We believe that this network of relationships will continue to produce attractive investment opportunities.

•Focusing on the Middle-Market. We primarily invest in middle-market companies. These companies tend to be privately owned, often by a private equity sponsor, and are companies that typically generate annual Adjusted EBITDA of $10.0 million to $75.0 million.

•Providing One-Stop Customized Financing Solutions.    Barings believes that Barings GPFG’s ability to commit to and originate larger hold positions (in excess of $200 million) in a given transaction is a differentiator to middle-market private equity sponsors. In today’s market, it has become increasingly important to have the ability to underwrite an entire transaction, providing financial sponsors with certainty of close. Barings GPFG offers a variety of financing structures and has the flexibility to structure investments to meet the needs of our portfolio companies.

•Applying Consistent Underwriting Policies and Active Portfolio Management.    We believe robust due diligence on each investment is paramount due to the illiquid nature of a significant portion of our assets. With limited ability to liquidate holdings, private credit investors must take a longer-term, “originate-to-hold” investment approach. Barings has implemented underwriting policies and procedures that are followed for each potential transaction. This consistent and proven fundamental underwriting process includes a thorough analysis of each potential portfolio company’s competitive position, financial performance, management team operating discipline, growth potential and industry attractiveness, which Barings believes allows it to better assess the company’s prospects. After closing, Barings maintains ongoing access to both the sponsor and portfolio company management in order to closely monitor investments and suggest or require remedial actions as needed to avoid a default.

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•Maintaining Portfolio Diversification.    While we focus our investments in middle-market companies, we seek to invest across various industries and in both United States-based and foreign-based companies. Barings monitors our investment portfolio to ensure we have acceptable industry balance, using industry and market metrics as key indicators. By monitoring our investment portfolio for industry balance, we seek to reduce the effects of economic downturns associated with any particular industry or market sector. Notwithstanding our intent to invest across a variety of industries, we may from time to time hold securities of a single portfolio company that comprise more than 5.0% of our total assets and/or more than 10.0% of the outstanding voting securities of the portfolio company. For that reason, we are classified as a non-diversified management investment company under the 1940 Act.

•Other Investments.     To a lesser extent, we will invest opportunistically in assets such as, without limitation, equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities, high yield investments and/or mortgage securities. Our special situation investments generally comprise of investments in stressed and distressed corporate debt instruments which are expected to include (but which are not limited to) senior secured loans (including assignments and participations), second lien loans and subordinated debt (including mezzanine and payment-in-kind (“PIK”) securities), secured floating rate notes and secured fixed rated notes, unsecured loans, unsecured senior and subordinated corporate bonds, debentures, notes, commercial paper, convertible debt obligations, equity investments (including preferred stock and common equity instruments), hedging arrangements, other forms of subordinated debt, structured credit (e.g., asset-backed securities) and equity instruments.

Investments

Debt Investments

The terms of our directly originated debt investments in middle market companies are tailored to the facts and circumstances of each transaction and prospective portfolio company, negotiating a structure that seeks to protect lender rights and manage risk while creating incentives for the portfolio company to achieve its business plan. We also seek to limit the downside risks of our investments by negotiating covenants that are designed to protect our investments while affording our portfolio companies as much flexibility in managing their businesses as possible. Such restrictions may include affirmative and negative covenants, default penalties, lien protections, change of control provisions, put rights and a pledge of the operating companies’ stock which provides us with additional exit options in downside scenarios. Other lending protections may include term loan amortization, excess cash flow sweeps (effectively additional term loan amortization), limitations on a company’s ability to make acquisitions, maximums on capital expenditures and limits on allowable dividends and distributions. Further, up-front closing fees of typically 1-3% of the loan amount act effectively as pre-payment protection given the cost to a company to refinance early. Additionally, we will typically include call protection provisions effective for the first six to twelve months of an investment to enhance our potential total return.

We continue to invest in predominately senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries. Senior secured private debt investments are negotiated directly with the borrower, rather than marketed by a third party or bought and sold in the secondary market. We believe senior secured private debt investments may offer higher returns and certain more favorable protections than syndicated senior secured loans. Fees generated in connection with our debt investments are recognized over the life of the loan using the effective interest method or, in some cases, recognized as earned. Terms of our senior secured private debt investments are generally between five and seven years and bear interest between the Secured Overnight Financing Rate (“SOFR”) (or the applicable currency rate for investments in foreign currencies) plus 475 basis points and SOFR plus 675 basis points per annum.

Equity Investments

On a limited basis, we may acquire equity interests in portfolio companies. In such cases, we generally seek to structure our equity investments as non-control investments that provide us with minority rights.

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Investment Criteria

We utilize the following criteria and guidelines in evaluating investment opportunities in middle market companies. However, not all of these criteria and guidelines have been, or will be, met in connection with each of our investments. 

•Established Companies With Positive Cash Flow.    We seek to invest in later-stage or mature companies with a proven history of generating positive cash flows. We typically focus on companies with a history of profitability and trailing twelve-month Adjusted EBITDA ranging from $10.0 million to $75.0 million.

•Experienced Management Teams.    Based on our prior investment experience, we believe that a management team with significant experience with a portfolio company or relevant industry experience is essential to the long-term success of the portfolio company. We believe management teams with these attributes are more likely to manage the companies in a manner that protects our debt investment.

•Strong Competitive Position.    We seek to invest in companies that have developed strong positions within their respective markets, are well positioned to capitalize on growth opportunities and compete in industries with barriers to entry. We also seek to invest in companies that exhibit a competitive advantage, which may help to protect their market position and profitability.

•Varied Customer and Supplier Bases.    We prefer to invest in companies that have varied customer and supplier bases. Companies with varied customer and supplier bases are generally better able to endure economic downturns, industry consolidation and shifting customer preferences.

•Significant Invested Capital.    We believe the existence of significant underlying equity value provides important support to investments. We seek to identify portfolio companies that we believe have well-structured capital beyond the layer of the capital structure in which we invest.

Investment Process

Our investment origination and portfolio monitoring activities for middle-market companies are performed by Barings GPFG. The investment committee at Barings GPFG is responsible for all aspects of our investment process for investments in middle-market companies; however, other investment committees within Barings are primarily responsible for the investment process for our opportunistic investments in special situations, structured credit (e.g., private asset-backed securities), high-yield investments and mortgage securities. Each of Barings’ investment processes is designed to maximize risk-adjusted returns, minimize non-performing assets and avoid investment losses. In addition, the investment process is also designed to provide sponsors and/or prospective portfolio companies with efficient and predictable deal execution.

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Origination

Barings GPFG’s typical origination process for investments in middle-market companies is summarized in the following chart:

Investment Pre-Screen

The investment pre-screen process typically begins with a review of an offering memorandum or other high-level prospect information by an investment originator. A fundamental bottoms-up credit analysis is prepared and independent third-party research is gathered in addition to the information received from the sponsor. The investment group focuses on a prospective investment’s fundamentals, sponsor/source and proposed investment structure. This review may be followed by a discussion between the investment originator and an investment group head to identify investment opportunities that should be passed on, either because they fall outside of Barings GPFG’s stated investment strategy or offer an unacceptable risk-adjusted return. If the originator and investment group head agree that an investment opportunity is worth pursuing, a credit analyst assists the originator with preparation of a screening memorandum. The screening memorandum is typically discussed internally with the investment group head and other senior members of the investment group, and in certain instances, the investment group head may elect to review the screening memorandum with the investment committee prior to the preliminary investment proposal.

Preliminary Investment Proposal

Following the screening memorandum discussion, if the decision is made by the investment group head to pursue an investment opportunity, key pricing and structure terms may be communicated to the prospective borrower verbally or via a non-binding standard preliminary term sheet in order to determine whether the proposed terms are competitive.

Investment Approval

Upon acceptance by a sponsor/prospective borrower of preliminary key pricing and structure terms, the investment process continues with formal due diligence. The investment team typically attends meetings with the prospective portfolio company’s management, reviews historical and forecasted financial information and third-

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party diligence reports, conducts research to support preparation of proprietary financial models including both base case and downside scenarios, valuation analyses, and ultimately, an underwriting memorandum for review by the investment committee. A majority of the votes cast at a meeting at which a majority of the members of the investment committee is present is required to approve all investments in new middle-market portfolio companies.

Commitment Letter

For investments that require written confirmation of commitment, commitment letters are typically reviewed by Barings GPFG’s internal legal team or outside counsel. Commitment letters typically include customary conditions as well as any conditions specified by the investment committee. Such conditions could include, but are not limited to, specific confirmatory due diligence, minimum pre-close Adjusted EBITDA, minimum capitalization, satisfactory documentation, satisfactory legal due diligence and absence of material adverse change. Unless specified by the investment committee as a condition to approval, commitment letters need not include final investment committee approval as a condition precedent.

Documentation

Once an investment opportunity has been approved, negotiation of definitive legal documents occurs, usually simultaneously with completion of any third-party confirmatory due diligence. Typically, legal documentation will be reviewed by Barings GPFG’s internal legal team or by outside legal counsel to ensure that our security interest can be perfected and that all other terms of the definitive loan documents are consistent with the terms approved by the investment committee.

Closing

A closing memorandum is provided to the investment committee. The closing memorandum addresses final investment structure and pricing terms, the sources and uses of funds, any variances from the original approved terms, an update related to the prospect’s financial performance and, if warranted, updates to internal financial models. The closing memorandum also addresses each of the specific conditions to the approval of the investment by the investment committee, including results of confirmatory due diligence with any exceptions or abnormalities highlighted, and includes an analysis of financial covenants with a comparison to the financial forecast prepared by management.

Portfolio Management and Investment Monitoring

Our portfolio management and investment monitoring processes are overseen by Barings. Barings’ portfolio management process is designed to maximize risk-adjusted returns and identify non-performing assets well in advance of potentially adverse events in order to mitigate investment losses. Key aspects of the Barings’ investment and portfolio management process include:

•Culture of Risk Management.    The investment team that approves an investment monitors the investment’s performance through repayment. We believe this practice encourages accountability by connecting investment team members with the long-term performance of the investment. This also allows us to leverage the underwriting process, namely the comprehensive understanding of the risk factors associated with the investment that an investment team develops during underwriting. In addition, we seek to foster continuous interaction between investment teams and the investment committee. This frequent communication encourages the early escalation of issues to members of the investment committee to leverage their experience and expertise well in advance of potentially adverse events.

•Ongoing Monitoring. Each portfolio company is assigned to an analyst who is responsible for the ongoing monitoring of the investment. Upon receipt of information (financial or otherwise) relating to an investment, a preliminary review is performed by the analyst in order to assess whether the information raises any issues that require increased attention. Particular consideration is given to information which may impact the value of an asset. In the event that something material is identified, the analyst is responsible for notifying the relevant members of the deal team and investment committee.

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•Quarterly Portfolio Reviews. All investments are reviewed on at least a quarterly basis. The quarterly portfolio reviews provide a forum to evaluate the current status of each asset and identify any recent or long-term performance trends, either positive or negative, that may affect its current valuation.

•Focus Credit List Reviews. Certain credits are deemed to be on the “Focus Credit List”, or a list of similar meaning and are typically reviewed on a more frequent basis. During these reviews, the investment team provides an update on the situation and discusses potential courses of action with the investment committee to ensure any mitigating steps are taken in a timely manner.

•Sponsor Relationships. For middle-market loans, we invest primarily in transactions backed by a private equity sponsor and when evaluating investment opportunities, we take into account the strength of the sponsor (e.g., track record, sector expertise, strategy, governance, follow-on investment capacity, relationship with Barings GPFG). Having a strong relationship and staying in close contact with sponsors and management during not only the underwriting process but also throughout the life of the investment allows us to engage the sponsor and management early to address potential covenant breaks or other issues.

•Robust Investment and Portfolio Management System. Barings’ investment and portfolio management system serves as the central repository of data used for investment management, including both company-level metrics (e.g., probability of default, Adjusted EBITDA, geography) and asset-level metrics (e.g., price, spread/coupon, seniority). Barings portfolio management has established a set of data that analysts must update quarterly, or more frequently when appropriate, in order to produce a one-page summary for each company, which are used during quarterly portfolio reviews.

Valuation Process and Determination of Net Asset Value

The most significant estimate inherent in the preparation of our financial statements is the valuation of investments and the related amounts of unrealized appreciation and depreciation of investments recorded. We have a valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures, or ASC Topic 820. Our current valuation policy and processes were established by Barings and were approved by the Board.

Under ASC Topic 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 a willing buyer and a willing seller at the measurement date. For our portfolio securities, fair value is generally the amount that we might reasonably expect to receive upon the current sale of the security. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if we do not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.

Under ASC Topic 820, there are three levels of valuation inputs, as follows:

Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 Inputs – include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.

A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables in the notes to our Consolidated financial statements may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).

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Our investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, the Adviser determines the fair value of our investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, the Adviser assesses the appropriateness of the use of these third-party quotes in determining fair value based on (i) its understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer and (ii) the depth and consistency of broker quotes and the correlation of changes in broker quotes with underlying performance of the portfolio company.

There is no single approach for determining fair value in good faith, as fair value depends upon the specific circumstances of each individual investment. The recorded fair values of our Level 3 investments may differ significantly from fair values that would have been used had an active market for the securities existed. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the valuations currently assigned. For a discussion of the risks inherent in determining the value of securities for which readily available market values do not exist, see “Risk Factors — Risks Relating to Our Business and Structure — Our investment portfolio is and will continue to be recorded at fair value as determined in accordance with the Adviser’s valuation policies and procedures and, as a result, there is and will continue to be uncertainty as to the value of our portfolio investments” included in Item 1A of Part I of this Annual Report on Form 10-K.

Investment Valuation Process

The Board must determine fair value in good faith for any or all of our investments for which market quotations are not readily available. The Board has designated Barings as valuation designee to perform the fair value determinations relating to the value of the assets held by us for which market quotations are not readily available. Barings has established a pricing committee that is, subject to the oversight of the Board, responsible for the approval, implementation and oversight of the processes and methodologies that relate to the pricing and valuation of assets held by us. Barings uses independent third-party providers to price the portfolio, but in the event an acceptable price cannot be obtained from an approved external source, Barings will utilize alternative methods in accordance with internal pricing procedures established by Barings' pricing committee.

At least annually, Barings conducts reviews of the primary pricing vendors to validate that the inputs used in the vendors’ pricing process are deemed to be market observable. While Barings is not provided access to proprietary models of the vendors, the reviews have included on-site walkthroughs of the pricing process, methodologies and control procedures for each asset class and level for which prices are provided. The review also includes an examination of the underlying inputs and assumptions for a sample of individual securities across asset classes, credit rating levels and various durations, a process Barings continues to perform annually. In addition, the pricing vendors have an established challenge process in place for all security valuations, which facilitates identification and resolution of prices that fall outside expected ranges. Barings believes that the prices received from the pricing vendors are representative of prices that would be received to sell the assets at the measurement date (i.e. exit prices).

Our money market fund investments are generally valued using Level 1 inputs and our equity investments listed on an exchange or on the NASDAQ National Market System are valued using Level 1 inputs, using the last quoted sale price of that day. Our syndicated senior secured loans and structured product investments are generally valued using Level 2 inputs, which are generally valued at the bid quotation obtained from dealers in loans by an independent pricing service. Our middle-market, private debt and equity investments are generally valued using Level 3 inputs.

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Independent Valuation

The fair value of loans and equity investments that are not syndicated or for which market quotations are not readily available, including middle-market loans, are generally submitted to independent providers to perform an independent valuation on those loans and equity investments as of the end of each quarter. Such loans and equity investments are initially held at cost, as that is a reasonable approximation of fair value on the acquisition date, and monitored for material changes that could affect the valuation (for example, changes in interest rates or the credit quality of the borrower). At the quarter end following that of the initial acquisition, such loans and equity investments are generally sent to a valuation provider which will determine the fair value of each investment. The independent valuation providers apply various methods (synthetic rating analysis, discounting cash flows, and re-underwriting analysis) to establish the rate of return a market participant would require (the “discount rate”) as of the valuation date, given market conditions, prevailing lending standards and the perceived credit quality of the issuer. Future expected cash flows for each investment are discounted back to present value using these discount rates in the discounted cash flow analysis. A range of values will be provided by the valuation provider and Barings will determine the point within that range that it will use. If the Barings’ pricing committee disagrees with the price range provided, it may make a fair value recommendation to Barings that is outside of the range provided by the independent valuation provider and the reasons therefore. In certain instances, we may determine that it is not cost-effective, and as a result is not in the stockholders’ best interests, to request an independent valuation firm to perform an independent valuation on certain investments. Such instances include, but are not limited to, situations where the fair value of the investment in the portfolio company is determined to be insignificant relative to the total investment portfolio.

For a further discussion of our valuation procedures, see the section entitled “Critical Accounting Policies and Use of Estimates — Investment Valuation” included in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in Item 7 of Part II of this Annual Report on Form 10-K.

Valuation Inputs

The Adviser’s valuation techniques are based upon both observable and unobservable pricing inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Adviser’s market assumptions. The Adviser’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. An independent pricing service provider is the preferred source of pricing a loan, however, to the extent the independent pricing service provider price is unavailable or not relevant and reliable, the Adviser will utilize alternative approaches such as broker quotes or manual prices. The Adviser attempts to maximize the use of observable inputs and minimize the use of unobservable inputs. The availability of observable inputs can vary from investment to investment and is affected by a wide variety of factors, including the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the security.

Valuation of Investments in Banff Partners LP, Thompson Rivers LLC and Waccamaw River LLC

As Banff Partners LP, Thompson Rivers LLC and Waccamaw River LLC are investment companies with no readily determinable fair values, the Adviser estimates the fair value of our investments in these entities using the net asset value (“NAV”) of each company and our ownership percentage as a practical expedient. The NAV is determined in accordance with the specialized accounting guidance for investment companies.

Quarterly Net Asset Value Determination

We determine the NAV per share of our common stock on at least a quarterly basis. The NAV per share is equal to the value of our total assets minus total liabilities and any preferred stock outstanding divided by the total number of shares of common stock outstanding.

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Exit Strategies/Refinancing

While we generally exit most investments through the refinancing or repayment of our debt, we typically assist our portfolio companies in developing and planning exit opportunities, including any sale or merger of our portfolio companies. We may also assist in the structure, timing, execution and transition of these exit strategies.

Competition

We compete for investments with a number of investment funds including public funds, private debt funds and private equity funds, other BDCs, as well as traditional financial services companies such as commercial banks and other sources of financing. Some of these entities have greater financial and managerial resources than we do. In addition, some of our competitors may have higher risk tolerances or different risk assessments, which could allow them to consider more investments and establish more relationships than we do. Furthermore, many of our competitors are not subject to the regulatory restrictions that the 1940 Act imposes on us as a BDC.

We use the expertise of the investment professionals of Barings to assess investment risks and determine appropriate pricing for our investments in portfolio companies. We believe the relationship we have with Barings enables us to learn about, and compete for financing opportunities with companies in middle-market businesses that operate across a wide range of industries. For additional information concerning the competitive risks we face, see “Risk Factors — Risks Relating to Our Business and Structure — We operate in a highly competitive market for investment opportunities, which could reduce returns and result in losses” included in Item 1A of Part I of this Annual Report on Form 10-K.

The Private Offering

We sold shares of our common stock in private placements to investors in reliance on exemptions from the registration requirements of the Securities Act. Investors who acquired shares of our common stock were required to enter into separate Subscription Agreements. Each investor made a capital commitment to purchase shares of our common stock pursuant to a Subscription Agreement. Investors were required to make capital contributions to purchase shares of our common stock each time we delivered a drawdown notice, which was delivered at least 10 calendar days prior to each required funding date, in an aggregate amount not to exceed their respective capital commitments. All purchases were generally made pro rata, in accordance with the investors’ capital commitments, at a per-share price as determined by the Board (including a committee thereof). The Board or a committee thereof was required to make the determination that we were not selling shares of our common stock at a price below the then-current NAV of our common stock at the time at which the sale is made. The Board could set the per-share price above the NAV per share based on a variety of factors, including, without limitation, the total amount of our organizational and other expenses. Upon the termination of the period (the “Commitment Period”) ending on the earlier to occur of (i) a Liquidity Event (as defined below) and (ii) the seven-year anniversary of the initial closing of shares of common stock, which occurred on July 13, 2020, investors will be released from any further obligation to purchase additional shares, subject to certain exceptions contained herein and in the Subscription Agreement. Prior to a Liquidity Event, no investor who purchased shares of our common stock in our private offerings of common stock will be permitted to sell, assign, transfer or otherwise dispose of its shares or capital commitment unless we provide our prior written consent and the transfer is otherwise made in accordance with applicable law. If a Liquidity Event has not occurred by the expiration of the Commitment Period, the Board will use its best efforts to wind down and/or liquidate and dissolve the Company. A “Liquidity Event” means a corporate control transaction or similar event (which may include a transaction with an affiliated entity, including an affiliated BDC), such as a strategic sale of the Company or all or substantially all of our assets to, or a merger with, another entity, for consideration payable to our stockholders of cash or publicly listed securities of such other entity (or a combination of cash and such publicly listed securities). The decision whether to pursue a Liquidity Event will be made at the discretion of the Board and with the requisite approval of our stockholders as required by Maryland law.

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Brokerage Allocation and Other Practices

We did not pay any brokerage commissions during the fiscal years ended December 31, 2021, December 31, 2022 and December 31, 2023 in connection with the acquisition and/or disposal of our investments. We generally acquire and dispose of our investments in privately negotiated transactions; therefore, we infrequently use brokers in the normal course of our business. Barings is primarily responsible for the execution of any publicly traded securities portion of our portfolio transactions and the allocation of brokerage commissions. We do not expect to execute transactions through any particular broker or dealer, but will seek to obtain the best net results for us, taking into account such factors as price (including the applicable brokerage commission or dealer spread), size of order, difficulty of execution, and operational facilities of the firm and the firm’s risk and skill in positioning blocks of securities. While we will generally seek reasonably competitive trade execution costs, we will not necessarily pay the lowest spread or commission available. Subject to applicable legal requirements, if we use a broker, we may select a broker based partly upon brokerage or research services provided to us. In return for such services, we may pay a higher commission than other brokers would charge if we determine in good faith that such commission is reasonable in relation to the services provided.

Dividend Reinvestment Plan

We have adopted a dividend reinvestment plan (“DRIP”) that provides for reinvestment of our distributions on behalf of our stockholders, unless a stockholder elects to “opt-out” and receive such distribution in cash as provided below. As a result, if the Board authorizes, and we declare, a cash dividend, then our stockholders who have not “opted out” of our DRIP will have their cash dividends automatically reinvested in additional shares of our common stock, rather than receiving the cash dividends.

No action is required on the part of a registered stockholder to have his or her cash dividend reinvested in shares of our common stock. A registered stockholder may elect to receive an entire dividend in cash by notifying our investor relations department to request a change form, as described below. Such change form must be received by State Street Bank and Trust Company, the “Plan Administrator” and our transfer agent and registrar, no later than 10 business days prior to the distribution date fixed by the Board for such dividend. If such change form is received less than 10 business days prior to the distribution date fixed by the Board, then that dividend will be reinvested pursuant to the terms of the plan. The Plan Administrator will set up an account for shares acquired through the plan for each stockholder who has not elected to receive dividends in cash and hold such shares in non-certificated form. Those stockholders whose shares are held by a broker or other financial intermediary may receive dividends in cash by notifying their broker or other financial intermediary of their election so long as their broker or other financial intermediary notifies the Plan Administrator of the same by submitting the change form.

The number of shares to be issued to a stockholder under the DRIP will be determined by dividing the total dollar amount of the distribution payable to such stockholder by the NAV per share of our common stock, as of the last day of our fiscal quarter immediately preceding the date such distribution was declared.

There will be no charges to stockholders who participate in the DRIP. We will pay the Plan Administrator’s fees under the DRIP.

Common stockholders who receive dividends in the form of stock generally are subject to the same federal, state and local tax consequences as are common stockholders who elect to receive their dividends in cash. However, since a participating stockholder’s cash dividends will be reinvested, such stockholder will not receive cash with which to pay any applicable taxes on reinvested dividends. A common stockholder’s basis for determining gain or loss upon the sale of stock received in a dividend from us will be equal to the total dollar amount of the dividend payable to the stockholder. Any stock received in a dividend will have a holding period for tax purposes commencing on the day following the day on which the shares are credited to the U.S. stockholder’s account. Stock received in a dividend may generate a wash sale if a common stockholder sold our stock at a realized loss within 30 days either before or after such dividend.

Participants may elect to receive their entire dividend in cash or to terminate their accounts under the plan by filling out a change form. To request a change form or for more information, please contact our investor relations department at 1-888-401-1088 or bdcinvestorrelations@barings.com.

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We may terminate the DRIP upon notice in writing mailed to each participant at least 30 days prior to any record date for the payment of any dividend by us. All correspondence concerning the plan should be directed to the Plan Administrator by mail at State Street Bank and Trust Company, One Heritage Drive, North Quincy, MA 02171.

Employees

We do not currently have any employees and do not expect to have any employees. The services necessary for our business are provided by individuals who are employees of Barings, pursuant to the terms of the investment advisory agreement with Barings (the “Advisory Agreement”) and our Administration Agreement. Each of our executive officers is an employee of Barings and our day-to-day investment activities are managed by Barings.

Management Agreements

Investment Advisory Agreement

On June 24, 2020, we entered into the Advisory Agreement. Pursuant to the Advisory Agreement, the Adviser manages our day-to-day operations and provides us with investment advisory services. Among other things, the Adviser (i) determines the composition of our portfolio, the nature and timing of the changes therein and the manner of implementing such changes; (ii) identifies, evaluates and negotiates the structure of the investments made by us; (iii) executes, closes, services and monitors the investments that we make; (iv) determines the securities and other assets that we will purchase, retain or sell; (v) performs due diligence on prospective portfolio companies and (vi) provides us with such other investment advisory, research and related services as we may, from time to time, reasonably require for the investment of its funds.

The Advisory Agreement provides that, absent fraud, willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of the reckless disregard of its duties and obligations, the Adviser, and its officers, managers, partners, agents, employees, controlling persons, members and any other person or entity affiliated with the Adviser (collectively, the “IA Indemnified Parties”), are entitled to indemnification from us for any damages, liabilities, costs, demands, charges, claims and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) incurred by the IA Indemnified Parties in or by reason of any pending, threatened or completed action, suit, investigation or other proceeding (including an action or suit by or in the right of us or our security holders) arising out of any actions or omissions or otherwise based upon the performance of any of the Adviser’s duties or obligations under the Advisory Agreement or otherwise as our investment adviser. the Adviser’s services under the Advisory Agreement are not exclusive, and the Adviser is generally free to furnish similar services to other entities so long as its performance under the Advisory Agreement is not adversely affected.

Under the Advisory Agreement, we pay the Adviser (i) a base management fee (the “Base Management Fee”) and (ii) an incentive fee (the “Incentive Fee”) as compensation for the investment advisory and management services it provides us thereunder.

Base Management Fee

The Base Management Fee is calculated at an annual rate of 0.15% of the Company’s gross assets, including assets purchased with borrowed funds or other forms of leverage but excluding (i) cash and cash equivalents (as defined below) and (ii) net unsettled purchases and sales of investments. For services rendered under the Advisory Agreement, the Base Management Fee is payable quarterly in arrears. The Base Management Fee is calculated based on the average value of the Company’s gross assets at the end of the two most recently completed calendar quarters (including the quarter for which such fees are being calculated) and appropriately adjusted for any share issuances or repurchases during the quarter. For the Company’s first quarter, the Base Management Fee was calculated based on the value of the Company’s gross assets as of such quarter-end. The Base Management Fee for any partial quarter is appropriately pro-rated. For purposes of the Advisory Agreement, “cash equivalents” means U.S. government securities, money market fund investments, commercial paper instruments and other similar cash equivalent investments maturing within one year of purchase.

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The Incentive Fee

The Incentive Fee consists of two parts: (i) an incentive fee based on pre-incentive fee net investment income (the “Income-Based Fee”) and (ii) an incentive fee based on capital gains (the “Capital Gains Fee”), which are described in more detail below.

Income-Based Fee

The Income-Based Fee is payable quarterly in arrears to the extent the Company’s Pre-Incentive Fee Net Investment Income (as defined below) for the most recently completed calendar quarter divided by the Company’s net assets as of the end of such calendar quarter (defined as total assets less indebtedness and before taking into account any Income-Based Fees and Capital Gains Fees payable during the calendar quarter, and appropriately adjusted for any share issuances or repurchases during the calendar quarter) (the “PIFNII Return”) exceeds the Hurdle Rate (as defined below) and is an amount less than or equal to the Incentive Fee Cap (as defined below). The Income-Based Fee is calculated as follows:

(a) No Income-Based Fee in any calendar quarter in which the PIFNII Return does not exceed the Hurdle Rate;

(b) 25% of Pre-Incentive Fee Net Investment Income with respect to that portion of the PIFNII Return that exceeds the Hurdle Rate but is less than or equal to the Catch-Up Hurdle Rate (as defined below) for such calendar quarter, which is referred to as the “Catch-Up”. The Catch-Up is intended to provide the Adviser with an Income-Based Fee equal to 12.5% of all of our Pre-Incentive Fee Net Investment Income if the Company’s PIFNII Return equals or exceeds the quarterly Catch-Up Hurdle Rate in any calendar quarter; plus

(c) 12.5% of all Pre-Incentive Fee Net Investment Income with respect to that portion of the PIFNII Return that exceeds the Catch-Up Hurdle Rate.

The Income-Based Fee paid to the Adviser is subject to the Incentive Fee Cap.

(a) In any quarter that the Incentive Fee Cap is zero or a negative value, the Company pays no Income-Based Fee to the Adviser for such quarter.

(b) In any quarter that the Incentive Fee Cap for such quarter is a positive value but is less than the Income-Based Fee that is payable to the Adviser for such quarter (before giving effect to the Incentive Fee Cap), the Company pays an Income-Based Fee to the Adviser equal to the Incentive Fee Cap for such quarter.

(c) In any quarter that the Incentive Fee Cap for such quarter is equal to or greater than the Income-Based Fee that is payable to the Adviser for such quarter (before giving effect to the Incentive Fee Cap), the Company pays an Income-Based Fee to the Adviser equal to the Income-Based Fee calculated as described above for such quarter without regard to the Incentive Fee Cap.

For purposes of the calculation of the Income-Based Fee, the following terms have the following meaning:

• “Hurdle Rate” for any calendar quarter means one fourth of the average daily Floating Rate over the applicable quarter.

• “Floating Rate” means, initially, the three-month London Interbank Offered Rate (“LIBOR”); provided that if a Floating Rate Transition Event and its related Floating Rate Replacement Date have occurred with respect to LIBOR, then “Floating Rate” means the Replacement Rate. In the event that the Floating Rate is a negative value, then the Floating Rate shall be zero. Beginning with the quarter ended June 30, 2023, the Floating Rate means the Replacement Rate following the occurrence of a Floating Rate Transition Event and its related Floating Rate Replacement Date.

• “Floating Rate Transition Event” means the occurrence of one or more of the following events with respect to the Floating Rate:

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1. a public statement or publication of information by or on behalf of the administrator of the Floating Rate announcing that the administrator has ceased or will cease to provide the Floating Rate permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide the Floating Rate;

2. a public statement or publication of information by the regulatory supervisor for the administrator of the Floating Rate, the central bank for the currency of the Floating Rate, an insolvency official with jurisdiction over the administrator for the Floating Rate, a resolution authority with jurisdiction over the administrator for the Floating Rate or a court or an entity with similar insolvency or resolution authority over the administrator for the Floating Rate, which states that the administrator of the Floating Rate has ceased or will cease to provide the Floating Rate permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide the Floating Rate; or

3. a public statement or publication of information by the regulatory supervisor for the administrator of the Floating Rate announcing that the Floating Rate is no longer representative.

• “Floating Rate Replacement Date” means:

1. in the case of clause (1) or (2) of the definition of “Floating Rate Transition Event,” the later of (a) the date of the public statement or publication of information referenced therein and (b) the date on which the administrator of the relevant Floating Rate permanently or indefinitely ceases to provide such Floating Rate; or

2. in the case of clause (3) of the definition of “Floating Rate Transition Event,” the date of the public statement or publication of information.

• “Replacement Rate” means the first alternative set forth in the order below that can be determined as of the Floating Rate Replacement Date.

1. the sum of: (a) Term SOFR and (b) the Benchmark Replacement Adjustment; and

2. the sum of: (a) Compounded SOFR and (b) the applicable Benchmark Replacement Adjustment.

If a Replacement Rate is selected pursuant to clause (2) above, then each calendar quarter following such selection, if a redetermination of the Replacement Rate on such date would result in the selection of a Replacement Rate under clause (1) above, then (x) the Replacement Rate shall be redetermined on such date utilizing Term SOFR and (y) such redetermined Replacement Rate shall become the Floating Rate on or after such date. If redetermination of the Replacement Rate on such date as described in the preceding sentence would not result in the selection of a Replacement Rate under clause (1), then the Floating Rate shall remain the Replacement Rate as previously determined pursuant to clause (2) above.

• “Term SOFR” means the forward-looking term rate for the applicable Corresponding Tenor based on SOFR that has been selected or recommended by the Relevant Governmental Body.

• “Compounded SOFR” means the compounded average of SOFR for the applicable Corresponding Tenor, with the rate, or methodology for this rate, and conventions for this rate (which, for example, may be compounded in arrears with a lookback and/or suspension period as a mechanism to determine the interest amount payable for the applicable calendar quarter or compounded in advance) being established in accordance with the rate, or methodology for this rate, and conventions for this rate selected or recommended by the Relevant Governmental Body for determining compounded SOFR.

• “SOFR” means with respect to any day means the Secured Overnight Financing Rate published for such day by the Federal Reserve Bank of New York, as the administrator of the benchmark, (or a successor administrator) on the Federal Reserve Bank of New York’s Website.

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• “Corresponding Tenor” with respect to a Replacement Rate means a tenor (or observation period) having approximately the same length (disregarding business day adjustment) as the applicable tenor (or observation period) for the then-current Floating Rate.

• “Benchmark Replacement Adjustment” means the spread adjustment, or method for calculating or determining such spread adjustment, (which may be a positive or negative value or zero) that has been selected or recommended by the Relevant Governmental Body for the transition to the applicable Floating Rate.

• “Relevant Governmental Body” means the Federal Reserve Board and/or the Federal Reserve Bank of New York, or a committee officially endorsed or convened by the Federal Reserve Board and/or the Federal Reserve Bank of New York or any successor thereto.

• “Catch-Up Hurdle Rate” for any calendar quarter means a rate that is equal to 200% of the Hurdle Rate.

• “Incentive Fee Cap” means for any calendar quarter an amount equal to (a) 12.5% of the Cumulative Net Return (as defined below) minus (b) the aggregate Income-Based Fee that was paid in respect of the period ending with the calendar quarter immediately preceding the most recently completed calendar quarter (or the portion thereof) included in the period for calculation of the Cumulative Net Return.

• “Cumulative Net Return” means (x) the aggregate Pre-Incentive Fee Net Investment Income in respect of either (i) the trailing twelve calendar quarters ending with the calendar quarter in which the Income-Based Fee is calculated or (ii) prior to the end of the twelfth calendar quarter after the effective date of the Advisory Agreement, the period from the effective date of the Advisory Agreement through the last day of the calendar quarter for which the Income-Based Fee is calculated minus (y) any Net Capital Loss (as defined below), if any, in respect of the relevant period.

• “Net Capital Loss” in respect of a particular period means the difference, if positive, between (i) aggregate capital losses, whether realized or unrealized, in such period and (ii) aggregate capital gains, whether realized or unrealized, in such period.

• “Pre-Incentive Fee Net Investment Income” in respect of a period means interest income, dividend income and any other income (including any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that we receive from portfolio companies) accrued during the calendar quarter, minus operating expenses for the quarter (including the Base Management Fee, any expenses payable under the Administration Agreement, and any interest expense and dividends paid on any outstanding preferred stock, but excluding the incentive fee). Pre-Incentive Fee Net Investment Income includes, in the case of investments with a deferred interest feature such as market discount, original issue discount (“OID”), debt instruments with PIK interest, preferred stock with PIK dividends and zero-coupon securities, accrued income that the Company has not yet received in cash.

Capital Gains Fee

The Capital Gains Fee is determined and payable in arrears as of the end of each calendar year (or upon a liquidity event or a termination of the Advisory Agreement), and will equal 12.5% of our realized capital gains, if any, on a cumulative basis from inception through the end of the calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid Capital Gains Fees. If such amount is zero or negative, then no Capital Gains Fee is payable for such year.

Duration and Termination of Advisory Agreement

The Advisory Agreement had an initial term of two years. The Advisory Agreement was most recently re-approved on May 4, 2023 by our Board, including a majority of the directors who are not “interested persons” as defined in Section 2(a)(19) of the 1940 Act (the “Independent Directors”), for an additional one-year term and will

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continue automatically for successive one-year periods, provided that such continuance is specifically approved at least annually by (i) the vote of our board of directors, or by the vote of a majority of our outstanding voting securities and (ii) the vote of a majority of the Independent Directors. The Advisory Agreement may be terminated at any time, without the payment of any penalty, upon 60 days’ written notice, (i) by the vote of a majority of our outstanding voting securities or (ii) by the vote of our Board, or (iii) by the Adviser upon 90 days’ written notice. The Advisory Agreement will automatically terminate in the event of its “assignment” (as such term is defined for purposes of Section 15(a)(4) of the 1940 Act).

Board Approval of Advisory Agreement

Our Board initially unanimously approved the Advisory Agreement on June 24, 2020 and most recently re-approved the Advisory Agreement on May 4, 2023. In determining to approve the Advisory Agreement, the Board requested information from the Adviser that enabled it to evaluate a number of factors relevant to its determination. These factors included the nature, extent and quality of services provided to us by the Adviser, the costs of providing services to us, the profitability of the relationship between us and the Adviser, comparative information on fees and expenses borne by other comparable BDCs or registered investment companies and, as applicable, other advised accounts, and the extent to which economies of scale would be realized as we grow and whether fee levels reflect these economies of scale for the benefit of our investors. Based on the information reviewed and the considerations detailed above, the Board, including all of our directors who are not interested persons of us or the Adviser, concluded that the investment advisory fee rates and terms are fair and reasonable in relation to the services provided and approved the Advisory Agreement as being in the best interests of our stockholders.

Payment of Expenses

All investment professionals of Barings and its staff, when and to the extent engaged in providing investment advisory and management services under the Advisory Agreement, and the compensation and routine overhead expenses of such personnel allocable to such services, are provided and paid for by Barings and not by the Company. The Company bears all other costs and expenses of its operations and transactions, including, without limitation, those relating to:

•organizational and offering expenses;

•investment advisory and management fees payable under the Advisory Agreement;

•all other non-investment advisory expenses incurred by the Company or Barings in connection with administering the Company’s business (including payments under the Administration Agreement (as defined below) based upon the Company’s allocable portion of Barings’ overhead in performing its obligations under the Administration Agreement, including rent and the allocable portion of the cost of the Company’s Chief Financial Officer and Chief Compliance Officer and their respective staffs); and

•all other expenses of the Company’s operations and transactions, including those listed in the Advisory Agreement.

Administration Agreement

On June 24, 2020, we entered into the Administration Agreement with the Adviser, pursuant to which the Adviser provides the administrative services necessary for us to operate (in such capacity, the “Administrator”), including, but not limited to, office facilities, equipment, clerical, bookkeeping and record-keeping services at such office facilities and such other services as the Administrator, subject to review by the Board, from time to time, determines to be necessary or useful to perform its obligations under the Administration Agreement. The Administrator also, on our behalf and subject to the Board’s approval, arranges for the services of, and oversees, custodians, depositories, transfer agents, dividend disbursing agents, other stockholder servicing agents, accountants, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable.

We reimburse Barings for the costs and expenses incurred by it in performing its obligations and providing personnel and facilities under the Administration Agreement in an amount negotiated and mutually agreed to by us

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and Barings quarterly in arrears. In no event will the agreed-upon quarterly expense amount exceed the amount of expenses that would otherwise be reimbursable by us under the Administration Agreement for the applicable quarterly period, and Barings will not be entitled to the recoupment of any amounts in excess of the agreed-upon quarterly expense amount.

The costs and expenses incurred by the Administrator on our behalf under the Administration Agreement include, but are not limited to:

• the allocable portion of the Administrator’s rent for our Chief Financial Officer and the Chief Compliance Officer and their respective staffs, which is based upon the allocable portion of the usage thereof by such personnel in connection with their performance of administrative services under the Administration Agreement;

• the allocable portion of the salaries, bonuses, benefits and expenses of our Chief Financial Officer and Chief Compliance Officer and their respective staffs, which is based upon the allocable portion of the time spent by such personnel in connection with performing administrative services for us under the Administration Agreement;

• the actual cost of goods and services used for us and obtained by the Administrator from entities not affiliated with us, which is reasonably allocated to us on the basis of assets, revenues, time records or other method conforming with generally accepted accounting principles;

• all fees, costs and expenses associated with the engagement of a sub-administrator, if any; and

• costs associated with (a) the monitoring and preparation of regulatory reporting, including filings with the SEC and tax reporting, (b) the coordination and oversight of service provider activities and the direct cost of such contractual matters related thereto and (c) the preparation of all financial statements and the coordination and oversight of audits, regulatory inquiries, certifications and sub-certifications.

The Administration Agreement had an initial term of two years. The Administration Agreement was most recently re-approved on May 4, 2023 by our Board, including a majority of the Independent Directors, and will continue automatically for successive one-year periods so long as such continuance is specifically approved at least annually by our board of directors, including a majority of the Independent Directors. The Administration Agreement may be terminated at any time, without the payment of any penalty, by vote of our board of directors, or by Barings, upon 90 days’ written notice to the other party. The Administration Agreement may not be assigned by a party without the consent of the other party.

Election to be Regulated as a Business Development Company and Regulated Investment Company

We are a closed-end, non-diversified management investment company that has elected to be treated as a BDC under the 1940 Act. In addition, we have elected to be treated, and intend to qualify annually, as a RIC under Subchapter M of the Code. Our election to be regulated as a BDC and our election to be treated as a RIC for U.S. federal income tax purposes have a significant impact on our operations. Some of the most important effects on our operations of our election to be regulated as a BDC and our election to be treated as a RIC are outlined below.

•We report our investments at market value or fair value with changes in value reported through our consolidated statements of operations.

In accordance with the requirements of Article 6 of Regulation S-X, we report all of our investments, including debt investments, at market value or, for investments that do not have a readily available market value, at their “fair value” in accordance with Barings’ valuation policy. Changes in these values are reported through our statements of operations under the caption of “net unrealized appreciation (depreciation) of investments.” See “Valuation Process and Determination of Net Asset Value” above.

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•We intend to distribute substantially all of our income to our stockholders. We generally will be required to pay income taxes only on the portion of our taxable income we do not distribute, actually or constructively, to stockholders.

As a RIC, so long as we meet certain minimum distribution, source-of-income and asset diversification requirements, we generally are required to pay U.S. federal income taxes only on the portion of our taxable income and gains we do not distribute (actually or constructively) and certain built-in gains. We intend to distribute to our stockholders substantially all of our income. We may, however, make deemed distributions to our stockholders of any retained net long-term capital gains. If this happens, our stockholders will be treated as if they received an actual distribution of the net capital gains and reinvested the net after-tax proceeds in us. Our stockholders also may be eligible to claim a tax credit (or, in certain circumstances, a tax refund) equal to their allocable share of the corporate-level U.S. federal income tax we pay on the deemed distribution. See “Material U.S. Federal Income Tax Considerations.” We met the minimum distribution requirements for 2022 and 2023 and continually monitor our distribution requirements with the goal of ensuring compliance with the Code.    

In addition, we have one wholly-owned taxable subsidiary (the “Taxable Subsidiary”), which holds certain portfolio investments that are listed on the Consolidated Schedules of Investments. The Taxable Subsidiary is consolidated for financial reporting purposes in accordance with U.S. generally accepted accounting principles, (“U.S. GAAP”), such that our consolidated financial statements reflect our investments in the portfolio companies owned by the Taxable Subsidiary. The purpose of the Taxable Subsidiary is to permit us to hold certain portfolio companies that are organized as limited liability companies (“LLCs”) (or other forms of pass-through entities) and still satisfy the RIC tax requirement that at least 90% of the RIC’s gross income for U.S. federal income tax purposes must consist of qualifying investment income. Absent the Taxable Subsidiary, a proportionate amount of any gross income of an LLC (or other pass-through entity) portfolio investment would flow through directly to the RIC. To the extent that such income did not consist of qualifying investment income, it could jeopardize our ability to qualify as a RIC and therefore cause us to incur significant amounts of corporate level U.S. federal income taxes. When LLCs (or other pass-through entities) are owned by the Taxable Subsidiary, their income is taxed to the Taxable Subsidiary and does not flow through to the RIC, thereby helping us preserve our RIC tax treatment and resultant tax advantages. The Taxable Subsidiary is not consolidated for income tax purposes and may generate income tax expense or benefit as a result of its ownership of the portfolio companies. This income tax expense or benefit, if any, is reflected in our Consolidated Statements of Operations. Additionally, any unrealized appreciation related to portfolio investments held by the Taxable Subsidiary (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiary), if any, will be reflected net of applicable federal and state income taxes, if any, in our Consolidated Statements of Operations, with the related deferred tax assets or liabilities, if any, included in “Accounts payable and accrued liabilities” in our Consolidated Balance Sheet.

•Our ability to use leverage as a means of financing our portfolio of investments is limited.

As a BDC, we are required to meet a coverage ratio of total assets to total senior securities of at least 150%. For this purpose, senior securities include all borrowings and any preferred stock we may issue in the future. As a result, our ability to continue to utilize leverage as a means of financing our portfolio of investments may be limited by this asset coverage test.

•We are required to comply with the provisions of the 1940 Act applicable to business development companies.

As a BDC, we are required to have a majority of directors who are not “interested persons” under the 1940 Act. In addition, we are required to comply with other applicable provisions of the 1940 Act, including those requiring the adoption of a code of ethics, fidelity bonding and investment custody arrangements. See “Regulation of Business Development Companies” below.

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Co-Investment Exemptive Relief

As a BDC, we are required to comply with certain regulatory requirements. For example, we generally are not permitted to make loans to companies controlled by Barings or other funds managed by Barings. We are also not permitted to make any co-investments with Barings or its affiliates (including any fund managed by Barings or an investment adviser controlling, controlled by or under common control with Barings) without exemptive relief from the SEC, subject to certain exceptions. The co-investment exemptive relief (the “Co-Investment Exemptive Relief”) that the SEC has granted to Barings permits certain present and future funds, including us, advised by Barings (or an investment adviser controlling, controlled by or under common control with Barings) to co-invest in suitable negotiated investments. Co-investments made under the Co-Investment Exemptive Relief are subject to compliance with the conditions and other requirements contained in the Co-Investment Exemptive Relief, which could limit our ability to participate in a co-investment transaction.

Regulation of Business Development Companies

The following is a general summary of the material regulatory provisions affecting BDCs. It does not purport to be a complete description of all of the laws and regulations affecting BDCs.

We have elected to be regulated as a BDC under the 1940 Act. The 1940 Act contains prohibitions and restrictions relating to transactions between BDCs and their affiliates, principal underwriters and affiliates of those affiliates or underwriters. The 1940 Act requires that a majority of the directors on a BDC’s board of directors be persons other than “interested persons,” as that term is defined in the 1940 Act. In addition, the 1940 Act provides that we may not change the nature of our business so as to cease to be, or to withdraw our election as, a BDC unless approved by a majority of our outstanding voting securities.

In addition, the 1940 Act defines “a majority of the outstanding voting securities” as the lesser of (i) 67.0% or more of the voting securities present at a meeting if the holders of more than 50.0% of our outstanding voting securities are present or represented by proxy, or (ii) 50.0% of our voting securities.

Qualifying Assets

Under the 1940 Act, a BDC may not acquire any asset other than assets of the type listed in Section 55(a) of the 1940 Act, which are referred to as qualifying assets, unless, at the time the acquisition is made, qualifying assets represent at least 70.0% of the company’s total assets. The principal categories of qualifying assets relevant to our business are any of the following:

(1) Securities purchased in transactions not involving any public offering from the issuer of such securities, which issuer (subject to certain limited exceptions) is an eligible portfolio company, or from any person who is, or has been during the preceding 13 months, an affiliated person of an eligible portfolio company, or from any other person, subject to such rules as may be prescribed by the SEC. An eligible portfolio company is defined in the 1940 Act and rules adopted pursuant thereto as any issuer which:

(a) is organized under the laws of, and has its principal place of business in, the United States;

(b) is not an investment company (other than an SBIC wholly-owned by the BDC) or a company that would be an investment company but for exclusions under the 1940 Act for certain financial companies such as private investment funds, banks, brokers, commercial finance companies, mortgage companies and insurance companies; and

(c) satisfies any of the following:

(i) does not have any class of securities with respect to which a broker or dealer may extend margin credit;

(ii) is controlled by a BDC or a group of companies including a BDC and the BDC has an affiliated person who is a director of the eligible portfolio company;

(iii) is a small and solvent company having total assets of not more than $4.0 million and capital and surplus of not less than $2.0 million;

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(iv) does not have any class of securities listed on a national securities exchange; or

(v) has a class of securities listed on a national securities exchange, but has an aggregate market value of outstanding voting and non-voting common equity of less than $250.0 million.

(2) Securities in companies that were eligible portfolio companies when we made our initial investment if certain other requirements are satisfied.

(3) Securities of any eligible portfolio company that we control.

(4) Securities purchased in a private transaction from a U.S. issuer that is not an investment company or from an affiliated person of the issuer, or in transactions incident thereto, if the issuer is in bankruptcy and subject to reorganization or if the issuer, immediately prior to the purchase of its securities, was unable to meet its obligations as they came due without material assistance (other than conventional lending or financing arrangements).

(5) Securities of an eligible portfolio company purchased from any person in a private transaction if there is no ready market for such securities and we already own 60.0% of the outstanding equity of the eligible portfolio company.

(6) Securities received in exchange for or distributed on or with respect to securities described in (1) through (5) above, or pursuant to the exercise of warrants or rights relating to such securities.

(7) Cash, cash equivalents, U.S. government securities or high-quality debt securities maturing in one year or less from the time of investment.

In addition, a BDC must have been organized and have its principal place of business in the United States and must be operated for the purpose of making investments in the types of securities described in (1), (2), (3) or (4) above.

Managerial Assistance to Portfolio Companies

In order to count portfolio securities as qualifying assets for the purpose of the 70.0% test, we must either control the issuer of the securities or must offer to make available to the issuer of the securities (other than small and solvent companies described above) significant managerial assistance; except that, where we purchase such securities in conjunction with one or more other persons acting together, one of the other persons in the group may make available such managerial assistance. Making available “significant managerial assistance” means, among other things, any arrangement whereby we, through our directors, officers or employees, offer to provide, and, if accepted, do so provide, significant guidance and counsel concerning the management, operations or business objectives and policies of a portfolio company. Barings provides such managerial assistance on our behalf to portfolio companies that request this assistance. We may receive fees for these services.

Temporary Investments

Pending investment in other types of “qualifying assets,” as described above, our investments may consist of cash, cash equivalents, U.S. government securities or high-quality debt securities maturing in one year or less from the time of investment, which we refer to, collectively, as temporary investments, so that 70.0% of our assets are qualifying assets. We may invest in U.S. Treasury bills or in repurchase agreements, provided that such agreements are fully collateralized by cash or securities issued by the U.S. Government or its agencies. A repurchase agreement involves the purchase by an investor, such as us, of a specified security and the simultaneous agreement by the seller to repurchase it at an agreed-upon future date and at a price that is greater than the purchase price by an amount that reflects an agreed-upon interest rate. There is no percentage restriction on the proportion of our assets that may be invested in such repurchase agreements. However, if more than 25.0% of our total assets constitute repurchase agreements from a single counterparty, we would not meet the asset diversification tests required to maintain our tax treatment as a RIC for U.S. federal income tax purposes. Thus, we do not intend to enter into repurchase agreements with a single counterparty in excess of this limit. Our management team will monitor the creditworthiness of the counterparties with which we enter into repurchase agreement transactions.

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Senior Securities

As a BDC, we are permitted, under specified conditions, to issue multiple classes of debt and one class of stock senior to our common stock if our asset coverage, as defined in the 1940 Act, is at least equal to 150% immediately after each such issuance. In addition, while any senior securities remain outstanding (other than senior securities representing indebtedness issued in consideration of a privately arranged loan which is not intended to be publicly distributed), we must make provisions to prohibit any distribution to our stockholders or the repurchase of such securities or shares unless we meet the applicable asset coverage ratios at the time of the distribution or repurchase. We may also borrow amounts up to 5.0% of the value of our total assets for temporary purposes without regard to asset coverage. For a discussion of the risks associated with leverage, see “Item 1A. Risk Factors — Risks Relating to Our Business and Structure — Incurring additional leverage may magnify our exposure to risks associated with leverage, including fluctuations in interest rates that could adversely affect our profitability,” included in this Annual Report on Form 10-K.

Code of Business Conduct and Ethics

We and Barings have adopted a code of ethics (the “Global Code of Ethics Policy”), and corporate governance guidelines, which collectively covers ethics and business conduct. These documents apply to our and Barings’ directors, officers and employees, including our principal executive officer, principal financial officer, principal accounting officer or controller, and any person performing similar functions, and establish procedures for personal investments and restricts certain personal securities transactions. Personnel subject to the Global Code of Ethics Policy and corporate governance guidelines may invest in securities for their personal investment accounts, including securities that may be purchased or held by us, so long as such investments are made in accordance with the code’s requirements. We will report any amendments to or waivers of a required provision of our Global Code of Ethics Policy under cover of a Current Report on Form 8-K.

Compliance Policies and Procedures

We and Barings have adopted and implemented written policies and procedures reasonably designed to prevent violation of the U.S. federal securities laws, and are required to review these compliance policies and procedures annually for their adequacy and the effectiveness of their implementation, and to designate a chief compliance officer to be responsible for administering such policies and procedures. Gerald Cummins serves as our Chief Compliance Officer.

Proxy Voting Policies and Procedures

We delegate our proxy voting responsibilities to Barings. Barings votes proxies relating to our portfolio securities in a manner which we believe will be in the best interest of our stockholders. Barings reviews on a case-by-case basis each proposal submitted to a stockholder vote to determine its impact on the portfolio securities held by us. Although Barings generally votes against proposals that may have a negative impact on our portfolio securities, they may vote for such a proposal if there exists compelling long-term reasons to do so.

The proxy voting decisions of Barings are made by the investment professionals who are responsible for monitoring each of its clients’ investments. To ensure that their vote is not the product of a conflict of interest, Barings requires that: (i) anyone involved in the decision making process disclose to our chief compliance officer any potential conflict that he or she is aware of and any contact that he or she has had with any interested party regarding a proxy vote; and (ii) employees involved in the decision making process or vote administration are prohibited from revealing how we intend to vote on a proposal in order to reduce any attempted influence from interested parties.

Stockholders may, without charge, obtain information regarding how we voted proxies with respect to our portfolio securities by making a written request for proxy voting information to: Chief Compliance Officer, 300 South Tryon Street, Suite 2500, Charlotte, North Carolina 28202 or by calling our investor relations department at 888-401-1088.

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Other

We may also be prohibited under the 1940 Act from knowingly participating in certain transactions with our affiliates without the prior approval of those members of the Board who are not interested persons and, in some cases, prior approval by the SEC. The 1940 Act prohibits us from making certain negotiated co-investments with affiliates absent prior approval of the SEC. Barings’ existing Co-Investment Exemptive Relief permits us and Barings’ affiliated private funds and SEC-registered funds to co-invest in loans originated by Barings, which allows Barings to implement its senior secured private debt investment strategy for us.

We are periodically examined by the SEC for compliance with the 1940 Act.

We are required to provide and maintain a bond issued by a reputable fidelity insurance company to protect us against larceny and embezzlement. Furthermore, as a BDC, we are prohibited from protecting any director or officer against any liability to us or our stockholders arising from willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of such person’s office.

Securities Exchange Act of 1934 and Sarbanes-Oxley Act Compliance

We are subject to the reporting and disclosure requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), including the filing of quarterly, annual and current reports, proxy statements and other required items. In addition, we are subject to the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”), which imposes a wide variety of regulatory requirements on SEC-registered companies and their insiders. For example:

•pursuant to Rule 13a-14 under the Exchange Act, our Chief Executive Officer and Chief Financial Officer are required to certify the accuracy of the financial statements contained in our periodic reports;

•pursuant to Item 307 of Regulation S-K, our periodic reports are required to disclose our conclusions about the effectiveness of our disclosure controls and procedures;

•pursuant to Rule 13a-15 under the Exchange Act, our management is required to prepare an annual report regarding its assessment of our internal control over financial reporting and, starting from the date on which we cease to be an emerging growth company under the JOBS Act (as defined below), must obtain an audit of the effectiveness of internal control over financial reporting performed by our independent registered public accounting firm should we become an accelerated filer; and

•pursuant to Item 308 of Regulation S-K and Rule 13a-15 under the Exchange Act, our periodic reports must disclose whether there were significant changes in our internal control over financial reporting or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

JOBS Act

We currently are, and expect to remain, an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act (“JOBS Act”), until the earliest of:

•the last day of our fiscal year in which the fifth anniversary of the date of the first sale of common equity securities pursuant to an effective registration statement;

•the end of the fiscal year in which our total annual gross revenues first equal or exceed $1.235 billion;

•the date on which we have, during the prior three-year period, issued more than $1.0 billion in non-convertible debt; and

•the last day of a fiscal year in which we (1) have an aggregate worldwide market value of shares of our common stock held by non-affiliates of $700.0 million or more, computed at the end of each fiscal year as of the last business day of our most recently completed second fiscal quarter and (2) have been an Exchange Act reporting company for at least one year (and filed at least one annual report under the Exchange Act).

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Under the JOBS Act and the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”), we are exempt from the provisions of Section 404(b) of the Sarbanes-Oxley Act, which would require that our independent registered public accounting firm provide an attestation report on the effectiveness of our internal control over financial reporting, until such time as we cease to be an emerging growth company and become an accelerated filer as defined in Rule 12b-2 under the Exchange Act. This may increase the risk that material weaknesses or other deficiencies in our internal control over financial reporting go undetected.

Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards until such time as those standards apply to private companies. We intend to take advantage of the extended transition period.

Material U.S. Federal Income Tax Considerations

The following discussion is a general summary of the material U.S. federal income tax considerations applicable to us and to an investment in our shares. This summary does not purport to be a complete description of the income tax considerations applicable to us or to investors in such an investment. For example, we have not described tax consequences that we assume to be generally known by investors or certain considerations that may be relevant to certain types of holders subject to special treatment under U.S. federal income tax laws, including stockholders subject to the alternative minimum tax, tax-exempt organizations, insurance companies, dealers in securities, pension plans and trusts, financial institutions, U.S. stockholders (as defined below) whose functional currency is not the U.S. dollar, persons who mark-to-market our shares and persons who hold our shares as part of a “straddle,” “hedge” or “conversion” transaction. This summary assumes that investors hold shares of our common stock as capital assets (within the meaning of the Code). The discussion is based upon the Code, Treasury regulations, and administrative and judicial interpretations, each as of the date of this Annual Report on Form 10-K and all of which are subject to change, possibly retroactively, which could affect the continuing validity of this discussion. This summary does not discuss any aspects of U.S. estate or gift tax or foreign, state or local tax. It does not discuss the special treatment under U.S. federal income tax laws that could result if we invested in tax-exempt securities or certain other investment assets.

For purposes of our discussion, a “U.S. stockholder” means a beneficial owner of shares of our common stock that is for U.S. federal income tax purposes:

•a citizen or individual resident of the United States;

•a corporation, or other entity treated as a corporation for U.S. federal income tax purposes, created or organized in or under the laws of the United States or any state thereof or the District of Columbia;

•an estate, the income of which is subject to U.S. federal income taxation regardless of its source; or

•a trust if (i) a U.S. court is able to exercise primary supervision over the administration of such trust and one or more U.S. persons have the authority to control all substantial decisions of the trust or (ii) it has a valid election in place to be treated as a U.S. person.

For purposes of our discussion, a “Non-U.S. stockholder” means a beneficial owner of shares of our common stock that is neither a U.S. stockholder nor a partnership (including an entity treated as a partnership for U.S. federal income tax purposes).

If an entity treated as a partnership for U.S. federal income tax purposes (a “partnership”) holds shares of our common stock, the tax treatment of a partner or member of the partnership will generally depend upon the status of the partner or member and the activities of the partnership. A prospective stockholder that is a partner or member in a partnership holding shares of our common stock should consult his, her or its tax advisors with respect to the purchase, ownership and disposition of shares of our common stock.

Tax matters are very complicated and the tax consequences to an investor of an investment in our shares will depend on the facts of his, her or its particular situation. We encourage investors to consult their own tax advisors regarding the specific consequences of such an investment, including tax reporting requirements, the applicability of

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U.S. federal, state, local and foreign tax laws, eligibility for the benefits of any applicable tax treaty and the effect of any changes in the tax laws.

Election to be Taxed as a RIC

We have qualified and elected to be treated as a RIC under Subchapter M of the Code commencing with our taxable year ended December 31, 2020. As a RIC, we generally are not subject to corporate-level U.S. federal income taxes on any income that we distribute to our stockholders from our tax earnings and profits. To qualify as a RIC, we must, among other things, meet certain source-of-income and asset diversification requirements (as described below). In addition, in order to obtain RIC tax treatment, we must distribute to our stockholders, for each taxable year, at least 90% of our “investment company taxable income” (“ICTI”), which is generally our net ordinary income plus the excess, if any, of realized net short-term capital gain over realized net long-term capital loss (the “Annual Distribution Requirement”). Even if we qualify for tax treatment as a RIC, we generally will be subject to corporate-level U.S. federal income tax on our undistributed taxable income and could be subject to U.S. federal excise, state, local and foreign taxes.

Taxation as a RIC

Provided that we qualify for tax treatment as a RIC, we will not be subject to U.S. federal income tax on the portion of our ICTI and net capital gain (which we define as net long-term capital gain in excess of net short-term capital loss) that we timely distribute to stockholders. We will be subject to U.S. federal income tax at the regular corporate rates on any income or capital gain not distributed (or deemed distributed) to our stockholders.

We will be subject to a 4% nondeductible U.S. federal excise tax on certain undistributed income unless we distribute in a timely manner an amount at least equal to the sum of (i) 98.0% of our ordinary income for each calendar year, (ii) 98.2% of our capital gain net income for the calendar year and (iii) any income recognized, but not distributed, in preceding years and on which we paid no U.S. federal income tax.

In order to qualify for tax treatment as a RIC for U.S. federal income tax purposes, we must, among other things:

•meet the Annual Distribution Requirement;

•qualify to be treated as a BDC or be registered as a management investment company under the 1940 Act at all times during each taxable year;

•derive in each taxable year at least 90% of our gross income from dividends, interest, payments with respect to certain securities loans, gains from the sale or other disposition of stock or other securities or foreign currencies or other income derived with respect to our business of investing in such stock, securities or currencies and net income derived from an interest in a “qualified publicly traded partnership” (as defined in the Code), or the 90% Income Test; and

•diversify our holdings so that at the end of each quarter of the taxable year:

◦at least 50% of the value of our assets consists of cash, cash equivalents, U.S. Government securities, securities of other RICs, and other securities if such other securities of any one issuer do not represent more than 5% of the value of our assets or more than 10% of the outstanding voting securities of the issuer (which for these purposes includes the equity securities of a “qualified publicly traded partnership”); and

◦no more than 25% of the value of our assets is invested in the securities, other than U.S. Government securities or securities of other RICs, (i) of one issuer (ii) of two or more issuers that are controlled, as determined under applicable tax rules, by us and that are engaged in the same or similar or related trades or businesses or (iii) of one or more “qualified publicly traded partnerships,” or the Diversification Tests.

To the extent that we invest in entities treated as partnerships for U.S. federal income tax purposes (other than a “qualified publicly traded partnership”), we generally must include the items of gross income derived by the

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partnerships for purposes of the 90% Income Test, and the income that is derived from a partnership (other than a “qualified publicly traded partnership”) will be treated as qualifying income for purposes of the 90% Income Test only to the extent that such income is attributable to items of income of the partnership which would be qualifying income if realized by us directly. In addition, we generally must take into account our proportionate share of the assets held by partnerships (other than a “qualified publicly traded partnership”) in which we are a partner for purposes of the Diversification Tests.

In order to meet the 90% Income Test, we utilize the Taxable Subsidiary, and in the future may establish additional such corporations, to hold assets from which we do not anticipate earning dividend, interest or other qualifying income under the 90% Income Test. Any investments held through a Taxable Subsidiary generally are subject to U.S. federal income and other taxes, and therefore we can expect to achieve a reduced after-tax yield on such investments.

We may be required to recognize taxable income in circumstances in which we do not receive a corresponding payment in cash. For example, if we hold debt obligations that are treated under applicable tax rules as having OID (such as debt instruments with PIK interest or, in certain cases, increasing interest rates or issued with warrants), we must include in income each year a portion of the OID that accrues over the life of the obligation, regardless of whether cash representing such income is received by us in the same taxable year. We may also have to include in income other amounts that we have not yet received in cash, such as deferred loan origination fees that are paid after origination of the loan or are paid in non-cash compensation such as warrants or stock. We anticipate that a portion of our income may constitute OID or other income required to be included in taxable income prior to receipt of cash.

Because any OID or other amounts accrued will be included in our ICTI for the year of the accrual, we may be required to make a distribution to our stockholders in order to satisfy the Annual Distribution Requirement and to avoid the 4.0% U.S. federal excise tax, even though we will not have received any corresponding cash amount. As a result, we may have difficulty meeting the Annual Distribution Requirement necessary to obtain and maintain RIC tax treatment under the Code. We may have to sell some of our investments at times and/or at prices we would not consider advantageous, raise additional debt or equity capital or forgo new investment opportunities for this purpose. If we are not able to obtain cash from other sources, we may fail to qualify for RIC tax treatment and thus become subject to corporate-level income tax.

Furthermore, a portfolio company in which we invest may face financial difficulty that requires us to work-out, modify or otherwise restructure our investment in the portfolio company. Any such restructuring may result in unusable capital losses and future non-cash income. Any restructuring may also result in our recognition of a substantial amount of non-qualifying income for purposes of the 90% Income Test, such as cancellation of indebtedness income in connection with the work-out of a leveraged investment (which, while not free from doubt, may be treated as non-qualifying income) or the receipt of other non-qualifying income.

Gain or loss realized by us from warrants acquired by us, as well as any loss attributable to the lapse of such warrants generally will be treated as capital gain or loss. Such gain or loss generally will be long-term or short-term, depending on how long we held a particular warrant.

Investments by us in non-U.S. securities may be subject to non-U.S. income, withholding and other taxes, and therefore, our yield on any such securities may be reduced by such non-U.S. taxes. Stockholders will generally not be entitled to claim a credit or deduction with respect to non-U.S. taxes paid by us.

If we purchase shares in a “passive foreign investment company,” or PFIC, we may be subject to U.S. federal income tax on a portion of any “excess distribution” or gain from the disposition of such shares even if such income is distributed as a taxable dividend by us to our stockholders. Additional charges in the nature of interest may be imposed on us in respect of deferred taxes arising from such distributions or gains. If we invest in a PFIC and elect to treat the PFIC as a “qualified electing fund” under the Code, or QEF, in lieu of the foregoing requirements, we will be required to include in income each year a portion of the ordinary earnings and net capital gain of the QEF, even if such income is not distributed to it. Alternatively, we can elect to mark-to-market at the end of each taxable year our shares in a PFIC; in this case, we will recognize as ordinary income any increase in the value of such shares and as ordinary loss any decrease in such value to the extent it does not exceed prior increases included in income.

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Under either election, we may be required to recognize in a year income in excess of our distributions from PFICs and our proceeds from dispositions of PFIC stock during that year, and such income will nevertheless be subject to the Annual Distribution Requirement and will be taken into account for purposes of the 4% U.S. federal excise tax.

Under Section 988 of the Code, gain or loss attributable to fluctuations in exchange rates between the time we accrue income, expenses, or other liabilities denominated in a foreign currency and the time we actually collect such income or pay such expenses or liabilities are generally treated as ordinary income or loss. Similarly, gain or loss on foreign currency forward contracts and the disposition of debt denominated in a foreign currency, to the extent attributable to fluctuations in exchange rates between the acquisition and disposition dates, are also treated as ordinary income or loss.

We are authorized to borrow funds and to sell assets in order to satisfy distribution requirements. Under the 1940 Act, we are not permitted to make distributions to our stockholders while our debt obligations and other senior securities are outstanding unless certain “asset coverage” tests are met. See “Regulation of Business Development Companies — Qualifying Assets” and “Regulation of Business Development Companies — Senior Securities” above. Moreover, our ability to dispose of assets to meet our distribution requirements may be limited by (i) the illiquid nature of our portfolio and/or (ii) other requirements relating to our tax treatment as a RIC, including the Diversification Tests. If we dispose of assets in order to meet the Annual Distribution Requirement or to avoid the excise tax, we may make such dispositions at times that, from an investment standpoint, are not advantageous.

If we fail to satisfy the Annual Distribution Requirement or otherwise fail to qualify for tax treatment as a RIC in any taxable year, we will be subject to tax in that year on all of our taxable income, regardless of whether we make any distributions to our stockholders. In that case, all of such income will be subject to corporate-level U.S. federal income tax, reducing the amount available to be distributed to our stockholders. See “Failure To Obtain RIC Tax Treatment” below.

As a RIC, we are not allowed to carry forward or carry back a net operating loss for purposes of computing our ICTI in other taxable years. U.S. federal income tax law generally permits a RIC to carry forward (i) the excess of its net short-term capital loss over its net long-term capital gain for a given year as a short-term capital loss arising on the first day of the following year and (ii) the excess of its net long-term capital loss over its net short-term capital gain for a given year as a long-term capital loss arising on the first day of the following year. Future transactions we engage in may cause our ability to use any capital loss carryforwards, and unrealized losses once realized, to be limited under Section 382 of the Code. Certain of our investment practices may be subject to special and complex U.S. federal income tax provisions that may, among other things, (i) disallow, suspend or otherwise limit the allowance of certain losses or deductions, (ii) convert lower taxed long-term capital gain and qualified dividend income into higher taxed short-term capital gain or ordinary income, (iii) convert an ordinary loss or a deduction into a capital loss (the deductibility of which is more limited), (iv) cause us to recognize income or gain without a corresponding receipt of cash, (v) adversely affect the time as to when a purchase or sale of stock or securities is deemed to occur, (vi) adversely alter the characterization of certain complex financial transactions and (vii) produce income that will not be qualifying income for purposes of the 90% Income Test. We will monitor our transactions and may make certain tax elections in order to mitigate the effect of these provisions.

As described above, to the extent that we invest in equity securities of entities that are treated as partnerships for U.S. federal income tax purposes, the effect of such investments for purposes of the 90% Income Test and the Diversification Tests will depend on whether or not the partnership is a “qualified publicly traded partnership” (as defined in the Code). If the entity is a “qualified publicly traded partnership,” the net income derived from such investments will be qualifying income for purposes of the 90% Income Test and will be “securities” for purposes of the Diversification Tests. However, if the entity is not treated as a “qualified publicly traded partnership,” the consequences of an investment in the partnership will depend upon the amount and type of income and assets of the partnership allocable to us. The income derived from such investments may not be qualifying income for purposes of the 90% Income Test and, therefore, could adversely affect our tax treatment as a RIC. We intend to monitor our investments in equity securities of entities that are treated as partnerships for U.S. federal income tax purposes to prevent our disqualification from tax treatment as a RIC.

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We may invest in preferred securities or other securities the U.S. federal income tax treatment of which may not be clear or may be subject to recharacterization by the IRS. To the extent the tax treatment of such securities or the income from such securities differs from the expected tax treatment, it could affect the timing or character of income recognized, requiring us to purchase or sell securities, or otherwise change our portfolio, in order to comply with the tax rules applicable to RICs under the Code.

We may distribute taxable dividends that are payable in cash or shares of our common stock at the election of each stockholder. Under certain applicable provisions of the Code and the Treasury regulations, distributions payable in cash or in shares of stock at the election of stockholders are treated as taxable dividends. The Internal Revenue Service has published guidance indicating that this rule will apply even where the total amount of cash that may be distributed is limited to no more than 20% of the total distribution (10% in case of distributions through June 30, 2022). Under this guidance, if too many stockholders elect to receive their distributions in cash, the cash available for distribution must be allocated among the stockholders electing to receive cash (with the balance of the distribution paid in stock). If we decide to make any distributions consistent with this guidance that are payable in part in our stock, taxable stockholders receiving such dividends will be required to include the full amount of the dividend (whether received in cash, our stock, or a combination thereof) as ordinary income (or as long-term capital gain to the extent such distribution is properly reported as a capital gain dividend) to the extent of our current and accumulated earnings and profits for U.S. federal income tax purposes. As a result, a U.S. stockholder may be required to pay tax with respect to such dividends in excess of any cash received. If a U.S. stockholder sells the stock it receives in order to pay this tax, the sales proceeds may be less than the amount included in income with respect to the dividend, depending on the market price of our stock at the time of the sale. Furthermore, with respect to non-U.S. stockholders, we may be required to withhold U.S. tax with respect to such dividends, including in respect of all or a portion of such dividend that is payable in stock. In addition, if a significant number of our stockholders determine to sell shares of our stock in order to pay taxes owed on dividends, it may put downward pressure on the trading price of our stock.

Failure to Obtain RIC Tax Treatment

If we fail to satisfy the 90% Income Test or the Diversification Tests for any taxable year, we may nevertheless continue to qualify for tax treatment as a RIC for such year if certain relief provisions are applicable (which may, among other things, require us to pay certain corporate-level federal taxes or to dispose of certain assets).

If we were unable to obtain tax treatment as a RIC, we would be subject to tax on all of our taxable income at regular corporate rates. We would not be able to deduct distributions to stockholders, nor would they be required to be made. Distributions would generally be taxable to our stockholders as dividend income to the extent of our current and accumulated earnings and profits (in the case of non-corporate U.S. stockholders, generally at a maximum U.S. federal income tax rate applicable to qualified dividend income of 20%). Subject to certain limitations under the Code, corporate distributees would be eligible for the dividends-received deduction. Distributions in excess of our current and accumulated earnings and profits would be treated first as a return of capital to the extent of the stockholder’s tax basis, and any remaining distributions would be treated as a capital gain.

If we fail to meet the RIC requirements for more than two consecutive years and then, seek to re-qualify for tax treatment as a RIC, we would be subject to corporate-level taxation on any built-in gain recognized during the succeeding five-year period unless we made a special election to recognize all such built-in gain upon our re-qualification for tax treatment as a RIC and to pay the corporate-level tax on such built-in gain.

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Possible Legislative or Other Actions Affecting Tax Considerations

Prospective investors should recognize that the present U.S. federal income tax treatment of an investment in our stock may be modified by legislative, judicial or administrative action at any time, and that any such action may affect investments and commitments previously made. The rules dealing with U.S. federal income taxation are constantly under review by persons involved in the legislative process and by the IRS and the U.S. Treasury Department, resulting in revisions of regulations and revised interpretations of established concepts as well as statutory changes. Revisions in U.S. federal tax laws and interpretations thereof could affect the tax consequences of an investment in our stock. See “Risk Factors — Risk Relating to Our Business and Structure — We cannot predict how tax reform legislation will affect us, our investments, or our stockholders, and any such legislation could adversely affect our business” included in Item 1A of Part I this Annual Report on Form 10-K.

Withholding

Our distributions generally will be treated as dividends for U.S. tax purposes and will be subject to U.S. income or withholding tax unless the stockholder receiving the dividend qualifies for an exemption from U.S. tax or the distribution is subject to one of the special look-through rules described below. Distributions paid out of net capital gains can qualify for a reduced rate of taxation in the hands of an individual U.S. stockholder and an exemption from U.S. tax in the hands of a non-U.S. stockholder.

Under an exemption, properly reported dividend distributions by RICs paid out of certain interest income (such distributions, “interest-related dividends”) are generally exempt from U.S. withholding tax for non-U.S. stockholders. Under such exemption, a non-U.S. stockholder generally may receive interest-related dividends free of U.S. withholding tax if such stockholder would not have been subject to U.S. withholding tax if it had received the underlying interest income directly. No assurance can be given as to whether any of our distributions will be eligible for this exemption from U.S. withholding tax or, if eligible, will be reported as such by us. In particular, the exemption does not apply to distributions paid in respect of a RIC’s non-U.S. source interest income, its dividend income or its foreign currency gains. In the case shares of our stock are held through an intermediary, the intermediary may withhold U.S. federal income tax even if we report the payment as a dividend eligible for the exemption.

State and Local Tax Treatment

The state and local tax treatment may differ from U.S. federal income tax treatment.

The discussion set forth herein does not constitute tax advice, and potential investors should consult their own tax advisors concerning the tax considerations relevant to their particular situation.

Available Information

A copy of this Annual Report on Form 10-K and our other reports is available without charge upon written request to Investor Relations, Barings Capital Investment Corporation, 300 South Tryon Street, Suite 2500 Charlotte, North Carolina 28202.

We file with or submit to the SEC annual, quarterly and current reports, proxy statements and other information meeting the informational requirements of the Exchange Act. The SEC maintains an Internet site at http://www.sec.gov that contains our periodic and current reports, proxy and information statements and other information filed electronically by us with the SEC.

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Item 1A. Risk Factors.

Investing in our securities involves a number of significant risks. In addition to the other information contained in this Annual Report on Form 10-K, you should consider carefully the following information before making an investment in our securities. The risks set out below are not the only risks we face. Additional risks and uncertainties not presently known to us or not presently deemed material by us might also impair our operations and performance. If any of the following events occur, our business, financial condition and results of operations could be materially and adversely affected. In such case, our NAV, could decline, and you may lose all or part of your investment.

The following is a summary of the principal risk factors associated with an investment in our securities. Further details regarding each risk included in the below summary list can be found further below.

•We are dependent upon Barings’ access to its investment professionals for our success.

•Our investment portfolio is and will continue to be recorded at fair value as determined in accordance with the Adviser’s valuation policies and procedures and, as a result, there is and will continue to be uncertainty as to the value of our portfolio investments.

•We operate in a highly competitive market for investment opportunities, which could reduce returns and result in losses.

•There are potential conflicts of interest, including the management of other investment funds and accounts by Barings, which could impact our investment returns.

•The fee structure under the Advisory Agreement may induce Barings to pursue speculative investments and incur leverage, which may not be in the best interests of our stockholders.

•Regulations governing our operation as a BDC will affect our ability to, and the way in which we, raise additional capital.

•Our financing agreements contain various covenants, which, if not complied with, could accelerate our repayment obligations thereunder, thereby materially and adversely affecting our liquidity, financial condition, results of operations and ability to pay distributions.

•We are exposed to risks associated with changes in interest rates.

•Inflation could adversely affect the business, results of operations, and financial condition of our portfolio companies.

•Incurring additional leverage may magnify our exposure to risks associated with changes in leverage, including fluctuations in interest rates that could adversely affect our profitability.

•Our investments in portfolio companies may be risky, and we could lose all or part of our investment.

•There is no public market for our securities, and we do not expect there to be a market for our securities.

Risks Relating to Our Business and Structure

We are dependent upon Barings’ access to its investment professionals for our success.

We depend on the diligence, skill and network of business contacts of Barings’ investment professionals to source appropriate investments for us. We depend on members of Barings’ investment team to appropriately analyze our investments and the relevant investment committee to approve and monitor our portfolio investments. Barings’ investment teams, evaluate, negotiate, structure, close and monitor our investments. Our future success depends on the continued availability of the members of Barings’ investment committee and the other investment professionals available to Barings. We do not have employment agreements with these individuals or other key personnel of Barings, and we cannot provide any assurance that unforeseen business, medical, personal or other circumstances would not lead any such individual to terminate his or her relationship with Barings. If these individuals do not maintain their existing relationships with Barings and its affiliates or do not develop new relationships with other sources of investment opportunities, we may not be able to identify appropriate replacements or grow our investment portfolio. The loss of any member of Barings’ investment committee or of other investment professionals of Barings and its affiliates may limit our ability to achieve our investment objectives and operate as we anticipate, which could have a material adverse effect on our financial condition, results of operations and cash flows. Barings evaluates, negotiates, structures, closes and monitors our investments in accordance with the terms of the Advisory Agreement. We can offer no assurance, however, that the investment professionals of Barings will continue to

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provide investment advice to us or that we will continue to have access to Barings’ investment professionals or its information and deal flow. Further, there can be no assurance that Barings will replicate its own historical success, and we caution you that our investment returns could be substantially lower than the returns achieved by other funds managed by Barings.

Our business model depends to a significant extent upon strong referral relationships, and our inability to maintain or develop these relationships, as well as the failure of these relationships to generate investment opportunities, could adversely affect our business.

We depend upon Barings’ and its affiliates’ relationships with sponsors, and we intend to rely to a significant extent upon these relationships to provide us with potential investment opportunities. If Barings or its affiliates fail to maintain such relationships, or to develop new relationships with other sponsors or sources of investment opportunities, we will not be able to grow our investment portfolio. In addition, individuals with whom the principals of Barings have relationships are not obligated to provide us with investment opportunities, and, therefore, we can offer no assurance that these relationships will generate investment opportunities for us in the future.

Our financial condition and results of operations will depend on our ability to manage and deploy capital effectively.

Our ability to continue to achieve our investment objectives will depend on our ability to effectively manage and deploy our capital, which will depend, in turn, on Barings’ ability to continue to identify, evaluate, invest in and monitor companies that meet our investment criteria. We cannot assure you that we will continue to achieve our investment objectives.

Accomplishing this result on a cost-effective basis will be largely a function of Barings’ handling of the investment process, their ability to provide competent, attentive and efficient services and our access to investments offering acceptable terms. In addition to monitoring the performance of our existing investments, Barings’ investment professionals may also be called upon to provide managerial assistance to our portfolio companies. These demands on their time may distract them or slow the rate of investment.

Even if we are able to grow and build upon our investment operations in a manner commensurate with any capital made available to us as a result of our operating activities, financing activities and/or offerings of our securities, any failure to manage our growth effectively could have a material adverse effect on our business, financial condition, results of operations and prospects. The results of our operations will depend on many factors, including the availability of opportunities for investment, readily accessible short- and long-term funding alternatives in the financial markets and general economic conditions. Furthermore, if we cannot successfully operate our business or implement our investment policies and strategies as described in this Annual Report on Form 10-K, it could negatively impact our ability to pay distributions and cause you to lose part or all of your investment.

We invest in revolving credit facilities or may make other similar financial commitments.

We have acquired and expect to continue to acquire or originate revolving credit facilities. As a result, there is a risk that we may not have sufficient liquidity to fund all or a portion of the amounts due and there can be no assurance that we will be able to meet our funding obligations under a revolving credit facility and that such failure will not have an adverse effect on us. Furthermore, there can be no assurance that a borrower will fully draw down on its available line of credit under a revolving credit line and, as a result, our returns could be adversely affected.

Furthermore, the unfunded portion of our investments in revolving credit facilities and other financial commitments may represent a substantial portion of our assets. As a result, in certain circumstances, we may need to retain investment income, borrow funds or liquidate certain investments prematurely at potentially significant discounts to market value if we do not have sufficient liquid assets to meet these commitments; however, we will not borrow in excess of applicable limitations under the 1940 Act.

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Our investment portfolio is and will continue to be recorded at fair value as determined in accordance with the Adviser’s valuation policies and procedures and, as a result, there is and will continue to be uncertainty as to the value of our portfolio investments.

Under the 1940 Act, we are required to carry our portfolio investments at market value or, if there is no readily available market value, at fair value as determined in good faith by the Board. The Board has designated Barings as valuation designee to perform our fair value determinations relating to the value of our assets for which market quotations are not readily available.

Typically there is not a public market for the securities of the privately held middle-market companies in which we have invested and will generally continue to invest. The Adviser conducts the valuation of such investments, upon which the Company’s NAV is primarily based, in accordance with its valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and ASC Topic 820. Our current valuation policy and processes were established by the Adviser and have been approved by the Board. The Adviser has established a pricing committee that is, subject to the oversight of the Board, responsible for the approval, implementation and oversight of the processes and methodologies that relate to the pricing and valuation of assets held by us. The Adviser uses independent third-party providers to price the portfolio, but in the event an acceptable price cannot be obtained from an approved external source, the Adviser will utilize alternative methods in accordance with internal pricing procedures established by the Adviser's pricing committee. See “Item 1. Business – Valuation Process and Determination of Net Asset Value” included in this Annual Report on Form 10-K for a detailed description of our valuation process.

The determination of fair value and consequently, the amount of unrealized appreciation and depreciation in our portfolio, is to a certain degree subjective and dependent on the judgment of Barings. Certain factors that may be considered in determining the fair value of our investments include the nature and realizable value of any collateral, the portfolio company’s earnings and its ability to make payments on its indebtedness, the markets in which the portfolio company does business, comparison to comparable publicly-traded companies, discounted cash flows and other relevant factors. Because such valuations, and particularly valuations of private securities and private companies, are inherently uncertain, may fluctuate over short periods of time and may be based on estimates, our determinations of fair value may differ materially from the values that would have been used if a ready market for these securities existed. Due to this uncertainty, the Adviser’s fair value determinations may cause our NAV on a given date to materially understate or overstate the value that we may ultimately realize upon the sale or disposition of one or more of our investments. As a result, investors purchasing our securities based on an overstated NAV would pay a higher price than the value of our investments might warrant. Conversely, investors selling shares during a period in which the NAV understates the value of our investments will receive a lower price for their shares than the value of our investments might warrant.

We operate in a highly competitive market for investment opportunities, which could reduce returns and result in losses.

A number of entities compete with us to make the types of investments that we make. We compete with public and private funds, commercial and investment banks, commercial financing companies and, to the extent they provide an alternative form of financing, private equity and hedge funds. Many of our competitors are substantially larger and some have considerably greater financial, technical and marketing resources than we do. For example, we believe some of our competitors may have access to funding sources that are not available to us. In addition, some of our competitors may have higher risk tolerances or different risk assessments, which could allow them to consider a wider variety of investments and establish more relationships than us. Furthermore, many of our competitors are not subject to the regulatory restrictions that the 1940 Act imposes on us as a BDC or the source of income, asset diversification and distribution requirements we must satisfy to maintain our qualification as a RIC. The competitive pressures we face may have a material adverse effect on our business, financial condition, results of operations and cash flows. As a result of this competition, we may not be able to take advantage of attractive investment

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opportunities from time to time, and we may not be able to identify and make investments that are consistent with our investment objective.

With respect to the investments we make, we do not seek to compete based primarily on the interest rates we offer, and we believe that some of our competitors may make loans with interest rates that will be lower than the rates we offer. In the secondary market for acquiring existing loans, we compete generally on the basis of pricing terms. With respect to all investments, we may lose some investment opportunities if we do not match our competitors’ pricing, terms and structure. However, if we match our competitors’ pricing, terms and structure, we may experience decreased net interest income, lower yields and increased risk of credit loss.

There are potential conflicts of interest, including the management of other investment funds and accounts by Barings, which could impact our investment returns.

Our executive officers and the members of Barings’ investment committee, as well as the other principals of Barings, manage other funds affiliated with Barings, including other closed-end investment companies. In addition, Barings’ investment team has responsibilities for managing U.S. and global middle-market debt investments for certain other investment funds and accounts. Accordingly, they have obligations to investors in those entities, the fulfillment of which may not be in the best interests of, or may be adverse to our and our stockholders’ interests. In addition, certain of the other funds and accounts managed by Barings may provide for higher management or incentive fees, greater expense reimbursements or overhead allocations, or permit Barings and its affiliates to receive higher origination and other transaction fees, all of which may contribute to this conflict of interest and create an incentive for Barings to favor such other funds or accounts. Although the professional staff of Barings devote as much time to our management as appropriate to enable Barings to perform its duties in accordance with the Advisory Agreement, the investment professionals of Barings may have conflicts in allocating their time and services among us, on the one hand, and the other investment vehicles managed by Barings or one or more of its affiliates on the other hand.

Barings may face conflicts in allocating investment opportunities between us and affiliated investment vehicles that have overlapping investment objectives with ours. Although Barings will endeavor to allocate investment opportunities in a fair and equitable manner in accordance with its allocation policies and procedures, it is possible that, in the future, we may not be given the opportunity to participate in investments made by investment funds managed by Barings or an investment manager affiliated with Barings if such investment is prohibited by the 1940 Act, and there can be no assurance that we will be able to participate in all investment opportunities that are suitable to us.

Conflicts may also arise because portfolio decisions regarding our portfolio may benefit Barings’ affiliates. Barings' affiliates may pursue or enforce rights with respect to one of our portfolio companies on behalf of other funds or accounts managed by it, and those activities may have an adverse effect on us.

Barings may exercise significant influence over us in connection with MassMutual’s direct and indirect ownership of our common stock.

As of February 22, 2024, MassMutual owns approximately 20.8% of our outstanding common stock. Barings, a wholly-owned indirect subsidiary of MassMutual, may be able to significantly influence the outcome of matters submitted for stockholder action, including the election of directors, approval of significant corporate transactions, such as amendments to our governing documents, business combinations, consolidations and mergers. Barings has substantial influence on us and could exercise its influence in a manner that conflicts with the interests of other stockholders. The presence of a significant stockholder such as MassMutual may also have the effect of making it more difficult for a third party to acquire us or discourage a third party from seeking to acquire us.

Barings, its investment committee, or its affiliates may, from time to time, possess material non-public information, limiting our investment discretion.

Principals of Barings and its affiliates and members of Barings’ investment committee may serve as directors of, or in a similar capacity with, companies in which we invest, the securities of which are purchased or sold on our behalf. In the event that material nonpublic information is obtained with respect to such companies, or we become

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subject to trading restrictions under the internal trading policies of those companies or as a result of applicable law or regulations, we could be prohibited for a period of time from purchasing or selling the securities of such companies, and this prohibition may have an adverse effect on us.

Our ability to enter into transactions with Barings and its affiliates is restricted.

BDCs generally are prohibited under the 1940 Act from knowingly participating in certain transactions with their affiliates without the prior approval of their independent directors and, in some cases, of the SEC. Those transactions include purchases and sales, and so-called “joint” transactions, in which a BDC and one or more of its affiliates engage in certain types of profit-making activities. Any person that owns, directly or indirectly, 5.0% or more of a BDC’s outstanding voting securities will be considered an affiliate of the BDC for purposes of the 1940 Act, and a BDC generally is prohibited from engaging in purchases or sales of assets or joint transactions with such affiliates, absent the prior approval of the BDC’s independent directors. Additionally, without the approval of the SEC, a BDC is prohibited from engaging in purchases or sales of assets or joint transactions with the BDC’s officers and directors, and investment adviser, including funds managed by the investment adviser and its affiliates.

BDCs may, however, invest alongside certain related parties or their respective other clients in certain circumstances where doing so is consistent with current law and SEC staff interpretations. For example, a BDC may invest alongside such accounts consistent with guidance promulgated by the SEC staff permitting the BDC and such other accounts to purchase interests in a single class of privately placed securities so long as certain conditions are met, including that the BDC’s investment adviser, acting on the BDC’s behalf and on behalf of other clients, negotiates no term other than price.

The 1940 Act generally prohibits BDCs from making certain negotiated co-investments with certain affiliates absent an order from the SEC permitting the BDC to do so. Pursuant to the Exemptive Relief, we are generally permitted to co-invest with funds affiliated with Barings if a “required majority” (as defined in Section 57(o) of the 1940 Act) of our independent directors make certain conclusions in connection with a co-investment transaction, including that (1) the terms of the transaction, including the consideration to be paid, are reasonable and fair to us and our stockholders and do not involve overreaching in respect of us or our stockholders on the part of any person concerned and (2) the transaction is consistent with the interests of our stockholders and is consistent with our investment objective and strategies. Co-investments made under the Exemptive Relief are subject to compliance with the conditions and other requirements contained in the Exemptive Relief, which could limit our ability to participate in a co-investment transaction.

In situations where co-investment with other affiliated funds or accounts is not permitted or appropriate, Barings will need to decide which account will proceed with the investment in accordance with its allocation policies and procedures. Although Barings will endeavor to allocate investment opportunities in a fair and equitable manner in accordance with its allocation policies and procedures, it is possible that, in the future, we may not be given the opportunity to participate in investments made by investment funds managed by Barings or an investment manager affiliated with Barings if such investment is prohibited by the 1940 Act. These restrictions, and similar restrictions that limit our ability to transact business with our officers or directors or their affiliates, including funds managed by Barings, may limit the scope of investment opportunities that would otherwise be available to us.

We are subject to risks associated with investing alongside other third parties.

We have invested and may in the future invest alongside third parties through partnerships, joint ventures or other entities. Such investments may involve risks not present in investments where a third party is not involved, including the possibility that such third party may at any time have economic or business interests or goals which are inconsistent with ours, or may be in a position to take action contrary to our investment objectives. In addition, we may in certain circumstances be liable for actions of such third party.

More specifically, joint ventures involve a third party that has approval rights over certain activities of the joint venture. The third party may take actions that are inconsistent with our interests. For example, the third party may decline to approve an investment for the joint venture that we otherwise want the joint venture to make. A joint venture may also use investment leverage which magnifies the potential for gain or loss on amounts invested. Generally, the amount of borrowings by the joint venture is not included when calculating our total borrowings and

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related leverage ratios and is not subject to asset coverage requirements imposed by the 1940 Act. If the activities of the joint venture were required to be consolidated with our activities because of a change in U.S. GAAP rules or SEC staff interpretations, it is likely that we would have to reorganize any such joint venture.

The fee structure under the Advisory Agreement may induce Barings to pursue speculative investments and incur leverage, which may not be in the best interests of our stockholders.

The base management fee is calculated based on our gross assets, including assets purchased with borrowed funds or other forms of leverage (but excluding cash or cash equivalents and net unsettled purchases and sales of investments). Accordingly, the base management fee is payable regardless of whether the value of our gross assets and/or your investment has decreased during the then-current quarter and creates an incentive for Barings to incur leverage, which may not be consistent with our stockholders’ interests.

The income-based fee payable to Barings is calculated based on a percentage of our return on invested capital. The income-based fee payable to Barings may create an incentive for Barings to make investments on our behalf that are risky or more speculative than would be the case in the absence of such a compensation arrangement. Unlike the base management fee, the income-based fee is payable only if the hurdle rate is achieved. Because the portfolio earns investment income on gross assets while the hurdle rate is based on invested capital, and because the use of leverage increases gross assets without any corresponding increase in invested capital, Barings may be incentivized to incur leverage to grow the portfolio, which will tend to enhance returns where our portfolio has positive returns and increase the chances that such hurdle rate is achieved. Conversely, the use of leverage may increase losses where our portfolio has negative returns, which would impair the value of our common stock.

In addition, Barings receives the capital gains fee based, in part, upon net capital gains realized on our investments. Unlike the income-based fee, there is no hurdle rate applicable to the capital gains fee. As a result, Barings may have a tendency to invest more capital in investments that are likely to result in capital gains as compared to income producing securities. Such a practice could result in our investing in more speculative securities than would otherwise be the case, which may not be in the best interests of our stockholders and could result in higher investment losses, particularly during economic downturns.

The structure of the income-based fee may allow the hurdle rate to be more easily achieved in future periods.

Pursuant to the Advisory Agreement, the income-based fee is payable only if the hurdle rate is achieved. The hurdle rate is based on SOFR plus a spread adjustment. It may become easier for the hurdle rate to be achieved during periods when the spread adjustment is lower and may result in increased income-based fee payments by the Company to the Adviser than in prior periods.

Barings’ liability is limited under the Advisory Agreement, and we are required to indemnify Barings against certain liabilities, which may lead Barings to act in a riskier manner on our behalf than it would when acting for its own account.

Pursuant to the Advisory Agreement, Barings and its officers, managers, partners, agents, employees, controlling persons, members and any other person or entity affiliated with Barings will not be liable to us, and we have agreed to indemnify them, for their acts under the Advisory Agreement, absent fraud, willful misfeasance, bad faith, gross negligence or reckless disregard in the performance of their duties. These protections may lead Barings to act in a riskier manner when acting on our behalf than it would when acting for its own account.

Barings is able to resign as our investment adviser and/or our administrator upon 60 days’ notice, and we may not be able to find a suitable replacement within that time, or at all, resulting in a disruption in our operations that could adversely affect our financial condition, business and results of operations.

Pursuant to the Advisory Agreement, Barings has the right to resign as our investment adviser upon 60 days’ written notice, whether a replacement has been found or not. Similarly, Barings’ has the right under the Administration Agreement to resign upon 60 days’ written notice, whether a replacement has been found or not. If Barings resigns, it may be difficult to find a replacement investment adviser or administrator, as applicable, or hire internal management with similar expertise and ability to provide the same or equivalent services on acceptable

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terms within 60 days, or at all. If a replacement is not found quickly, our business, results of operations and financial condition as well as our ability to pay distributions are likely to be adversely affected and the value of our shares may decline. In addition, the coordination of our internal management and investment or administrative activities is likely to suffer if we are unable to identify and reach an agreement with a single institution or group of executives having the expertise possessed by Barings. Even if a comparable service provider or individuals performing such services are retained, whether internal or external, their integration into our business and lack of familiarity with our investment objective may result in additional costs and time delays that may materially adversely affect our business, results of operations and financial condition.

Our long-term ability to fund new investments and make distributions to our stockholders could be limited if we are unable to renew, extend, replace or expand our current borrowing arrangements, or if financing becomes more expensive or less available.

There can be no guarantee that we will be able to renew, extend, replace or expand our current borrowing arrangements on terms that are favorable to us, if at all. Our ability to obtain replacement financing will be constrained by then-current economic conditions affecting the credit markets. Our inability to renew, extend, replace or expand these borrowing arrangements could have a material adverse effect on our liquidity and ability to fund new investments, our ability to make distributions to our stockholders and our ability to qualify for tax treatment as a RIC under the Code.

We may be subject to PIK interest payments.

Certain of our debt investments may contain provisions providing for the payment of PIK interest. Because PIK interest results in an increase in the size of the loan balance of the underlying loan, the receipt by us of PIK interest will have the effect of increasing our assets under management. As a result, because the base management fee that we pay to the Investment Adviser is based on the value of our gross assets, the receipt by us of PIK interest will result in an increase in the amount of the base management fee payable by us. In addition, any such increase in a loan balance due to the receipt of PIK interest will cause such loan to accrue interest on the higher loan balance, which will result in an increase in our pre-incentive fee net investment income and, as a result, an increase in incentive fees that are payable by us to the Investment Adviser.

To the extent original issue discount instruments, such as zero coupon bonds and PIK loans, constitute a significant portion of the Company’s income, investors will be exposed to typical risks associated with such income being required to be included in taxable and accounting income prior to receipt of cash, including the following: (a) the higher interest rates of PIK loans reflect the payment deferral and increased credit risk associated with these instruments, and PIK instruments generally represent a significantly higher credit risk than coupon loans; (b) PIK loans may have unreliable valuations because their continuing accruals require continuing judgments about the collectability of the deferred payments and the value of any associated collateral; (c) market prices of zero-coupon or PIK securities are affected to a greater extent by interest rate changes and may be more volatile than securities that pay interest periodically and in cash, and PIKs are usually less volatile than zero-coupon bonds, but more volatile than cash pay securities; (d) because original issue discount income is accrued without any cash being received by the Company, required cash distributions may have to be paid from offering proceeds or the sale of Company assets without investors being given any notice of this fact; (e) the deferral of PIK interest increases the loan-to-value ratio, which is a measure of the riskiness of a loan; (f) even if the accounting conditions for income accrual are met, the borrower could still default when the Company’s actual payment is due at the maturity of the loan; and (g) original issue discount creates risk of non-refundable cash payments to our Investment Adviser based on non-cash accruals that may never be realized.

Regulations governing our operation as a BDC will affect our ability to, and the way in which we, raise additional capital.

Our business requires capital to operate and grow. In the future, we may issue debt securities or preferred stock, and/or borrow money from banks or other financial institutions, which we refer to collectively as “senior

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securities.” As a result of issuing senior securities, we will be exposed to additional risks, including, but not limited to, the following:

•Under the provisions of the 1940 Act, we are permitted, as a BDC, to issue senior securities only in amounts such that our asset coverage, as defined in the 1940 Act, equals at least 150% after each issuance of senior securities. If the value of our assets declines, we may be unable to satisfy this test. If that happens, we may be prohibited from declaring a dividend or making any distribution to stockholders or repurchasing our shares until such time as we satisfy this test.

•Any amounts that we use to service our debt or make payments on preferred stock will not be available for distributions to our common stockholders.

•Our current indebtedness is, and it is likely that any securities or other indebtedness we may issue will be, governed by an indenture or other financing instrument containing covenants restricting our operating flexibility. Additionally, some of these securities or other indebtedness may be rated by rating agencies, and in obtaining a rating for such securities and other indebtedness, we may be required to abide by operating and investment guidelines that further restrict operating and financial flexibility.

•We and, indirectly, our stockholders, will bear the cost of issuing and servicing such securities and other indebtedness.

•Preferred stock or any convertible or exchangeable securities that we issue in the future may have rights, preferences and privileges more favorable than those of our common stock, including separate voting rights and could delay or prevent a transaction or a change in control to the detriment of the holders of our common stock.

Our financing agreements contain various covenants, which, if not complied with, could accelerate our repayment obligations thereunder, thereby materially and adversely affecting our liquidity, financial condition, results of operations and ability to pay distributions.

We will have a continuing need for capital to finance our investments. We are and will be, from time to time, party to various financing agreements which contain customary terms and conditions, including, without limitation, affirmative and negative covenants such as information reporting requirements, minimum stockholders’ equity, minimum obligators’ net worth, minimum asset coverage, maximum net debt to equity minimum liquidity and maintenance of RIC and BDC status. These financing arrangements also contain customary events of default with customary cure and notice provisions, including, without limitation, nonpayment, misrepresentation of representations and warranties in a material respect, breach of covenant, cross-default to other indebtedness, bankruptcy, change of control, and material adverse effect.

Our continued compliance with the covenants under these financing agreements depends on many factors, some of which are beyond our control, and there can be no assurance that we will continue to comply with such covenants. Our failure to satisfy the respective covenants or otherwise default under one of our financing arrangements could result in foreclosure by the lenders thereunder, which would accelerate our repayment obligations under the financing arrangement and thereby have a material adverse effect on our business, liquidity, financial condition, results of operations and ability to pay distributions to our stockholders.

We are exposed to risks associated with changes in interest rates.

To the extent we borrow money or issue debt securities or preferred stock to make investments, our net investment income will depend, in part, upon the difference between the rate at which we borrow funds or pay interest or dividends on such debt securities or preferred stock and the rate at which we invest these funds. The recent increases in the general level of interest rates have led to higher interest rates applicable to our debt investments, which may result in an increase of the amount of incentive fees payable to Barings. Also, the recent increases in interest rates available to investors could make an investment in our common stock less attractive if we are not able to increase our distribution rate, which could reduce the value of our common stock.

As of the end of June 2023, no settings of the London Interbank Offered Rate (“LIBOR”) continue to be published on a representative basis and publication of many non-U.S. dollar LIBOR settings has been entirely

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discontinued. On March 15, 2022, the U.S. enacted federal legislation that is intended to minimize legal and economic uncertainty following U.S. dollar LIBOR’s cessation by replacing LIBOR references in certain U.S. law-governed contracts under certain circumstances with a SOFR-based rate identified in a Federal Reserve rule plus a statutory spread adjustment. In addition, the U.K. Financial Conduct Authority, which regulates the publisher of LIBOR (ICE Benchmark Administration), has announced that it will require the continued publication of the one-, three- and six-month tenors of U.S. dollar LIBOR on a non-representative synthetic basis until the end of September 2024, which may result in certain non-U.S. law-governed contracts and U.S. law-governed contracts not covered by the federal legislation remaining on synthetic U.S. dollar LIBOR until the end of this period.

Our loan agreements with our portfolio companies that referenced LIBOR included fallback language in the event that LIBOR was discontinued, became unrepresentative or in the event that the method for determining LIBOR has changed. As a result of this language or through other bi-lateral amendments, all of these loan agreements have transitioned to an alternative reference rate.

The transition away from LIBOR and reform, modification, or adjustments of other reference rate benchmarks to alternative reference rates is complex and could have a material adverse effect on our business, financial condition and results of operations, including as a result of any changes in the pricing of our investments, changes to the documentation for certain of our investments and the pace of such changes, disputes and other actions regarding the interpretation of current and prospective loan documentation or modifications to processes and systems.

Alteration of the terms of a debt instrument or a modification of the terms of other types of contracts to replace an interbank offered rate with a new reference rate could result in a taxable exchange and the realization of income and gain/loss for U.S. federal income tax purposes. The IRS has issued final regulations regarding the tax consequences of the transition from interbank offered rates to new reference rates in debt instruments and non-debt contracts. Under the final regulations, alteration or modification of the terms of a debt instrument to replace an operative rate that uses a discontinued interbank offered rate with a qualified rate (as defined in the final regulations), add a qualified rate as a fallback rate to a contract whose operative rate uses a discontinued interbank offered rate or replace a fallback rate that uses a discontinued interbank offered rate with a qualified rate would not be taxable. The IRS may provide additional guidance, with potential retroactive effect.

Furthermore, because a rise in the general level of interest rates can be expected to lead to higher interest rates applicable to our debt investments, an increase in interest rates would make it easier for us to meet or exceed the incentive fee hurdle rate in the investment advisory agreement and may result in a substantial increase of the amount of incentive fees payable to Barings with respect to pre-incentive fee net investment income.

Incurring additional leverage may magnify our exposure to risks associated with changes in leverage, including fluctuations in interest rates that could adversely affect our profitability.

As part of our business strategy, we borrow under financing agreements with certain banks and issue debt securities, and in the future may borrow money and issue debt securities to banks, insurance companies and other lenders. Our obligations under these arrangements are or may be secured by a material portion of our assets. As a result, these lenders are or may have claims that are superior to the claims of our common stockholders, and have or may have fixed-dollar claims on our assets that are superior to the claims of our stockholders. Also, if the value of our assets decreases, leverage will cause our NAV to decline more sharply than it otherwise would have without leverage. Similarly, any decrease in our income would cause our net income to decline more sharply than it would have if we had not borrowed. This decline could negatively affect our ability to make dividend payments on our common stock.

Because we incur additional leverage, general interest rate fluctuations may have a more significant negative impact on our investments than they would have absent such additional leverage and, accordingly, may have a material adverse effect on our operating results. A portion of our income will depend upon the difference between the rate at which we borrow funds and the interest rate on the debt securities in which we invest. Because we borrow money to make investments and may issue debt securities, preferred stock or other securities, our net investment income is dependent upon the difference between the rate at which we borrow funds or pay interest or dividends on such debt securities, preferred stock or other securities and the rate at which we invest these funds. Typically, our interest earning investments accrue and pay interest at variable rates, and our interest-bearing liabilities accrue

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interest at variable or potentially fixed rates. 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.

The following table illustrates the effect of leverage on returns from an investment in our common stock assuming that we employ (i) our actual asset coverage ratio as of December 31, 2023 and (ii) a hypothetical asset coverage ratio of 150%, each at various annual returns on our portfolio as of December 31, 2023, net of expenses. The purpose of this table is to assist investors in understanding the effects of leverage. The calculations in the table below are hypothetical, and actual returns may be higher or lower than those appearing in the table below.

	Assumed Return on our Portfolio (Net of Expenses)
	(10.0)	%	(5.0)	%	0.0	%	5.0	%	10.0	%
Corresponding return to common stockholder assuming actual asset coverage as of December 31, 2023(1)	(29.7)	%	(18.9)	%	(8.0)	%	2.8	%	13.7	%
Corresponding return to common stockholder assuming 150% asset coverage as of December 31, 2023(2)	(44.4)	%	(29.2)	%	(14.1)	%	1.1	%	16.2	%

(1) Assumes $1,414.8 million in total assets, $744.8 million in debt outstanding, $652.0 million in net assets and an average cost of funds of 7.045%, which was the weighted average borrowing cost of our outstanding borrowings at December 31, 2023. The assumed amount of debt outstanding for this example includes $644.5 million under our senior secured revolving credit facility with ING Capital LLC (as amended, the “ING Credit Facility”) as of December 31, 2023, $100.0 million under our senior unsecured notes due February 22, 2027 (the “February 2027 Notes”) and assumed additional borrowings of $0.3 million to settle our payable from unsettled transactions as of December 31, 2023.

(2) Assumes $1,974.4 million in total assets, $1,304.0 million in debt outstanding and $652.0 million in net assets as of December 31, 2023, and an average cost of funds of 7.045%, which was the weighted average borrowing cost of our borrowings at December 31, 2023.

Based on our total outstanding indebtedness of $744.5 million as of December 31, 2023, assumed additional borrowings of $0.3 million to settle our payable from unsettled transactions as of December 31, 2023 and an average cost of funds of 7.045%, which was the weighted average borrowing cost of our outstanding borrowings at December 31, 2023, our investment portfolio must experience an annual return of at least 3.71% to cover annual interest payments on our outstanding indebtedness.

Based on outstanding indebtedness of $1,304.6 million calculated assuming a 150% asset coverage ratio as of December 31, 2023 and an average cost of funds of 7.045%, which was the weighted average borrowing cost of our outstanding borrowings at December 31, 2023, our investment portfolio must experience an annual return of at least 4.65% to cover annual interest payments on our outstanding indebtedness.

We may invest in derivatives or other assets that expose us to certain risks, including market risk, liquidity risk and other risks similar to those associated with the use of leverage.

The Company may invest in derivatives and other assets that are subject to many of the same types of risks related to the use of leverage. In October 2020, the SEC adopted Rule 18f-4 under the 1940 Act regarding the ability of a BDC to use derivatives and other transactions that create future payment or delivery obligations. Under Rule 18f-4, BDCs that use derivatives are subject to a value-at-risk leverage limit, a derivatives risk management program and testing requirements and requirements related to board reporting. These requirements apply unless the BDC qualifies as a “limited derivatives user,” as defined under Rule 18f-4. Under Rule 18f-4, a BDC may enter into an unfunded commitment agreement (which may include delayed draw and revolving loans) that will not be deemed to be a derivatives transaction, such as an agreement to provide financing to a portfolio company, if the BDC has, among other things, a reasonable belief, at the time it enters into such an agreement, that it will have sufficient cash and cash equivalents to meet its obligations with respect to all of its unfunded commitment agreements, in each case

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as it becomes due. Collectively, these requirements may limit the Company’s ability to use derivatives and/or enter into certain other financial contracts.

The Company has adopted updated policies and procedures in compliance with Rule 18f-4. The Company expects to qualify as a “limited derivatives user” under Rule 18f-4. Future legislation or rules may modify how the Company treats derivatives and other financial arrangements for purposes of the Company’s compliance with the leverage limitations of the 1940 Act. Future legislation or rules may modify how leverage is calculated under the 1940 Act and, therefore, may increase or decrease the amount of leverage currently available to the Company under the 1940 Act, which may be materially adverse to the Company and its stockholders.

Our Board of Directors may change our investment objectives, operating policies and strategies without prior notice or stockholder approval, the effects of which may be adverse.

The Board has the authority to modify or waive our current investment objectives, operating policies and strategies without prior notice and without stockholder approval (except as required by the 1940 Act). However, absent stockholder approval, we may not change the nature of our business so as to cease to be, or withdraw our election as, a BDC. We cannot predict the effect any changes to our current operating policies, investment criteria and strategies would have on our business, NAV, operating results and value of our stock. However, the effects might be adverse, which could negatively impact our ability to pay you distributions and cause you to lose all or part of your investment. Moreover, we will have significant flexibility in investing the net proceeds from our private offerings of common stock and any future offering and may use the net proceeds from such offerings in ways with which investors may not agree or for purposes other than those contemplated at the time of the offering.

We will be subject to corporate-level U.S. federal income tax if we are unable to maintain our tax treatment as a RIC under Subchapter M of the Code, which will adversely affect our results of operations and financial condition.

We have elected to be treated, and intend to qualify annually, as a RIC under the Code, which generally allows us to avoid being subject to corporate-level U.S. federal income tax. To maintain RIC tax treatment under the Code, we must meet the following annual distribution, income source and asset diversification requirements:

•The Annual Distribution Requirement for a RIC will be satisfied if we distribute to our stockholders on an annual basis at least 90.0% of our net ordinary income and net short-term capital gain in excess of net long-term capital loss, or ICTI, if any. We will be subject to a 4.0% nondeductible U.S. federal excise tax, however, to the extent that we do not satisfy certain additional minimum distribution requirements on a calendar year basis. Because we use debt financing, we are subject to certain asset coverage ratio requirements under the 1940 Act and are currently, and may in the future become, subject to certain financial covenants under loan and credit agreements that could, under certain circumstances, restrict us from making distributions necessary to satisfy the Annual Distribution Requirement. If we are unable to obtain cash from other sources, we could fail to qualify for RIC tax treatment and thus become subject to corporate-level U.S. federal income tax.

•The income source requirement will be satisfied if we obtain at least 90.0% of our income for each year from distributions, interest, gains from the sale of stock or securities or similar sources.

•The asset diversification requirement will be satisfied if we meet certain asset diversification requirements at the end of each quarter of our taxable year. To satisfy this requirement, at least 50.0% of the value of our assets must consist of cash, cash equivalents, U.S. government securities, securities of other RICs, and other acceptable securities, provided such other securities of any one issuer do not represent more than 5% of the value of our assets or more than 10% of the outstanding voting securities of the issuer; and no more than 25.0% of the value of our assets can be invested in the securities, other than U.S. government securities or securities of other RICs, of one issuer, of two or more issuers that are controlled, as determined under applicable Code rules, by us and that are engaged in the same or similar or related trades or businesses or of certain “qualified publicly traded partnerships.” Failure to meet these requirements may result in our having to dispose of certain investments quickly in order to prevent the loss of RIC tax treatment. Because most of our investments will be in private companies, and

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therefore will be relatively illiquid, any such dispositions could be made at disadvantageous prices and could result in substantial losses.

If we fail to maintain RIC tax treatment for any reason and are subject to corporate-level U.S. federal income tax, the resulting corporate taxes could substantially reduce our net assets, the amount of income available for distribution and the amount of our distributions. We may also be subject to certain U.S. federal excise taxes, as well as state, local and foreign taxes.

We may not be able to pay distributions to our stockholders, our distributions may not grow over time, a portion of distributions paid to our stockholders may be a return of capital and investors in any debt securities we may issue may not receive all of the interest income to which they are entitled.

We intend to pay quarterly distributions to our stockholders out of assets legally available for distribution. We cannot assure you that we will achieve investment results that will allow us to make a specified level of cash distributions or year-to-year increases in cash distributions. Our ability to pay distributions might be harmed by, among other things, the risk factors described in this Annual Report on Form 10-K. In addition, the inability to satisfy the asset coverage test applicable to us as a BDC could, in the future, limit our ability to pay distributions. All distributions will be paid at the discretion of the Board and will depend on our earnings, our financial condition, maintenance of our RIC tax treatment, compliance with applicable BDC regulations, compliance with the covenants under our financing agreements and any debt securities we may issue and such other factors as the Board may deem relevant from time to time. We cannot assure you that we will pay distributions to our stockholders in the future.

Some of the above-described risks may also inhibit our ability to make required interest payments to holders of any debt securities we may issue, which may cause a default under the terms of our debt agreements. Such a default could materially increase our cost of raising capital, as well as cause us to incur penalties or trigger cross-default provisions under the terms of our debt agreements.

When we make quarterly distributions, we will be required to determine the extent to which such distributions are paid out of current or accumulated earnings and profits, recognized capital gain or capital. To the extent there is a return of capital, investors will be required to reduce their basis in our stock for U.S. federal income tax purposes, which may result in a higher tax liability when the shares are sold, even if they have not increased in value or have lost value.

We may have difficulty paying our required distributions if we recognize income before or without receiving cash representing such income.

For U.S. federal income tax purposes, we may be required to recognize taxable income in circumstances in which we do not receive a corresponding payment in cash. For example, if we hold debt obligations that are treated under applicable tax rules as having original issue discount (such as debt instruments with contractual PIK interest or debt instruments that were issued with warrants), we must include in income each year a portion of the original issue discount that accrues over the life of the obligation, regardless of whether cash representing such income is received by us in the same taxable year. Investments structured with these features may represent a higher level of credit risk compared to investments generating income which must be paid in cash on a current basis. We may also have to include in income other amounts that we have not yet received in cash, such as deferred loan origination fees that are paid after origination of the loan or are paid in non-cash compensation such as PIK interest. We anticipate that a portion of our income may constitute original issue discount or other income required to be included in taxable income prior to receipt of cash. Further, we may elect to amortize market discounts and include such amounts in our taxable income in the current year, instead of upon disposition, as an election not to do so would limit our ability to deduct interest expenses for U.S. federal income tax purposes.

Because any original issue discount or other amounts accrued will be included in our ICTI for the year of the accrual, we may be required to make a distribution to our stockholders in order to satisfy the annual distribution requirement, even though we will not have received any corresponding cash amount. As a result, we may have difficulty meeting the annual distribution requirement necessary to maintain RIC tax treatment under the Code. We may have to sell some of our investments at times and/or at prices we would not consider advantageous, raise debt or additional equity capital or forego new investment opportunities for this purpose. If we are not able to obtain cash

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from other sources, we may fail to qualify for RIC tax treatment and thus become subject to corporate-level U.S. federal income tax.

Because we intend to distribute substantially all of our income to our stockholders to maintain our tax treatment as a RIC, we will continue to need additional capital to finance our growth, and regulations governing our operation as a BDC will affect our ability to, and the way in which we, raise additional capital and make distributions.

In order to satisfy the requirements applicable to a RIC, and to avoid payment of U.S. federal excise tax, we intend to distribute to our stockholders substantially all of our net ordinary income and net capital gain income except for certain net long-term capital gains recognized after we became a RIC, some or all of which we may retain, pay applicable U.S. federal income taxes with respect thereto and elect to treat as deemed distributions to our stockholders. As a BDC, we generally are required to meet a coverage ratio of total assets to total senior securities, which includes all of our borrowings and any preferred stock we may issue, of at least 150%. This requirement limits the amount that we may borrow and may prohibit us from making distributions. If the value of our assets declines, we may be unable to satisfy this test. If that happens, we may be required to sell a portion of our investments or sell additional securities and, depending on the nature of our leverage, to repay a portion of our indebtedness at a time when such sales may be disadvantageous. In addition, issuance of additional securities could dilute the percentage ownership of our current stockholders in us.

While we expect to be able to borrow and to issue debt and additional equity securities, we cannot assure you that debt and equity financing will be available to us on favorable terms, or at all. If additional funds are not available to us, we could be forced to curtail or cease new investment activities, and our NAV could decline. In addition, as a BDC, we generally are not permitted to issue equity securities priced below our then-current NAV per share without stockholder approval.

There may be withholding of U.S. federal income tax on dividends for non-U.S. stockholders.

Distributions by a BDC generally are treated as dividends for U.S. tax purposes, and will be subject to U.S. income or withholding tax unless the stockholder receiving the dividend qualifies for an exemption from U.S. tax, or the distribution is subject to one of the special look-through rules described below. Distributions paid out of net capital gains can qualify for a reduced rate of taxation in the hands of an individual U.S. stockholder, and an exemption from U.S. tax in the hands of a non-U.S. stockholder.

However, if reported by a RIC, dividend distributions by the RIC derived from certain interest income (such distributions, “interest-related dividends”) and certain net short-term capital gains (such distributions, “short-term capital gain dividends”) generally are exempt from U.S. withholding tax otherwise imposed on non-U.S. stockholders. Interest-related dividends are dividends that are attributable to “qualified net interest income” (i.e., “qualified interest income,” which generally consists of certain interest and original issue discount on obligations “in registered form” as well as interest on bank deposits earned by a RIC, less allocable deductions) from sources within the United States. Short-term capital gain dividends are dividends that are attributable to net short-term capital gains, other than short-term capital gains recognized on the disposition of U.S. real property interests, earned by a RIC. However, no assurance can be given as to whether any of our distributions will be eligible for this exemption from U.S. withholding tax or, if eligible, will be reported as such by us. Furthermore, in the case of shares of our stock held through an intermediary, the intermediary may have withheld U.S. federal income tax even if we reported the payment as an interest-related dividend or short-term capital gain dividend. Since shares of our common stock are subject to significant transfer restrictions, and an investment in our common stock will generally be illiquid, non-U.S. stockholders whose distributions on our common stock are subject to U.S. withholding tax may not be able to transfer their shares of our common stock easily or quickly or at all.

A failure of any portion of our distributions to qualify for the exemption for interest-related dividends or short-term capital gain dividends would not affect the treatment of non-U.S. stockholders that qualify for an exemption from U.S. withholding tax on dividends by reason of their special status (for example, foreign government-related entities and certain pension funds resident in favorable treaty jurisdictions).

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There may be potential adverse tax consequences as a result of not being treated as a “publicly offered regulated investment company.”

Until and unless we are treated as a “publicly offered regulated investment company” (within the meaning of Section 67 of the Code) as a result of either (i) shares of our common stock and our preferred stock (if any) collectively are held by at least 500 persons at all times during a taxable year, (ii) shares of our common stock are treated as regularly traded on an established securities market or (iii) shares of our common stock are continuously offered pursuant to a public offering (within the meaning of Section 4 of the Securities Act), each U.S. stockholder that is an individual, trust or estate will be treated as having received a dividend from us in the amount of such U.S. stockholder’s allocable share of the management and incentive fees paid to our Adviser and certain of our other expenses for the calendar year, and these fees and expenses will be treated as miscellaneous itemized deductions of such U.S. stockholder. For taxable years beginning before 2026, miscellaneous itemized deductions generally are not deductible by a U.S. stockholder that is an individual, trust or estate. For taxable years beginning in 2026 or later, miscellaneous itemized deductions generally are deductible by a U.S. stockholder that is an individual, trust or estate only to the extent that the aggregate of such U.S. stockholder’s miscellaneous itemized deductions exceeds 2% of such U.S. stockholder’s adjusted gross income for U.S. federal income tax purposes, are not deductible for purposes of the alternative minimum tax and are subject to the overall limitation on itemized deductions under Section 68 of the Code.

We are highly dependent on information systems and systems failures could significantly disrupt our business, which may, in turn, negatively affect our liquidity, financial condition, and results of operations.

Our business depends on the communications and information systems of Barings, its affiliates and our or Barings’ third-party service providers. Any failure or interruption of those systems or services, including as a result of the termination or suspension of an agreement with any third-party service providers, could cause delays or other problems in our or Barings’ business activities. Our or Barings’ financial, accounting, data processing, backup or other operating systems and facilities may fail to operate properly or become disabled or damaged as a result of a number of factors including events that are wholly or partially beyond our control and adversely affect our business. Among other things, there could be sudden electrical or telecommunications outages, natural disasters, disease pandemics, events arising from local or larger scale political or social matters and/or cyber-attacks, any one or more of which could have a material adverse effect on our business, financial condition and operating results and negatively affect the value of our common stock.

Cybersecurity risks and cyber incidents may adversely affect our business or the business of our portfolio companies by causing a disruption to our operations or the operations of our portfolio companies, a compromise or corruption of our confidential information or the confidential information of our portfolio companies and/or damage to our business relationships or the business relationships of our portfolio companies, all of which could negatively impact the business, financial condition and operating results of us or our portfolio companies.

A cyber incident is considered to be any adverse event that threatens the confidentiality, integrity or availability of the information resources of us, Barings or our portfolio companies. These incidents may be an intentional attack or an unintentional event and could involve gaining unauthorized access to our or Barings’ information systems or those of our portfolio companies for purposes of misappropriating assets, stealing confidential information, corrupting data or causing operational disruption. Barings’ employees may be the target of fraudulent calls, emails and other forms of activities. The result of these incidents may include disrupted operations, misstated or unreliable financial data, liability for stolen assets or information, increased cybersecurity protection and insurance costs, litigation and damage to business relationships. Our business operations rely upon secure information technology systems for data processing, storage and reporting. We depend on the effectiveness of the information and cybersecurity policies, procedures and capabilities maintained by our affiliates and our and their respective third-party service providers to protect their computer and telecommunications systems and the data that reside on or are transmitted through them.

Substantial costs may be incurred in order to prevent any cyber incidents in the future. The costs related to cyber or other security threats or disruptions may not be fully insured or indemnified by other means. As our and our portfolio companies’ reliance on technology has increased, so have the risks posed to our information systems, both

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internal and those provided by Barings and third-party service providers, and the information systems of our portfolio companies. Barings has implemented processes, procedures and internal controls to help mitigate cybersecurity risks and cyber intrusions, but these measures, as well as our increased awareness of the nature and extent of a risk of a cyber incident, do not guarantee that a cyber incident will not occur and/or that our financial results, operations or confidential information will not be negatively impacted by such an incident. In addition, cybersecurity continues to be a key priority for regulators around the world, and some jurisdictions have enacted laws requiring companies to notify individuals or the general investing public of data security breaches involving certain types of personal data, including the SEC, which, on July 26, 2023, adopted amendments requiring the prompt public disclosure of certain cybersecurity breaches. If we fail to comply with the relevant laws and regulations, we could suffer financial losses, a disruption of our business, liability to investors, regulatory intervention or reputational damage.

We are currently operating in a period of capital markets disruption and economic uncertainty.

The success of our activities is affected by general economic and market conditions, including, among others, interest rates, availability of credit, inflation rates, economic uncertainty, changes in laws, and trade barriers. These factors could affect the level and volatility of securities prices and the liquidity of our investments. Volatility or illiquidity could impair our profitability or result in losses. These factors also could adversely affect the availability or cost of our leverage, which would result in lower returns. In addition, the U.S. capital markets have experienced extreme volatility and disruption following the global outbreak of COVID-19 and its variants. Disruptions in the capital markets have increased the spread between the yields realized on risk-free and higher risk securities, resulting in illiquidity in parts of the capital markets. A resurgence of the virus globally could lead to a prolonged period of world-wide economic downturn.

These and future market disruptions and/or illiquidity would be expected to have an adverse effect on our business, financial condition, results of operations and cash flows. Unfavorable economic conditions also would be expected to increase our funding costs, limit our access to the capital markets or result in a decision by lenders not to extend credit to us. These events have limited and could continue to limit our investment originations, limit our ability to grow and have a material negative impact on our operating results and the fair values of our debt and equity investments.

Risks Relating to Our Investments

Inflation could adversely affect the business, results of operations, and financial condition of our portfolio companies.

Certain of the Company’s portfolio companies are in industries that could be impacted by inflation. If such portfolio companies are unable to pass any increases in their costs of operations along to their customers, it could adversely affect their operating results and impact their ability to pay interest and principal on the Company’s loans, particularly if interest rates rise in response to inflation. In addition, any projected future decreases in the Company’s portfolio companies’ operating results due to inflation could adversely impact the fair value of those investments. Any decreases in the fair value of the Company’s investments could result in future realized or unrealized losses and therefore reduce the Company’s net assets resulting from operations

Our investments in portfolio companies may be risky, and we could lose all or part of our investment.

Our portfolio consists primarily of senior secured private middle-market debt investments. Investing in private and middle-market companies involves a number of significant risks. Among other things, these companies:

•may have limited financial resources to meet future capital needs and thus may be unable to grow or meet their obligations under their debt instruments that we hold, which may be accompanied by a deterioration in the value of any collateral and a reduction in the likelihood of us realizing any guarantees from subsidiaries or affiliates of our portfolio companies that we may have obtained in connection with our investment, as well as a corresponding decrease in the value of the equity components of our investments;

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•may have shorter operating histories, narrower product lines, smaller market shares and/or more significant customer concentration than larger businesses, which tend to render them more vulnerable to competitors’ actions and market conditions, as well as general economic downturns;

•are more likely to depend on the management talents and efforts of a small group of persons; therefore, the death, disability, resignation or termination of one or more of these persons could have a material adverse impact on our portfolio company and, in turn, on us;

•generally have less predictable operating results, may be engaged in rapidly changing businesses with products subject to a substantial risk of obsolescence, and may require substantial additional capital to support their operations, finance expansion or maintain their competitive position; and

•generally have less publicly available information about their businesses, operations and financial condition. We rely on the ability of Barings’ investment professionals to obtain adequate information to evaluate the potential returns from investing in these companies. If Barings is unable to uncover all material information about these companies, we may not make a fully informed investment decision, and we may lose all or part of our investment.

In addition, in the course of providing significant managerial assistance to certain of our portfolio companies, certain of our officers and directors or certain of Barings’ investment professionals may serve as directors on the boards of such companies. We or Barings may in the future be subject to litigation that arises out of our investments in these companies, and our officers and directors or Barings and/or its investment professionals may be named as defendants in such litigation, which could result in an expenditure of funds (through our indemnification of such officers and directors) and the diversion of our officers’, directors’ and Barings’ time and resources.

The lack of liquidity in our investments may adversely affect our business.

We generally invest in companies whose securities are not publicly traded, and whose securities may be subject to legal and other restrictions on resale, or are otherwise less liquid than publicly traded securities. The illiquidity of these investments may make it difficult for us to sell these investments when desired. In addition, if we are required to liquidate all or a portion of our portfolio quickly, we may realize significantly less than the value at which we had previously recorded these investments.

Price declines and illiquidity in the corporate debt markets may adversely affect the fair value of our portfolio investments, reducing our NAV through increased net unrealized depreciation.

As a BDC, we are required to carry our investments at market value or, if no market value is ascertainable, at fair value as determined in good faith by the Board, which has designated Barings as valuation designee to perform our fair value determinations relating to the value of our assets for which market quotations are not readily available.

The Adviser conducts the valuation of such investments, upon which our NAV is primarily based, in accordance with its valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and ASC Topic 820. Our current valuation policy and processes were established by the Adviser and have been approved by the Board. The Adviser uses independent third-party providers to price the portfolio, but in the event an acceptable price cannot be obtained from an approved external source, the Adviser will utilize alternative methods in accordance with internal pricing procedures established by the Adviser's pricing committee. As part of the valuation process, Barings may take into account the following types of factors, if relevant, in determining the fair value of our investments:

•a comparison of the portfolio company’s securities to publicly traded securities;

•the enterprise value of the portfolio company;

•the nature and realizable value of any collateral;

•the portfolio company’s ability to make payments and its earnings and discounted cash flow;

•the markets in which the portfolio company does business; and

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•changes in the interest rate environment and the credit markets generally that may affect the price at which similar investments may be made in the future and other relevant factors.

When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, we use the pricing indicated by the external event to corroborate a valuation. We record decreases in the market values or fair values of our investments as unrealized depreciation. Declines in prices and liquidity in the corporate debt markets may result in significant net unrealized depreciation in our portfolio. The effect of all of these factors on our portfolio may reduce our NAV by increasing net unrealized depreciation in our portfolio. Depending on market conditions, we could incur substantial realized losses and may suffer additional unrealized losses in future periods, which could have a material adverse effect on our business, financial condition, results of operations and cash flows.

Our failure to make follow-on investments in our portfolio companies could impair the value of our portfolio.

Following an initial investment in a portfolio company, we may make additional investments in that portfolio company as “follow-on” investments, in seeking to:

•increase or maintain in whole or in part our position as a creditor or equity ownership percentage in a portfolio company;

•exercise warrants, options or convertible securities that were acquired in the original or subsequent financing; or

•preserve or enhance the value of our investment.

We have discretion to make follow-on investments, subject to the availability of capital resources. Failure on our part to make follow-on investments may, in some circumstances, jeopardize the continued viability of a portfolio company and our initial investment, or may result in a missed opportunity for us to increase our participation in a successful portfolio company. Even if we have sufficient capital to make a desired follow-on investment, we may elect not to make a follow-on investment because we may not want to increase our level of risk, because we prefer other opportunities or because of regulatory or other considerations.

Our portfolio companies may incur debt that ranks equally with, or senior to, our investments in such companies and such portfolio companies may not generate sufficient cash flow to service their debt obligations to us.

We typically invest in senior debt and first lien notes, however, we have invested, and may invest in the future, a portion of our capital in second lien and subordinated loans issued by our portfolio companies. Our portfolio companies may have, or be permitted to incur, other debt that ranks equally with, or senior to, the debt securities in which we invest. Such subordinated investments are subject to greater risk of default than senior obligations as a result of adverse changes in the financial condition of the obligor or in general economic conditions. If we make a subordinated investment in a portfolio company, the portfolio company may be highly leveraged, and its relatively high debt-to-equity ratio may create increased risks that its operations might not generate sufficient cash flow to service all of its debt obligations. By their terms, such debt instruments may provide that the holders are entitled to receive payment of interest or principal on or before the dates on which we are entitled to receive payments in respect of the securities in which we invest. These debt instruments would usually prohibit the portfolio companies from paying interest on or repaying our investments in the event of and during the continuance of a default under such debt. Also, in the event of insolvency, liquidation, dissolution, reorganization or bankruptcy of a portfolio company, holders of securities ranking senior to our investment in that portfolio company would typically be entitled to receive payment in full before we receive any distribution in respect of our investment. After repaying senior creditors, the portfolio company may not have any remaining assets to use for repaying its obligation to us where we are junior creditor. In the case of debt ranking equally with debt securities in which we invest, we would have to share any distributions on an equal and ratable basis with other creditors holding such debt in the event of an insolvency, liquidation, dissolution, reorganization or bankruptcy of the relevant portfolio company.

Additionally, certain loans that we make to portfolio companies may be secured on a second priority basis by the same collateral securing senior secured debt of such companies. The first priority liens on the collateral will secure the portfolio company’s obligations under any outstanding senior debt and may secure certain other future

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debt that may be permitted to be incurred by the portfolio company under the agreements governing the loans. The holders of obligations secured by first priority liens on the collateral will generally control the liquidation of, and be entitled to receive proceeds from, any realization of the collateral to repay their obligations in full before us. In addition, the value of the collateral in the event of liquidation will depend on market and economic conditions, the availability of buyers and other factors. There can be no assurance that the proceeds, if any, from sales of all of the collateral would be sufficient to satisfy the loan obligations secured by the second priority liens after payment in full of all obligations secured by the first priority liens on the collateral. If such proceeds were not sufficient to repay amounts outstanding under the loan obligations secured by the second priority liens, then we, to the extent not repaid from the proceeds of the sale of the collateral, will only have an unsecured claim against the portfolio company’s remaining assets, if any.

We may in the future make unsecured loans to portfolio companies, meaning that such loans will not benefit from any interest in collateral of such companies. Liens on a portfolio company’s collateral, if any, will secure the portfolio company’s obligations under its outstanding secured debt and may secure certain future debt that is permitted to be incurred by the portfolio company under its secured loan agreements. The holders of obligations secured by such liens will generally control the liquidation of, and be entitled to receive proceeds from, any realization of such collateral to repay their obligations in full before us. In addition, the value of such collateral in the event of liquidation will depend on market and economic conditions, the availability of buyers and other factors. There can be no assurance that the proceeds, if any, from sales of such collateral would be sufficient to satisfy our unsecured loan obligations after payment in full of all loans secured by collateral. If such proceeds were not sufficient to repay the outstanding secured loan obligations, then our unsecured claims would rank equally with the unpaid portion of such secured creditors’ claims against the portfolio company’s remaining assets, if any.

The rights we may have with respect to the collateral securing any junior priority loans we make to our portfolio companies may also be limited pursuant to the terms of one or more intercreditor agreements that we enter into with the holders of senior debt. Under a typical intercreditor agreement, at any time that obligations that have the benefit of the first priority liens are outstanding, any of the following actions that may be taken in respect of the collateral will be at the direction of the holders of the obligations secured by the first priority liens:

•the ability to cause the commencement of enforcement proceedings against the collateral;

•the ability to control the conduct of such proceedings;

•the approval of amendments to collateral documents;

•releases of liens on the collateral; and

•waivers of past defaults under collateral documents.

We may not have the ability to control or direct such actions, even if our rights as junior lenders are adversely affected.

There may be circumstances where our debt investments could be subordinated to claims of other creditors or we could be subject to lender liability claims.

Even if we structure an investment as a senior loan, if one of our portfolio companies were to go bankrupt, depending on the facts and circumstances and based upon principles of equitable subordination as defined by existing case law, a bankruptcy court could subordinate all or a portion of our claim to that of other creditors and transfer any lien securing such subordinated claim to the bankruptcy estate. The principles of equitable subordination defined by case law have generally indicated that a claim may be subordinated only if its holder is guilty of misconduct or where the senior loan is re-characterized as an equity investment and the senior lender has actually provided significant managerial assistance to the bankrupt debtor. We may also be subject to lender liability claims for actions taken by us with respect to a borrower’s business or instances where we exercise control over the borrower. It is possible that we could become subject to a lender’s liability claim, including as a result of actions taken in rendering managerial assistance or actions to compel and collect payments from the borrower outside the ordinary course of business.

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Second priority liens on collateral securing loans that we make to our portfolio companies may be subject to control by senior creditors with first priority liens. If there is a default, the value of the collateral may not be sufficient to repay in full both the first priority creditors and us.

Certain loans that we make are secured by a second priority security interest in the same collateral pledged by a portfolio company to secure senior debt owed by the portfolio company to commercial banks or other traditional lenders. Often the senior lender has procured covenants from the portfolio company prohibiting the incurrence of additional secured debt without the senior lender’s consent. Prior to and as a condition of permitting the portfolio company to borrow money from us secured by the same collateral pledged to the senior lender, the senior lender will require assurances that it will control the disposition of any collateral in the event of bankruptcy or other default. In many such cases, the senior lender will require us to enter into an “intercreditor agreement” prior to permitting the portfolio company to borrow from us. Typically the intercreditor agreements we are requested to execute expressly subordinate our debt instruments to those held by the senior lender and further provide that the senior lender shall control: (i) the commencement of foreclosure or other proceedings to liquidate and collect on the collateral; (ii) the nature, timing and conduct of foreclosure or other collection proceedings; (iii) the amendment of any collateral document; (iv) the release of the security interests in respect of any collateral and (v) the waiver of defaults under any security agreement. Because of the control we may cede to senior lenders under intercreditor agreements we may enter, we may be unable to realize the proceeds of any collateral securing some of our loans.

Finally, the value of the collateral securing our debt investment will ultimately depend on market and economic conditions, the availability of buyers and other factors. Therefore, there can be no assurance that the proceeds, if any, from the sale or sales of all of the collateral would be sufficient to satisfy the loan obligations secured by our second priority liens after payment in full of all obligations secured by the senior lender’s first priority liens on the collateral. There is also a risk that such collateral securing our investments may decrease in value over time, may be difficult to sell in a timely manner, may be difficult to appraise and may fluctuate in value based upon the success of the portfolio company and market conditions. If such proceeds are not sufficient to repay amounts outstanding under the loan obligations secured by our second priority liens, then we, to the extent not repaid from the proceeds from the sale of the collateral, will only have an unsecured claim against the company’s remaining assets, if any.

Covenant-Lite Loans may expose us to different risks, including with respect to liquidity, price volatility, ability to restructure loans, credit risks and less protective loan documentation, than is the case with loans that contain financial maintenance covenants.

A significant number of high yield loans in the market, in particular the broadly syndicated loan market, may consist of covenant-lite loans, or “Covenant-Lite Loans.” A significant portion of the loans in which we may invest or get exposure to through our investments may be deemed to be Covenant-Lite Loans and it is possible that such loans may comprise a majority of our portfolio. Such loans do not require the borrower to maintain debt service or other financial ratios and do not include terms which allow the lender to monitor the performance of the borrower and declare a default if certain criteria are breached. Ownership of Covenant-Lite Loans may expose us to different risks, including with respect to liquidity, price volatility, ability to restructure loans, credit risks and less protective loan documentation, than is the case with loans that contain financial maintenance covenants.

Our investments in foreign companies may involve significant risks in addition to the risks inherent in U.S. investments.

Our investment strategy includes investments in foreign companies. Investing in foreign companies may expose us to additional risk not typically associated with investing in U.S. companies. These risks include changes in exchange control regulations, political and social instability, expropriation, imposition of foreign taxes (potentially at confiscatory levels), less liquid markets, less available information than is generally the case in the United States, higher transaction costs, less government supervision of exchanges, brokers and issuers, less developed bankruptcy laws, difficulty in enforcing contractual obligations, lack of uniform accounting and auditing standards and greater price volatility.

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Although the majority of our investments are currently and are expected to be U.S.-dollar denominated, our investments that are denominated in a foreign currency will be subject to the risk that the value of a particular currency will change in relation to one or more other currencies. Among the factors that may affect currency values are trade balances, the level of short-term interest rates, differences in relative values of similar assets in different currencies, long-term opportunities for investment and capital appreciation and political developments. We may employ hedging techniques to minimize these risks, but we cannot assure you that such strategies will be effective or without risk to us.

We may expose ourselves to risks if we engage in hedging transactions.

We have and may in the future enter into hedging transactions, which may expose us to risks associated with such transactions. We have and may continue to utilize instruments such as forward contracts, currency options and interest rate swaps, caps, collars and floors to seek to hedge against fluctuations in the relative values of our portfolio positions from changes in currency exchange rates and market interest rates. Use of these hedging instruments may include counter-party credit risk. Hedging against a decline in the values of our portfolio positions does not eliminate the possibility of fluctuations in the values of such positions or prevent losses if the values of such positions decline. However, such hedging can establish other positions designed to gain from those same developments, thereby offsetting the decline in the value of such portfolio positions. Such hedging transactions may also limit the opportunity for gain if the values of the underlying portfolio positions should increase. Moreover, it may not be possible to hedge against an exchange rate or interest rate fluctuation that is so generally anticipated that we are not able to enter into a hedging transaction at an acceptable price. The success of our hedging transactions will depend on our ability to correctly predict movements in currencies and interest rates. Therefore, while we may enter into such transactions to seek to reduce currency exchange rate and interest rate risks, unanticipated changes in currency exchange rates or interest rates may result in poorer overall investment performance than if we had not engaged in any such hedging transactions. In addition, the degree of correlation between price movements of the instruments used in a hedging strategy and price movements in the portfolio positions being hedged may vary. Moreover, for a variety of reasons, we may not seek to (or be able to) establish a perfect correlation between such hedging instruments and the portfolio holdings being hedged. Any such imperfect correlation may prevent us from achieving the intended hedge and expose us to risk of loss. In addition, it may not be possible to hedge fully or perfectly against currency fluctuations affecting the value of securities denominated in non-U.S. currencies because the value of those securities is likely to fluctuate as a result of factors not related to currency fluctuations.

If we do not invest a sufficient portion of our assets in qualifying assets, we could fail to qualify as a BDC or be precluded from investing according to our current business strategy.

As a BDC, we may not acquire any assets other than “qualifying assets” unless, at the time of and after giving effect to such acquisition, at least 70.0% of our total assets are qualifying assets. For further detail, see “Item 1. Business — Regulation of Business Development Companies” included in this Annual Report on Form 10-K.

We may be precluded from investing in what we believe are attractive investments if such investments are not qualifying assets for purposes of the 1940 Act. If we do not invest a sufficient portion of our assets in qualifying assets, we could lose our status as a BDC. If we fail to maintain our status as a BDC, we might be regulated as a closed-end investment company that is required to register under the 1940 Act, which would subject us to additional regulatory restrictions and significantly decrease our operating flexibility. In addition, any such failure could cause an event of default under our outstanding indebtedness. For these reasons, loss of BDC status likely would have a material adverse effect on our business, financial condition and results of operations. Similarly, these rules could prevent us from making follow-on investments in existing portfolio companies (which could result in the dilution of our position).

We are a non-diversified investment company within the meaning of the 1940 Act, and therefore we are not limited with respect to the proportion of our assets that may be invested in securities of a single issuer.

We are classified as a non-diversified investment company within the meaning of the 1940 Act, which means that we are not limited by the 1940 Act with respect to the proportion of our assets that we may invest in securities of a single issuer. To the extent that we assume large positions in the securities of a small number of issuers, our NAV may fluctuate to a greater extent than that of a diversified investment company as a result of changes in the

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financial condition or the market’s assessment of the issuer or the industry in which it operates. We may also be more susceptible to any single economic or regulatory occurrence than a diversified investment company. Beyond our RIC asset diversification requirements under the Code and certain investment diversification requirements under our financing agreements, we do not have fixed guidelines for diversification, and our investments could be concentrated in relatively few portfolio companies.

We generally do not control our portfolio companies.

We generally do not expect to control most of our portfolio companies, even though we or Barings may have board representation or board observation rights, and our debt agreements with such portfolio companies may contain certain restrictive covenants. As a result, we are subject to the risk that a portfolio company in which we invest may make business decisions with which we disagree, and the management of such company, as representatives of the holders of their common equity, may take risks or otherwise act in ways that do not serve our interests as debt investors. Due to the lack of liquidity for our investments in non-traded companies, we may not be able to dispose of our interests in our portfolio companies as readily as we would like or at an appropriate valuation. As a result, a portfolio company may make decisions that could decrease the value of our portfolio holdings.

Prepayments of our debt investments by our portfolio companies could adversely impact our results of operations and reduce our return on equity.

We are subject to the risk that the investments we make in our portfolio companies may be repaid prior to maturity. When this occurs, we will generally reinvest these proceeds in temporary investments, pending their future investment in new portfolio companies. These temporary investments will typically have substantially lower yields than the debt being prepaid and we could experience significant delays in reinvesting these amounts. Any future investment in a new portfolio company may also be at lower yields than the debt that was repaid. As a result, our results of operations could be materially adversely affected if one or more of our portfolio companies elect to prepay amounts owed to us. Additionally, prepayments could negatively impact our return on equity, which could result in a decline in the value of our securities.

Any unrealized losses we experience on our loan portfolio may be an indication of future realized losses, which could reduce our income available for distribution.

As a BDC, we are required to carry our investments at market value or, if no market value is ascertainable, at the fair value as determined in good faith by the Board (or its valuation designee pursuant to Rule 2a-5 under the 1940 Act). Decreases in the market values or fair values of our investments will be recorded as unrealized depreciation. Any unrealized losses in our loan portfolio could be an indication of a portfolio company’s inability to meet its repayment obligations to us with respect to the affected loans. This could result in realized losses in the future and ultimately in reductions of our income available for distribution in future periods.

Defaults by our portfolio companies may harm our operating results.

A portfolio company’s failure to satisfy financial or operating covenants imposed by us or other lenders could lead to defaults and, potentially, termination of its loans and foreclosure on its secured assets, which could trigger cross-defaults under other agreements and jeopardize a portfolio company’s ability to meet its obligations under the debt or equity securities that we hold. We may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms, which may include the waiver of certain financial covenants, with a defaulting portfolio company.

Changes in interest rates may affect our cost of capital, the value of our investments and results of operations.

An increase in interest rates would make it more expensive to use debt to finance our investments. As a result, a significant increase in market interest rates could both reduce the value of our portfolio investments and increase our cost of capital, which would reduce our net investment income. Also, an increase in interest rates available to investors could make an investment in our common stock less attractive if we are not able to increase our distribution rate, a situation which could reduce the value of our common stock. Conversely, a decrease in interest rates may have an adverse impact on our returns by requiring us to seek lower yields on our debt investments and by

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increasing the risk that our portfolio companies will prepay our debt investments, resulting in the need to redeploy capital at potentially lower rates.

We may not realize gains from our equity investments.

Certain investments that we have made in the past and may make in the future include equity securities. Investments in equity securities involve a number of significant risks, including the risk of further dilution as a result of additional issuances, inability to access additional capital and failure to pay current distributions. Investments in preferred securities involve special risks, such as the risk of deferred distributions, credit risk, illiquidity and limited voting rights. In addition, we may from time to time make non-control, equity co-investments in companies in conjunction with private equity sponsors. Our goal is ultimately to realize gains upon our disposition of such equity interests. However, the equity interests we receive may not appreciate in value and, in fact, may decline in value. Accordingly, we may not be able to realize gains from our equity interests, and any gains that we do realize on the disposition of any equity interests may not be sufficient to offset any other losses we experience. We also may be unable to realize any value if a portfolio company does not have a liquidity event, such as a sale of the business, recapitalization or public offering, which would allow us to sell the underlying equity interests.

Our investments in asset-backed securities are subject to additional risks.

Asset-backed securities often involve risks that are different from or more acute than risks associated with other types of debt instruments. For instance, asset-backed securities may be particularly sensitive to changes in prevailing interest rates. In addition, the underlying assets may be subject to prepayments that shorten the securities’ weighted average maturity and may lower their return. Asset-backed securities are also subject to risks associated with their structure and the nature of the assets underlying the security and the servicing of those assets. Payment of interest and repayment of principal on asset-backed securities is largely dependent upon the cash flows generated by the assets backing the securities. Certain asset-backed securities are supported by letters of credit, surety bonds or other credit enhancements. However, if many borrowers on the underlying assets default, losses could exceed the credit enhancement level and result in losses to investors, such as the Company. The values of asset-backed securities may be substantially dependent on the servicing of the underlying asset pools, and are therefore subject to risks associated with the negligence by, or defalcation of, their servicers. Furthermore, debtors may be entitled to the protection of a number of state and federal consumer credit laws with respect to the assets underlying these securities, which may give the debtor the right to avoid or reduce payment.

Our investments in collateralized loan obligation vehicles are subject to additional risks.

We may invest in debt and equity interests of collateralized loan obligation (‘‘CLO’’) vehicles. Generally, there may be less information available to us regarding the underlying debt investments held by such CLOs than if we had invested directly in the debt of the underlying companies. As a result, we and our stockholders may not know the details of the underlying holdings of the CLO vehicles in which we may invest.

As a BDC, we may not acquire equity and junior debt investments in CLO vehicles unless, at the time of and after giving effect to such acquisition, at least 70% of our total assets are ‘‘qualifying assets.’’ CLO vehicles that we expect to invest in are typically very highly leveraged, and therefore, the junior debt and equity tranches that we expect to invest in are subject to a higher degree of risk of total loss. In particular, investors in CLO vehicles indirectly bear risks of the underlying debt investments held by such CLO vehicles. We will generally have the right to receive payments only from the CLO vehicles, and will generally not have direct rights against the underlying borrowers or the entity that sponsored the CLO vehicle. While the CLO vehicles we intend to target generally enable the investor to acquire interests in a pool of leveraged corporate loans without the expenses associated with directly holding the same investments, we will generally pay a proportionate share of the CLO vehicles’ administrative and other expenses. Although it is difficult to predict whether the prices of indices and securities underlying CLO vehicles will rise or fall, these prices (and, therefore, the prices of the CLO vehicles) will be influenced by the same types of political and economic events that affect issuers of securities and capital markets generally. The failure by a CLO vehicle in which we invest to satisfy certain financial covenants, specifically those with respect to adequate collateralization and/or interest coverage tests, could lead to a reduction in its payments to us. In the event that a CLO vehicle failed those tests, holders of debt senior to us may be entitled to additional payments that would, in

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turn, reduce the payments we would otherwise be entitled to receive. If any of these occur, it could materially and adversely affect our operating results and cash flows.

In addition to the general risks associated with investing in debt securities, CLO vehicles carry additional risks, including, but not limited to: (i) the possibility that distributions from collateral securities will not be adequate to make interest or other payments; (ii) the quality of the collateral may decline in value or default;(iii) the fact that our investments in CLO tranches will likely be subordinate to other senior classes of note tranches thereof; and (iv) the complex structure of the security may not be fully understood at the time of investment and may produce disputes with the CLO vehicle or unexpected investment results. Our NAV may also decline over time if our principal recovery with respect to CLO equity investments is less than the price we paid for those investments.

Investments in structured vehicles, including equity and junior debt instruments issued by CLO vehicles, involve risks, including credit risk and market risk. Changes in interest rates and credit quality may cause significant price fluctuations. Additionally, changes in the underlying leveraged corporate loans held by a CLO vehicle may cause payments on the instruments we hold to be reduced, either temporarily or permanently. Structured investments, particularly the subordinated interests in which we intend to invest, may be less liquid than many other types of securities and may be more volatile than the leveraged corporate loans underlying the CLO vehicles we intend to target. Fluctuations in interest rates may also cause payments on the tranches of CLO vehicles that we hold to be reduced, either temporarily or permanently.

Any interests we acquire in CLO vehicles will likely be thinly traded or have only a limited trading market and may be subject to restrictions on resale. Securities issued by CLO vehicles are generally not listed on any U.S. national securities exchange and no active trading market may exist for the securities of CLO vehicles in which we may invest. Although a secondary market may exist for our investments in CLO vehicles, the market for our investments in CLO vehicles may be subject to irregular trading activity, wide bid/ask spreads and extended trade settlement periods. As a result, these types of investments may be more difficult to value. In addition, our investments in CLO warehouse facilities are short term investments and therefore may be subject to a greater risk relating to market conditions and economic recession or downturns.

We may be subject to risks associated with syndicated loans.

From time to time, we may acquire interests in syndicated loans. Under the documentation for syndicated loans, a financial institution or other entity typically is designated as the administrative agent and/or collateral agent. This agent is granted a lien on any collateral on behalf of the other lenders and distributes payments on the indebtedness as they are received. The agent is the party responsible for administering and enforcing the loan and generally may take actions only in accordance with the instructions of a majority or two-thirds in commitments and/or principal amount of the associated indebtedness. In most cases, we do not expect to hold a sufficient amount of the indebtedness to be able to compel any actions by the agent. Consequently, we would only be able to direct such actions if instructions from us were made in conjunction with other holders of associated indebtedness that together with us compose the requisite percentage of the related indebtedness then entitled to take action. Conversely, if holders of the required amount of the associated indebtedness other than us desire to take certain actions, such actions may be taken even if we did not support such actions. Furthermore, if an investment is subordinated to one or more senior loans made to the applicable obligor, our ability to exercise such rights may be subordinated to the exercise of such rights by the senior lenders. Accordingly, we may be precluded from directing such actions unless we act together with other holders of the indebtedness. If we are unable to direct such actions, we cannot assure you that the actions taken will be in our best interests.

If an investment is a syndicated revolving loan or delayed drawdown loan, other lenders may fail to satisfy their full contractual funding commitments for such loan, which could create a breach of contract, result in a lawsuit by the obligor against the lenders and adversely affect the fair market value of our investment.

There is a risk that a loan agent in respect of one of our loans may become bankrupt or insolvent. Such an event would delay, and possibly impair, any enforcement actions undertaken by holders of the associated indebtedness, including attempts to realize upon the collateral securing the associated indebtedness and/or direct the agent to take actions against the related obligor or the collateral securing the associated indebtedness and actions to

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realize on proceeds of payments made by obligors that are in the possession or control of any other financial institution. In addition, we may be unable to remove the agent in circumstances in which removal would be in our best interests. Moreover, agented loans typically allow for the agent to resign with certain advance notice.

Our special situations investments involve a high degree of credit and market risk.

Our special situations investments, which consist of investments in the securities and debt of financially troubled issuers or borrowers and operationally troubled issuers or borrowers, involve a high degree of credit and market risk. Although the Company may invest in select companies that, in the view of the Adviser, have the potential over the long-term for capital growth, there can be no assurance that such financially troubled issuers or operationally troubled issuers can be successfully transformed into profitable operating companies. There is a possibility that the Company may incur substantial or total losses on investments or that such investments may not show any return for a considerable period of time. Under such circumstances, the returns generated from the investments may not compensate investors adequately for the risks assumed.

The level of analytical sophistication, both financial and legal, necessary for successful investment in companies experiencing significant business and financial difficulties is unusually high. There can be no assurance that the Adviser will correctly evaluate the value of a company’s assets or the prospects for a successful reorganization or similar action. During an economic downturn or recession, securities of financially troubled or operationally troubled issuers and borrowers are more likely to go into default than securities of other issuers. In addition, it may be difficult to obtain information about such issuers and borrowers.

Securities and debt of financially troubled issuers or borrowers and operationally troubled issuers or borrowers are less liquid and more volatile than securities of companies not experiencing financial or operational difficulties. The market prices of such securities are subject to erratic and abrupt market movements, and the spread between bid and asked prices may be greater than normally expected. In addition, it is anticipated that many investments may not be widely traded and that the Company’s investment in such securities may be substantial relative to the market for such securities. As a result, the Company may experience delays and incur losses and other costs in connection with the sale of investments.

Troubled company and other asset-based investments require active monitoring and may, at times, require participation in business strategy or reorganization proceedings by the Adviser. To the extent that the Adviser becomes involved in such proceedings, the Company may have a more active participation in the affairs of the issuer than that assumed generally by an investor. In addition, involvement by the Adviser in an issuer’s reorganization proceedings could result in the imposition of restrictions limiting the Company’s ability to liquidate its position in the issuer or increase the likelihood of the Company being involved in litigation.

Risks Relating to an Investment in Our Common Stock

There is no public market for shares of our common stock, and we do not expect there to be a market for our shares.

There is no existing trading market for shares of our common stock, and no market for our shares may develop in the future. If developed, any such market may not be sustained. In the absence of a trading market, holders of shares of our common stock may be unable to liquidate an investment in our shares.

The shares of our common stock have not been registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.

Investing in our securities may involve an above average degree of risk.

The investments we make in accordance with our investment objective may result in a higher amount of risk than alternative investment options and a higher risk of volatility or loss of principal. Our investments in portfolio companies may be highly speculative, and therefore, an investment in our shares may not be suitable for someone with lower risk tolerance.

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There are restrictions on the ability of holders of our common stock to transfer shares in excess of the restrictions typically associated with a private placement of securities under Regulation D and other exemptions from registration under the Securities Act, including restrictions to prevent all or any portions of our assets to constitute “plan assets” under ERISA or Section 4975 of the Code.

We are relying on an exemption from registration under the Securities Act and state securities laws in offering shares of our common stock our pursuant to the Subscription Agreements. As such, absent an effective registration statement covering our common stock, such shares may be resold only in transactions that are exempt from the registration requirements of the Securities Act and with our prior consent, in accordance with the terms of the relevant Subscription Agreement. Our common stock will have limited transferability which could delay, defer or prevent a transaction or a change of control of the company that might involve a premium price for our securities or otherwise be in the best interest of our stockholders. In addition, under the Subscription Agreement, no shares may be sold or transferred in the event that such transfer would, among other things, (i) constitute a non-exempt “prohibited transaction” under Section 406 of ERISA, or Section 4975 of the Code, or (ii) cause all or any portion of the assets of the Company to constitute “plan assets” under ERISA or Section 4975 of the Code.

General Risk Factors

Global capital markets could enter a period of severe disruption and instability or an economic recession. These conditions have historically affected and could again materially and adversely affect debt and equity capital markets in the United States and around the world and could impair our portfolio companies and harm our operating results.

The U.S. and global capital markets have from time to time experienced periods of disruption characterized by the freezing of available credit, a lack of liquidity in the debt capital markets, significant losses in the principal value of investments, the re-pricing of credit risk in the broadly syndicated credit market, the failure of major financial institutions and general volatility in the financial markets. During these periods of disruption, general economic conditions deteriorated with material and adverse consequences for the broader financial and credit markets, and the availability of debt and equity capital for the market as a whole, and financial services firms in particular, was reduced significantly. These conditions may reoccur for a prolonged period of time or materially worsen in the future.

Market conditions may in the future make it difficult to extend the maturity of or refinance our existing indebtedness and any failure to do so could have a material adverse effect on our business. If we are unable to raise or refinance debt, then our equity investors may not benefit from the potential for increased returns on equity resulting from leverage and we may be limited in our ability to make new commitments or to fund existing commitments to our portfolio companies.

Given the volatility and dislocation that the capital markets have historically experienced, many BDCs have faced, and may in the future face, a challenging environment in which to raise capital. We may in the future have difficulty accessing debt and equity capital on attractive terms, or at all, and a severe disruption or instability in the global financial markets or deteriorations in credit and financing conditions may cause us to reduce the volume of the loans we originate and/or fund, which may adversely affect the value of our portfolio investments or otherwise have a material adverse effect on our business, financial condition, results of operations and cash flows. In addition, significant changes in the capital markets, including instances of extreme volatility and disruption, have had, and may in the future have, a negative effect on the valuations of our investments and on the potential for liquidity events involving our investments. We monitor developments and seek to manage our investments in a manner consistent with achieving our investment objective, but there can be no assurance that we will be successful in doing so, and we may not timely anticipate or manage existing, new or additional risks, contingencies or developments, including regulatory developments in the current or future market environment.

An inability to raise capital, and any required sale of our investments for liquidity purposes, could have a material adverse impact on our business, financial condition or results of operations. The debt capital that will be available to us in the future, if at all, may be at a higher cost and on less favorable terms and conditions than what we currently experience, including being at a higher cost in rising rate environments. If we are unable to raise or

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refinance debt, then our equity investors may not benefit from the potential for increased returns on equity resulting from leverage and we may be limited in our ability to make new commitments or to fund existing commitments to our portfolio companies. In addition, equity capital may be difficult to raise during periods of adverse or volatile market conditions because, subject to some limited exceptions, as a BDC, we are generally not able to issue additional shares of our common stock at a price less than NAV without first obtaining approval for such issuance from our stockholders and our independent directors.

Many of the portfolio companies in which we make investments may be susceptible to economic slowdowns or recessions and may be unable to repay the loans we made to them during these periods. Therefore, our non-performing assets may increase and the value of our portfolio may decrease during these periods as we are required to record our investments at their current fair value. Adverse economic conditions also may decrease the value of collateral securing some of our loans and the value of our equity investments. Economic slowdowns or recessions could lead to financial losses in our portfolio and a decrease in revenues, net income and assets. Unfavorable economic conditions also could increase our and our portfolio companies’ funding costs, limit our and our portfolio companies’ access to the capital markets or result in a decision by lenders not to extend credit to us or our portfolio companies. These events could prevent us from increasing investments and harm our operating results.

A portfolio company’s failure to satisfy financial or operating covenants imposed by us or other lenders could lead to defaults and, potentially, acceleration of the time when the loans are due and foreclosure on its secured assets, which could trigger cross-defaults under other agreements and jeopardize the portfolio company’s ability to meet its obligations under the debt that we hold. We may incur additional expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting portfolio company. In addition, if one of our portfolio companies were to go bankrupt, depending on the facts and circumstances, including the extent to which we will actually provide significant managerial assistance to that portfolio company, a bankruptcy court might subordinate all or a portion of our claim to that of other creditors.

Terrorist attacks, acts of war, national disasters, outbreaks or pandemics may affect any market for our securities, impact the businesses in which we invest and harm our business, operating results and financial condition.

Terrorist acts, acts of war, national disasters, outbreaks or pandemics may disrupt our operations, as well as the operations of the businesses in which we invest. Such acts have created, and continue to create, economic and political uncertainties and have contributed to global economic instability. For example, many countries have experienced outbreaks of infectious illnesses in recent decades, including swine flu, avian influenza, SARS and COVID-19.

The Israel-Hamas war and the conflict between Russia and Ukraine, and resulting market volatility, could also adversely affect the Company’s business, operating results, and financial condition. The extent and duration or escalation of such conflicts, resulting sanctions and resulting future market disruptions are impossible to predict, but could be significant. Any disruptions resulting from such conflicts and any future conflict (including cyberattacks, espionage or the use or threatened use of nuclear weapons) or resulting from actual or threatened responses to such actions could cause disruptions to any of our portfolio companies located in Europe or the Middle East or that have substantial business relationships with companies in affected regions. It is not possible to predict the duration or extent of longer-term consequences of these conflicts, which could include further sanctions, retaliatory and escalating measures, embargoes, regional instability, geopolitical shifts and adverse effects on or involving macroeconomic conditions, the energy sector, supply chains, inflation, security conditions, currency exchange rates and financial markets around the globe. Any such market disruptions could affect our portfolio companies’ operations and, as a result, could have a material adverse effect on our business, financial condition and results of operations.

The extent to which COVID-19 and/or other disease outbreaks or health pandemics may negatively affect our and our portfolio companies’ operating results, or the duration of any potential business or supply chain disruption, is uncertain. These potential impacts, while uncertain, could adversely affect our operating results and the operating results of the portfolio companies in which we invest. There is a risk that any future disease outbreaks or health pandemics (including a recurrence of COVID-19) would impact our ability to achieve our investment objectives.

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Further, if a future pandemic occurs during a period when our investments are maturing, we may not be able to realize our investments within the Company’s term, or at all. In addition, future terrorist activities, military or security operations, natural disasters, disease outbreaks, pandemics or other similar events could weaken the domestic/global economies and create additional uncertainties, which may negatively impact our portfolio companies and, in turn, could have a material adverse impact on our business, operating results and financial condition.

We are subject to risks related to corporate social responsibility.

Our business faces increasing public scrutiny related to environmental, social and governance (“ESG”) activities. We risk damage to our brand and reputation if we fail to act responsibly in a number of areas, such as environmental stewardship, corporate governance and transparency and the consideration of ESG factors in our investment processes. Adverse incidents with respect to ESG activities could impact the value of our brand, the cost of our operations and relationships with investors, all of which could adversely affect our business and results of operations.

We may experience fluctuations in our quarterly results.

We could experience fluctuations in our quarterly operating results due to a number of factors, including our ability or inability to make investments in companies that meet our investment criteria, the interest rate payable on the debt securities we acquire, the level of our expenses, variations in and the timing of the recognition of realized and unrealized gains or losses, the degree to which we encounter competition in our markets and general economic conditions. As a result of these factors, results for any period should not be relied upon as being indicative of performance in future periods.

Economic recessions or downturns could impair our portfolio companies and harm our operating results.

Many of our portfolio companies may be susceptible to economic downturns or recessions and may be unable to repay our loans or meet other obligations during these periods. Therefore, during these periods our non-performing assets may increase and the value of these assets may decrease. Adverse economic conditions may also decrease the value of collateral securing some of our loans and the value of our debt and equity investments. Economic slowdowns or recessions could lead to financial losses in our portfolio and a decrease in revenues, net income and assets. Unfavorable economic conditions also could increase our funding costs, limit our access to the capital markets or result in a decision by lenders not to extend credit to us. These events could prevent us from increasing investments and harm our operating results.

A portfolio company’s failure to satisfy financial or operating covenants imposed by us or other lenders could lead to defaults and, potentially, termination of its loans and foreclosure on its assets, which could trigger cross-defaults under other agreements and jeopardize our portfolio company’s ability to meet its obligations under the debt securities that we hold. We may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting portfolio company. In addition, if one of our portfolio companies were to go bankrupt, even though we may have structured our interest as senior debt or preferred equity, depending on the facts and circumstances, including the extent to which we actually provided managerial assistance to that portfolio company, a bankruptcy court might recharacterize our debt or equity holding and subordinate all or a portion of our claim to those of other creditors.

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

There have been ongoing discussion and commentary regarding potential significant changes to U.S. trade policies, treaties and tariffs, creating significant uncertainty about the future relationship between the United States and other countries with respect to trade policies, treaties and tariffs. These developments, or the perception that more of them could occur, may have a material adverse effect on global economic conditions 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

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companies’ access to suppliers or customers and have a material adverse effect on their business, financial condition and results of operations, which in turn would negatively impact us.

Changes in laws or regulations governing our operations may adversely affect our business or cause us to alter our business strategy.

We, our subsidiaries and our portfolio companies are subject to regulation at the local, state and federal level. New legislation may be enacted or new interpretations, rulings or regulations could be adopted, including those governing the types of investments we are permitted to make, any of which could harm us and our stockholders, potentially with retroactive effect. Additionally, new regulatory initiatives related to ESG could adversely affect our business.

Additionally, any changes to the laws and regulations governing our operations relating to permitted investments may cause us to alter our investment strategy in order to avail ourselves of new or different opportunities. Such changes could result in material differences to the strategies and plans set forth in this Annual Report on Form 10-K and may result in our investment focus shifting from the areas of expertise of our management team to other types of investments in which our management team may have less expertise or little or no experience. Thus, any such changes, if they occur, could have a material adverse effect on our results of operations and the value of your investment.

We, the Adviser, and our portfolio companies may maintain cash balances at financial institutions that exceed federally insured limits and may otherwise be materially affected by adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults or non-performance by financial institutions or transactional counterparties.

Our cash and our Adviser’s cash is held in accounts at U.S. banking institutions that we believe are of high quality. Cash held by us, our Adviser and by our portfolio companies in non-interest-bearing and interest-bearing operating accounts may exceed the FDIC insurance limits. If such banking institutions were to fail, we, our Investment Adviser, or our portfolio companies could lose all or a portion of those amounts held in excess of such insurance limitations. In addition, actual events involving limited liquidity, defaults, non-performance or other adverse developments that affect financial institutions, transactional counterparties or other companies in the financial services industry or the financial services industry generally, or concerns or rumors about any events of these kinds or other similar risks, have in the past and may in the future lead to market-wide liquidity problems, which could adversely affect our, our Adviser’s and our portfolio companies’ business, financial condition, results of operations, or prospects.

Although we and our Adviser assess our and our portfolio companies’ banking relationships as we believe necessary or appropriate, our and our portfolio companies’ access to funding sources and other credit arrangements in amounts adequate to finance or capitalize our respective current and projected future business operations could be significantly impaired by factors that affect us, our Adviser or our portfolio companies, the financial institutions with which we, our Investment Adviser or our portfolio companies have arrangements directly, or the financial services industry or economy in general. These factors could include, among others, events such as liquidity constraints or failures, the ability to perform obligations under various types of financial, credit or liquidity agreements or arrangements, disruptions or instability in the financial services industry or financial markets, or concerns or negative expectations about the prospects for companies in the financial services industry. These factors could involve financial institutions or financial services industry companies with which we, our Investment Adviser or our portfolio companies have financial or business relationships, but could also include factors involving financial markets or the financial services industry generally.

In addition, investor concerns regarding the U.S. or international financial systems could result in less favorable commercial financing terms, including higher interest rates or costs and tighter financial and operating covenants, or systemic limitations on access to credit and liquidity sources, thereby making it more difficult for us, our Investment Adviser, or our portfolio companies to acquire financing on acceptable terms or at all.

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Item 1B. Unresolved Staff Comments.

None.

Item 1C. Cybersecurity.

The Company has processes in place to assess, identify, and manage material risks from cybersecurity threats. The Company’s business is dependent on the communications and information systems of the Adviser and other third-party service providers. The Adviser manages the Company’s day-to-day operations and has implemented a cybersecurity program that applies to the Company and its operations.

Cybersecurity Program Overview

The Adviser has instituted a cybersecurity program designed to identify, assess, and manage cyber risks applicable to the Company and assists as necessary with the oversight of other third party service providers and their cybersecurity programs as discussed further below. The Adviser’s cyber risk management program involves risk assessments, implementation of security measures, and ongoing monitoring of systems and networks, including networks on which the Company relies. The Adviser actively monitors the current threat landscape in an effort to identify material risks arising from new and evolving cybersecurity threats, including material risks faced by the Company.

The Company relies on the Adviser to engage external experts, including cybersecurity assessors, consultants, and auditors to evaluate cybersecurity measures and risk management processes, including those applicable to the Company.

The Company relies on the Adviser’s risk management program and processes, which include cyber risk assessments.

The Company depends on and engages various third parties, including suppliers, vendors, and service providers, to operate its business. The Company relies on its Chief Compliance Officer (“CCO”) and the expertise of risk management, legal, information technology, and compliance personnel of the Adviser when identifying and overseeing risks from cybersecurity threats associated with its use of such entities.

Board Oversight of Security Risks

The Board provides strategic oversight on cybersecurity matters, including risks associated with cybersecurity threats. The Board receives periodic updates from the CCO and the Chief Information Security Officer of the Adviser (“CISO”) regarding the overall state of the Adviser’s cybersecurity program, information on the current threat landscape, and risks from cybersecurity threats and cybersecurity incidents impacting the Company.

Management’s Role in Cybersecurity Risk Management

The Company’s management, including the Company’s CCO, and the CISO of the Adviser, manage the Company’s cybersecurity program. The CCO of the Company oversees the Company’s compliance program and relies on the Adviser’s CISO and the Adviser’s CCO to assist with assessing and managing material risks from cybersecurity threats. The Adviser’s CISO has 10 years of experience in actively managing cybersecurity and information security programs for financial services companies with complex information systems. The Company’s CCO has been responsible for this oversight function as CCO to the Company for 1 year and has worked in the regulatory and financial services industry for over 30 years, during which the CCO has gained expertise in assessing and managing risk applicable to the Company.

Management of the Company is informed about and monitors the prevention, detection, mitigation, and remediation of cybersecurity incidents impacting the Company, including through the receipt of notifications from

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service providers and reliance on communications with risk management, legal, information technology, and/or compliance personnel of the Adviser.

Assessment of Cybersecurity Risk

The potential impact of risks from cybersecurity threats on the Company are assessed on an ongoing basis, and how such risks could materially affect the Company’s business strategy, operational results, and financial condition are regularly evaluated. During the reporting period, the Company has not identified any risks from cybersecurity threats, including as a result of previous cybersecurity incidents, that the Company believes have materially affected, or are reasonably likely to materially affect, the Company, including its business strategy, operational results, and financial condition.

Item 2. Properties.

We do not own any real estate or other physical properties materially important to our operation or any of our subsidiaries. Our headquarters are currently located at 300 South Tryon Street, Suite 2500 Charlotte, North Carolina 28202, where we occupy office space pursuant to the Administration Agreement with Barings. We believe that our current office facilities are adequate to meet our needs.

Item 3. Legal Proceedings.

Neither we, the Adviser, nor our subsidiaries are currently subject to any material pending legal proceedings, other than ordinary routine litigation incidental to our respective businesses. We, the Adviser, and our subsidiaries may from time to time, however, be involved in litigation arising out of our operations in the normal course of business or otherwise, including in connection with strategic transactions. Furthermore, third parties may seek to impose liability on us in connection with the activities of our portfolio companies. While the outcome of any current legal proceedings cannot at this time be predicted with certainty, we do not expect any current matters will materially affect our financial condition or results of operations; however, there can be no assurance whether any pending legal proceedings will have a material adverse effect on our financial condition or results of operations in any future reporting period.

Item 4. Mine Safety Disclosures.

Not applicable.

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PART II

Item 5.  Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Market Information

Until the completion of a Liquidity Event, shares of our common stock will be offered and sold in transactions exempt from registration under the Securities Act under Section 4(a)(2) and Regulation D. There is no established public trading market for our common stock currently, nor can we give any assurance that one will develop.

Because shares of our common stock have been acquired by investors in one or more transactions “not involving a public offering,” they are “restricted securities” and may be required to be held indefinitely. Shares of our common stock may not be sold, transferred, assigned, pledged or otherwise disposed of unless (1) our consent is granted, and (2) the shares of common stock are registered under applicable securities laws or specifically exempted from registration (in which case the stockholder may, at our option, be required to provide us with a legal opinion, in form and substance satisfactory to us, that registration is not required). Accordingly, an investor must be willing to bear the economic risk of investment in the shares of our common stock until we are liquidated. No sale, transfer, assignment, pledge or other disposition, whether voluntary or involuntary, of shares of our common stock may be made except by registration of the transfer on our books. Each transferee will be required to execute an instrument agreeing to be bound by these restrictions and the other restrictions imposed on the shares of our common stock and to execute such other instruments or certifications as are reasonably required by us.

Holders

As of February 22, 2024, there were 473 holders of record of our common stock.

Distributions Declared

The table below shows the detail of our distributions for the years ended December 31, 2023 and 2022: 

	Year Ended December 31,
	2023				2022
	Amount		% of Total		Amount		% of Total
Ordinary income	$	2.42	98	%	$	2.10	100	%
Distribution of realized gains	0.06		2		—		—
Total reported on IRS Form 1099-DIV	$	2.48	100	%	$	2.10	100	%

Each year, a statement on IRS Form 1099-DIV identifying the source(s) of the distribution (i.e., paid from ordinary income, paid from net capital gains on the sale of securities, and/or a return of paid in capital surplus which is a nontaxable distribution) is mailed to our stockholders. To the extent that our distributions for a fiscal year exceed current and accumulated earnings and profits, a portion of those distributions may be deemed a return of capital to our stockholders for U.S. federal income tax purposes. Thus, the source of a distribution to our stockholders may be the original capital invested by the stockholder rather than our taxable ordinary income or capital gains. Stockholders should read any written disclosure accompanying a dividend payment carefully and should not assume that any distribution is taxable as ordinary income or capital gains.

Ordinary income is reported on IRS Form 1099-DIV as either qualified or non-qualified and capital gain distributions are reported on IRS Form 1099-DIV in various subcategories which have differing tax treatments to stockholders. Those subcategories are not presented herein.

We estimate the source of our distributions as required by Section 19(a) of the 1940 Act to determine whether payment of dividends are expected to be paid from any other source other than net investment income accrued for current period or certain cumulative periods, but we will not be able to determine whether any specific distribution will be treated as made out of our taxable earnings or as a return of capital until after the end of our taxable year.

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Any amount treated as a return of capital will reduce a stockholder’s adjusted tax basis in his or her common stock, thereby increasing his or her potential gain or reducing his or her potential loss on the subsequent sale or other disposition of his or her common stock. On a quarterly basis, for any payment of dividends estimated to be paid from any other source other than net investment income accrued for current period or certain cumulative periods based on the Section 19(a) requirement, we will send our registered stockholders a printed copy of such notice along with the dividend payment. The estimates of the source of the distribution are interim estimates based on U.S. GAAP that are subject to revision, and the exact character of the distributions for tax purposes cannot be determined until the final books and records are finalized for the calendar year. Therefore, these estimates are made solely in order to comply with the requirements of Section 19(a) of the 1940 Act and should not be relied upon for tax reporting or any other purposes and could differ significantly from the actual character of distributions for tax purposes.

Distribution Policy

We intend to make distributions on a quarterly basis to our stockholders of substantially all of our income, as determined by the Board in its discretion.

We have elected to be treated, and intend to qualify annually, as a RIC under the Code, and intend to make the required distributions to our stockholders as specified therein. In order to qualify and maintain our tax treatment as a RIC, we must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then we will generally be required to pay income taxes only on the portion of our taxable income and gains we do not distribute (actually or constructively). We can offer no assurance that we will achieve results that will permit the payment of any cash distributions and our ability to make distributions will be limited by the asset coverage requirement and related provisions under the 1940 Act and contained in any applicable indenture or financing arrangement and related supplements to any debt we may issue in the future.

The minimum distribution requirements applicable to RICs require us to distribute to our stockholders each year at least 90% of our investment company taxable income (“ICTI”), as defined by the Code. Depending on the level of ICTI earned in a tax year, we may choose to carry forward ICTI in excess of current year distributions into the next tax year and pay a 4% U.S. federal excise tax on such excess. Any such carryover ICTI must be distributed before the end of the next tax year through a dividend declared prior to filing the final tax return related to the year which generated such ICTI.

ICTI generally differs from net investment income for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses. We may be required to recognize ICTI in certain circumstances in which we do not receive cash. For example, if we hold debt obligations that are treated under applicable tax rules as having original issue discount (“OID”) (such as debt instruments issued with warrants), we must include in ICTI each year a portion of the OID that accrues over the life of the obligation, regardless of whether cash representing such income is received by us in the same taxable year. We may also have to include in ICTI other amounts that we have not yet received in cash, such as interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. Because any OID or other amounts accrued will be included in our ICTI for the year of accrual, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements, even though we will not have received and may not ever receive any corresponding cash amount. ICTI also excludes net unrealized appreciation or depreciation, as investment gains or losses are not included in taxable income until they are realized.

We have a DRIP that provides for reinvestment of our distributions on behalf of our stockholders, unless a stockholder elects to “opt-out” and receive such distribution in cash as provided below. As a result, if the Board authorizes, and we declare, a cash dividend, then our stockholders who have not “opted out” of our DRIP will have their cash dividends automatically reinvested in additional shares of our common stock, rather than receiving the cash dividends.

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Sales of Unregistered Securities

We did not sell any equity securities during the period covered by this Annual Report on Form 10-K that were not registered under the Securities Act.

Issuer Purchases of Equity Securities

We did not repurchase any of our securities during the fourth quarter of the fiscal year ended December 31, 2023.

Item 6. [Reserved].

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Item 7.  Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The information in this section contains forward-looking statements that involve risks and uncertainties. Please see “Risk Factors” and “Forward-Looking Statements” for a discussion of the uncertainties, risks and assumptions associated with these statements. You should read the following discussion in conjunction with the combined financial statements and related notes and other financial information appearing elsewhere in this Annual Report on Form 10-K.

The following discussion is designed to provide a better understanding of our financial statements, including a brief discussion of our business, key factors that impacted our performance and a summary of our operating results. The following discussion should be read in conjunction with the Consolidated Financial Statements and the notes thereto included or incorporated by reference in Item 8 of this Annual Report on Form 10-K. Historical results and percentage relationships among any amounts in the financial statements are not necessarily indicative of trends in operating results for any future periods.

Overview of Our Business

We were formed on February 20, 2020 as a Maryland limited liability company and converted to a Maryland corporation on April 28, 2020. On July 13, 2020, we commenced operations and made our first portfolio company investment. We are externally managed by Barings LLC (“Barings” or the “Adviser”), an investment adviser that is registered with the Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). An externally-managed BDC generally does not have any employees, and its investment and management functions are provided by an outside investment adviser and administrator under an advisory agreement and administration agreement. Instead of directly compensating employees, we pay Barings for investment and management services pursuant to the terms of an investment advisory agreement (“Advisory Agreement”) and an administration agreement (“Administration Agreement”).

Our primary investment objective is to provide consistently attractive returns. Barings employs fundamental credit analysis, and targets investments in businesses with relatively low levels of cyclicality (i.e., the risk of business cycles or other economic cycles adversely affecting them) and operating risk. The hold size of each position will generally be dependent upon a number of factors including total facility size, pricing and structure, and the number of other lenders in the facility. Barings has experience managing levered vehicles, both public and private, and seeks to enhance our returns through the use of leverage with a prudent approach that prioritizes capital preservation. Barings believes this strategy and approach offers attractive risk/return with lower volatility given the potential for fewer defaults and greater resilience through market cycles. A significant portion of our investments are expected to be rated below investment grade by rating agencies or, if unrated would be rated below investment grade if they were rated. Below investment grade securities, which are often referred to as “junk,” have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal.

We focus on investing primarily in senior secured private debt instruments in well-established middle-market businesses that operate across a wide range of industries. To a lesser extent, we will invest in equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities, high-yield investments and/or mortgage securities. Syndicated senior secured loans are either (i) marketed by investment banks, which are mandated to bring lenders together and underwrite the deal, to institutional investors or (ii) bought and sold by institutional investors in individually negotiated private transactions that function in many respects like an over-the-counter secondary market. On the other hand, senior secured private debt investments are negotiated directly with the borrower, rather than marketed by a third party or bought and sold in the secondary market. We believe senior secured private debt investments may offer higher returns and certain more favorable protections than syndicated senior secured loans. Fees generated in connection with our debt investments are recognized over the life of the loan using the effective interest method or, in some cases, recognized as earned. We currently intend to invest primarily in senior secured private debt investments that have terms of between five and seven years and bear interest between the Secured Overnight Financing Rate (“SOFR”) (or an applicable successor rate) plus 475 basis points and SOFR plus 675 basis points per annum.

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As of December 31, 2023 and December 31, 2022, the weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was approximately 10.9% and 10.0%, respectively. The weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 10.7% and 9.8% as of December 31, 2023 and December 31, 2022, respectively.

Portfolio Composition

The total value of our investment portfolio was $1,349.1 million as of December 31, 2023, as compared to $1,233.4 million as of December 31, 2022. As of December 31, 2023 we had investments in 256 portfolio companies with an aggregate cost of $1,352.1 million. As of December 31, 2022, we had investments in 228 portfolio companies with an aggregate cost of $1,261.6 million. As of both December 31, 2023 and December 31, 2022, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.

As of December 31, 2023 and December 31, 2022, our investment portfolio consisted of the following investments: 

($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
December 31, 2023:
Senior debt and 1st lien notes	$	1,000,294	74	%	$	985,158	73	%
Subordinated debt and 2nd lien notes	108,487		8		106,894		8
Structured products	29,479		2		26,173		2
Equity shares	162,731		12		192,641		14
Equity warrants	2		—		1,043		—
Investments in joint ventures	51,123		4		37,212		3
	$	1,352,116	100	%	$	1,349,121	100	%
December 31, 2022:
Senior debt and 1st lien notes	$	950,985	75	%	$	920,219	75	%
Subordinated debt and 2nd lien notes	127,970		10		123,244		10
Structured products	32,015		3		28,321		2
Equity shares	94,592		8		113,666		9
Equity warrants	70		—		476		—
Investments in joint ventures	55,971		4		47,479		4
	$	1,261,603	100	%	$	1,233,405	100	%

Investment Activity

During the year ended December 31, 2023, we made new investments totaling $99.2 million, made investments in existing portfolio companies totaling $91.7 million, made additional investments in joint venture equity portfolio companies totaling $2.5 million and made a $50.5 million equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. We had nine loans repaid at par totaling $61.3 million and received $90.2 million of portfolio company principal payments and sales proceeds, recognizing a loss on these repayments of $5.6 million. We received $7.3 million of return of capital from one of our joint ventures. In addition, four of our debt investments were restructured, which resulted in a loss of $2.7 million. Lastly, we received proceeds related to the sale of equity investments totaling $0.8 million and recognized a net realized loss on the sale totaling $2.3 million.

During the year ended December 31, 2022, we made new investments totaling $495.6 million, made investments in existing portfolio companies totaling $83.9 million and made additional investments in joint venture

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equity portfolio companies totaling $10.8 million. We had 13 loans repaid at par totaling $46.5 million and received $71.6 million of portfolio company principal payments and sales proceeds, recognizing a net realized loss on these transactions of $4.3 million. In addition, we sold $44.9 million of middle-market portfolio company debt investments to one of our joint ventures and realized a loss on these transactions of $2.4 million. Lastly, we received $13.5 million of return of capital from one of our joint ventures.

Total portfolio investment activity for the years ended December 31, 2023 and 2022 was as follows:

December 31, 2023 ($ in thousands)	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Structured Products		Equity Shares		Equity Warrants		Investments in Joint Ventures		Total
Fair value, beginning of period	$	920,219	$	123,244	$	28,321	$	113,666	$	476	$	47,479	$	1,233,405
New investments	168,163		23,187		—		64,432		—		2,480		258,262
Proceeds from sales of investments	(49,313)		—		(1,271)		(821)		—		(7,328)		(58,733)
Loan origination fees received	(3,543)		(61)		—		—		—		—		(3,604)
Principal repayments received	(67,552)		(46,432)		(1,279)		—		—		—		(115,263)
Payment-in-kind interest/dividends	4,393		2,849		—		6,798		—		—		14,040
Accretion of loan premium/discount	655		766		14		—		—		—		1,435
Accretion of deferred loan origination revenue	4,625		390		—		—		—		—		5,015
Realized gain (loss)	(8,139)		(161)		—		(2,270)		(68)		—		(10,638)
Unrealized appreciation (depreciation)	15,650		3,112		388		10,836		635		(5,419)		25,202
Fair value, end of period	$	985,158	$	106,894	$	26,173	$	192,641	$	1,043	$	37,212	$	1,349,121

December 31, 2022 ($ in thousands)	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Structured Products		Equity Shares		Equity Warrants		Investments in Joint Ventures		Total
Fair value of portfolio, beginning of period	$	620,928	$	92,297	$	30,900	$	59,601	$	163	$	61,253	$	865,142
New investments	495,315		39,565		7,533		37,072		2		10,831		590,318
Proceeds from sales of investments	(92,700)		(2,958)		(2,792)		—		—		(13,549)		(111,999)
Loan origination fees received	(10,074)		(708)		—		—		—		—		(10,782)
Principal repayments received	(61,406)		(899)		(2,217)		—		—		—		(64,522)
Payment-in-kind interest/dividends	2,355		1,492		—		1,089		—		—		4,936
Accretion of loan discounts	1,243		179		14		—		—		—		1,436
Accretion of deferred loan origination revenue	4,050		223		—		—		—		—		4,273
Realized gain (loss)	(6,710)		8		—		—		—		—		(6,702)
Unrealized appreciation (depreciation)	(32,782)		(5,955)		(5,117)		15,904		311		(11,056)		(38,695)
Fair value, end of period	$	920,219	$	123,244	$	28,321	$	113,666	$	476	$	47,479	$	1,233,405

Non-Accrual Assets

Generally, when interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. As of December 31, 2023, we had one portfolio company with investments on non-accrual, the fair value of which was $13.5 million, which comprised 1.0% of the total fair value of our portfolio, and the cost of which was $17.4 million, which comprised 1.3% of the total cost of our portfolio. As of December 31, 2022, we had one portfolio company with investments on non-accrual, the fair value of which was $6.5 million, which

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comprised 0.5% of the total fair value of our portfolio, and the cost of which was $17.4 million, which comprised 1.4% of the total cost of our portfolio.

A summary of our non-accrual asset as of December 31, 2023 is provided below:

Core Scientific, Inc.

During the quarter ended December 31, 2022, we placed our debt investment in Core Scientific Inc., or Core Scientific, on non-accrual status effective with the monthly payment due October 31, 2022. As a result, under U.S. GAAP, we will not recognize interest income on our debt investment in Core Scientific for financial reporting purposes. As of December 31, 2023, the cost of our debt investment in Core Scientific was $17.4 million and the fair value of such investment was $13.5 million.

Discussion and Analysis of Financial Condition and Results of Operations

Set forth below is a comparison of the results of operations and changes in financial condition for the years ended December 31, 2023 and 2022. The comparison of, and changes between, the fiscal years ended December 31, 2022 and 2021 can be found within “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in Par II of our annual report on Form 10-K for the fiscal year ended December 31, 2022, which is incorporated herein by reference.

Results of Operations

Comparison of the years ended December 31, 2023 and 2022

Operating results for the years ended December 31, 2023 and 2022:

	Year Ended December 31,
($ in thousands)	2023		2022
Total investment income	$	149,500	$	99,498
Total operating expenses	68,719		36,026
Net investment income before taxes	80,781		63,472
Income taxes, including excise tax expense	834		463
Net investment income after taxes	79,947		63,009
Net realized gains (losses)	(15,039)		14,385
Net unrealized appreciation (depreciation)	22,871		(43,490)
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts	7,832		(29,105)
Loss on extinguishment of debt	—		(181)
Net increase in net assets resulting from operations	$	87,779	$	33,723

Net increases or decreases in net assets resulting from operations vary substantially from period to period due to various factors, including recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, yearly comparisons of net increases or decreases in net assets resulting from operations may not be meaningful.

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Investment Income

	Year Ended December 31,
($ in thousands)	2023		2022
Investment income:
Total interest income	$	118,199	$	75,237
Total dividend income	16,115		13,594
Total fee and other income	7,260		6,488
Total payment-in-kind interest income	7,854		4,167
Interest income from cash	72		12
Total investment income	$	149,500	$	99,498

The change in total investment income for the year ended December 31, 2023 as compared to the year ended December 31, 2022, was primarily due to an increase in the weighted average yield on the portfolio from higher base rates, an increase in the average size of our portfolio, increased dividends from portfolio companies and increased PIK interest income. The weighted average yield on the principal amount of our outstanding debt investments was 10.9% as of December 31, 2023, as compared to 10.0% as of December 31, 2022. The amount of our outstanding debt investments was $1,160.9 million as of December 31, 2023, as compared to $1,123.6 million as of December 31, 2022. The increase in the average size of our portfolio was largely due to net additions in middle-market and special situation investments. For the year ended December 31, 2023, dividend income was $16.1 million as compared to $13.6 million for the year ended December 31, 2022. For the year ended December 31, 2023, PIK interest income was $7.9 million, as compared to $4.2 million for the year ended December 31, 2022.

Operating Expenses

	Year Ended December 31,
($ in thousands)	2023		2022
Operating expenses:
Interest and other financing fees	$	51,816	$	26,152
Base management fee	2,018		1,637
Incentive management fees	11,540		4,766
Professional fees	895		940
Directors fees	240		255
Custody and administrative fees	732		693
Other general and administrative expenses	1,478		1,583
Total operating expenses	$	68,719	$	36,026

Interest and Other Financing Fees

Interest and other financing fees during the years ended December 31, 2023 and December 31, 2022 were predominately attributable to borrowings under the February 2027 Notes and the ING Credit Facility (each as defined below under “Financial Condition, Liquidity and Capital Resources”). The increase in interest and other financing fees for the year ended December 31, 2023 as compared to the year ended December 31, 2022, was primarily attributable to an increase in the weighted average interest rate on the ING Credit Facility as well as increased net borrowings on the ING Credit Facility during 2023. The weighted average interest on the ING Credit Facility was 7.4% as of December 31, 2023, as compared to 6.1% as of December 31, 2022.

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Base Management Fee

Under the Advisory Agreement, we pay Barings a base management fee (the “Base Management Fee”). The Base Management Fee is calculated based on the average value of our gross assets at the end of the two most recently completed calendar quarters (including the quarter for which such fees are being calculated) and appropriately adjusted for any share issuances or repurchases during the quarter. The Base Management Fee for any partial quarter is appropriately pro-rated. See “Note 2. Agreements and Related Party Transactions” to our Consolidated Financial Statements for additional information regarding the Advisory Agreement and the fee arrangement thereunder. For the years ended December 31, 2023 and December 31, 2022, the amount of Base Management Fees incurred were $2.0 million and $1.6 million, respectively.

Incentive Fees

Under the Advisory Agreement, we pay Barings an incentive fee (the “Incentive Fee”). The Incentive Fee consists of two parts: (i) an Income-Based Fee based on pre-incentive fee net investment income and (ii) a Capital Gains Fee based on the net capital gains received on our portfolio of securities on a cumulative basis through the end of each calendar year, net of all realized capital losses and all unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid Incentive Fee on capital gains. The Income-Based Fee is subject to a floating “hurdle rate” based on SOFR, a “catch-up” feature and an incentive fee cap. See “Note 2. Agreements and Related Party Transactions” to our Consolidated Financial Statements for additional information regarding the Advisory Agreement and the fee arrangements thereunder. For the years ended December 31, 2023 and December 31, 2022, the amount of Income-Based Fees incurred were $11.5 million and $6.8 million, respectively. The increase in the Income-Based Fees for the year ended December 31, 2023, as compared to the year ended December 31, 2022, related predominately to an increase in pre-incentive fee net investment income. The amount of pre-incentive fee net investment income was $92.3 million as of December 31, 2023, as compared to $68.2 million as of December 31, 2022.

For the year ended December 31, 2023, we did not accrue any Capital Gains Fee. For the year ended December 31, 2022, we reduced the Capital Gains Fee accrual by $2.1 million. As required by U.S. GAAP, we accrue the Capital Gains Fee on unrealized gains. This accrual reflects the Incentive Fees that would be payable to the Adviser if our entire investment portfolio was liquidated at its fair value as of the balance sheet date even though the Adviser is not entitled to an Incentive Fee with respect to unrealized gains unless and until such gains are actually realized. There can be no assurance that such unrealized capital appreciation will be realized in the future.

Professional Fees

Professional fees generally include legal and accounting expenses.

Other General and Administrative Expenses

We have entered into the Administration Agreement with Barings. Under the terms of the Administration Agreement, Barings performs (or oversees, or arranges for, the performance of) the administrative services necessary for our operations. We reimburse Barings for the costs and expenses incurred by it in performing its obligations and providing personnel and facilities under the Administration Agreement in an amount negotiated and mutually agreed to by us and Barings quarterly in arrears; provided that the agreed-upon quarterly expense amount will not exceed the amount of expenses that would otherwise be reimbursable by us under the Administration Agreement for the applicable quarterly period, and Barings will not be entitled to the recoupment of any amounts in excess of the agreed-upon quarterly expense amount. For the years ended December 31, 2023 and December 31, 2022, the amount of administration expense incurred and invoiced by Barings for expenses was $0.9 million and $1.3 million, respectively. In addition to expenses incurred under the Administration Agreement, other general and administrative expenses include directors’ and officers’ insurance costs and other costs related to our operations.

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Net Realized Gains (Losses)

Net realized gains (losses) during the years ended December 31, 2023 and 2022 were as follows:

	Year Ended December 31,
($ in thousands)	2023		2022
Net realized gains (losses):
Non-Control / Non-Affiliate investments	$	(10,638)	$	(6,741)
Affiliate investments	—		39
Net realized gains (losses) on investments	(10,638)		(6,702)
Foreign currency transactions	998		4,998
Forward currency contracts	(5,399)		16,089
Net realized gains (losses)	$	(15,039)	$	14,385

For the year ended December 31, 2023, we recognized a net realized loss totaling $15.0 million, which consisted primarily of a net loss on our loan portfolio of $10.6 million and a net loss on forward currency contracts of $5.4 million, partially offset by a net gain on foreign currency transactions of $1.0 million. For the year ended December 31, 2022, we recognized a net realized gain totaling $14.4 million, which consisted primarily of a net gain on forward currency contracts of $16.1 million and a net gain on foreign currency transactions of $5.0 million, partially offset by a net loss on our loan portfolio of $6.7 million.

Net Unrealized Appreciation (Depreciation)

Net unrealized appreciation (depreciation) during the years ended December 31, 2023 and 2022 were as follows:

	Year Ended December 31,
($ in thousands)	2023		2022
Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments	$	24,528	$	(47,190)
Affiliate investments	266		8,117
Net unrealized appreciation (depreciation) on investments	24,794		(39,073)
Foreign currency transactions	(5,227)		7,037
Forward currency contracts	3,304		(11,454)
Net unrealized appreciation (depreciation)	$	22,871	$	(43,490)

For the year ended December 31, 2023, we recorded net unrealized appreciation totaling $22.9 million, consisting of net unrealized appreciation on our current portfolio of $15.2 million, net unrealized appreciation reclassification adjustments of $10.0 million related to the net realized losses on the sales / repayments of certain investments and net unrealized appreciation on forward currency contracts of $3.3 million, partially offset by net unrealized depreciation related to foreign currency transactions of $5.2 million and deferred tax liability of $0.4 million. The net unrealized appreciation on the Company’s current portfolio of $15.2 million was driven primarily by the impact of foreign currency exchange rates on investments of $11.3 million, broad market moves for investments of $3.3 million and the credit or fundamental performance of investments of $0.6 million.

For the year ended December 31, 2022, we recorded net unrealized depreciation totaling $43.5 million, consisting of net unrealized depreciation on our current portfolio of $43.4 million, deferred tax liability of $0.4 million and net unrealized depreciation related to forward currency contracts of $11.5 million, partially offset by net unrealized appreciation related to foreign currency transactions of $7.0 million and net unrealized appreciation reclassification adjustments of $4.7 million related to realized gains and losses recognized during the year. The net unrealized depreciation on the Company’s current portfolio of $43.4 million was driven primarily by broad market moves for investments of $39.4 million and the impact of foreign currency exchange rates on investments of $13.3 million, partially offset by the credit or fundamental performance of investments of $9.3 million.

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Financial Condition, Liquidity and Capital Resources

We believe that our current cash and foreign currencies on hand, our available borrowing capacity under the ING Credit Facility and our anticipated cash flows from operations will be adequate to meet our cash needs for our daily operations for at least the next twelve months. This “Financial Condition, Liquidity and Capital Resources” section should be read in conjunction with the notes to our Consolidated Financial Statements.

On June 24, 2020, our sole stockholder approved a proposal to authorize us to be subject to a reduced asset coverage ratio of at least 150% under the 1940 Act. As a result of stockholder approval, effective June 25, 2020, our applicable minimum asset coverage ratio under the 1940 Act was decreased to 150% from 200%. Thus, we are permitted under the 1940 Act, under specified conditions, to issue multiple classes of debt and one class of stock senior to our common stock if our asset coverage, as defined in the 1940 Act, is at least 150% immediately after each such issuance. Our asset coverage ratio was 188.7% as of December 31, 2023.

Cash Flows

For the year ended December 31, 2023, we experienced a net decrease in cash in the amount of $24.6 million. During that period, our operating activities used $45.0 million in cash, consisting primarily of purchases of portfolio investments of $275.5 million, partially offset by proceeds from sales of investments totaling $174.7 million. In addition, our financing activities provided net cash of $20.3 million, consisting primarily of net borrowings under the ING Credit Facility totaling $58.2 million, offset dividends paid in the amount of $37.9 million. At December 31, 2023, we had $36.2 million of cash on hand, including foreign currencies.

For the year ended December 31, 2022, we experienced a net increase in cash in the amount of $15.8 million.

During that period, our operating activities used $299.7 million in cash, consisting primarily of purchases of portfolio investments of $590.9 million, partially offset by proceeds from sales of investments totaling $216.1 million. In addition, our financing activities provided net cash of $315.5 million, consisting primarily of net proceeds from the issuance of the February 2027 Notes of $99.7 million, net borrowings under the ING Credit Facility totaling $198.6 million and proceeds from the issuance of common stock of $113.9 million, partially offset by repayment of the September 2020 Subscription Facility (as defined below) totaling $66.4 million and dividends paid in the amount of $30.3 million. At December 31, 2022, we had $60.9 million of cash on hand, including foreign currencies.

Financing Transactions

September 2020 Subscription Facility

On September 21, 2020, we entered into a revolving credit agreement (as subsequently amended, the “September 2020 Subscription Facility”) with Société Générale, as administrative agent and a lender, and the other lenders from time to time party thereto. The September 2020 Subscription Facility initially allowed us to borrow up to $160 million, reduced to $110 million in October 2021, at any one time outstanding, subject to certain restrictions, including availability under the borrowing base, which was based on unused capital commitments from different categories of investors (with varying advance rates amongst the different categories of investors).

The amount of permissible borrowings under the September 2020 Subscription Facility could be increased to an agreed-upon amount with the consent of the administrative agent. The September 2020 Subscription Facility had a maturity date of September 21, 2022. On March 25, 2022, following the repayment of all borrowings, interest, and fees payable thereunder, and at our election, the September 2020 Subscription Facility was terminated, including all commitments and obligations with Société Générale to lend and make advances to us. In connection with the termination, the pro rata portion of the unamortized deferred financing costs related to the September 2020 Subscription Facility was written off and recognized as a loss on extinguishment of debt in our Consolidated Statements of Operations.

Borrowings under the September 2020 Subscription Facility bore interest at a rate equal to, at our election, either (i) with respect to loans bearing interest at a rate based on LIBOR (as such term is defined in the September 2020 Subscription Facility which definition includes different LIBOR calculations based on the applicable

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currency), the rate per annum determined by the administrative agent to be equal to (a) the quotient obtained by dividing: (1) LIBOR for such loan for such one-month, three-months or other period requested by us or otherwise consented to by the administrative agent; by (2) one minus the maximum rate at which reserves (including, without limitation, any marginal, special, supplemental, or emergency reserves) are required to be maintained under regulations issued from time to time by the Board of Governors of the Federal Reserve System (or any successor) by member banks of the Federal Reserve System against “Eurocurrency liabilities” (as such term is used in Regulation D) for such loan for such one-month, three-months or other period requested by us, provided that if the calculation above results in a rate of less than zero (0), the rate shall be deemed to be zero (0) for all purposes, plus (b) 185 basis points per annum; or (ii) with respect to loans bearing interest at a rate based on the rate of interest per annum publicly announced from time to time by the administrative agent as its prime rate (the “Prime Rate”) or the rate per annum equal to the weighted average of the rates on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers (the “Federal Funds Rate”) the greater of (a) the Prime Rate plus 185 basis points and (b) the Federal Funds Rate plus fifty basis points plus 185 basis points. We were required to pay a commitment fee on the unused portion of the September 2020 Subscription Facility.

We and the administrative agent, for the benefit of the secured parties, entered into a borrower security agreement pursuant to which our obligations under the September 2020 Subscription Facility were secured by a first-priority security interest in our right, title and interest in the capital commitments of our investors. In addition, we and the administrative agent, for the benefit of the secured parties, entered into a borrower pledge of collateral account pursuant to which our obligations under the September 2020 Subscription Facility were secured by a first-priority security interest in our account held at State Street Bank and all of our right, title and interest in the amounts or property held in such account.

Borrowings under the September 2020 Subscription Facility were subject to the leverage restrictions applicable to us that are contained in the 1940 Act.

ING Capital Credit Facility

On January 15, 2021, we entered into a senior secured revolving credit facility (as subsequently amended and restated, the “ING Credit Facility”) with ING Capital LLC (“ING”), as administrative agent, and the lenders party thereto. The initial commitments under the ING Credit Facility totaled $65.0 million.

On April 30, 2021, we amended and restated the credit agreement governing the ING Credit Facility to increase the total commitments under the facility to $325.0 million and include a $25.0 million letter of credit sub-facility. On July 22, 2021, we entered into an incremental commitment and assumption agreement to increase the aggregate commitments under the ING Credit Facility to $500.0 million. As amended as of March 31, 2022, we had aggregate commitments from lenders of $500.0 million under the ING Credit Facility, the maximum commitment then allowed under the ING Credit Facility. On April 25, 2022, we amended the ING Credit Facility to, among other things, (i) increase total commitments from lenders to $625.0 million from $500.0 million, (ii) upsize the accordion feature under the ING Credit Facility to allow for an increase in aggregate commitments thereunder from new and existing lenders on the same terms and conditions as the existing commitments up to a total of $800.0 million, subject to certain conditions and the satisfaction of specified financial covenants, and (iii) replace the LIBOR benchmark provisions under the ING Credit Facility with SOFR benchmark provisions. On October 13, 2022, we amended the ING Credit Facility to increase total commitments from lenders to $710.0 million from $625.0 million.

We can borrow foreign currencies directly under the ING Credit Facility. The ING Credit Facility is secured primarily by a material portion of our present and future property and assets and is guaranteed by certain of our subsidiaries. The revolving period under the ING Credit Facility terminates on April 30, 2025, and the final maturity date of the ING Credit Facility is scheduled for April 30, 2026.

Borrowings under the ING Credit Facility bear interest on a per annum basis equal to (i) for borrowings denominated in U.S. Dollars, subject to our election, the alternate base rate plus 1.15% or the adjusted eurocurrency rate plus 2.15%, (ii) for borrowings denominated in Pounds Sterling, Swiss Francs, Euros, Canadian Dollars, Danish Krone, Norwegian Krone or Swedish Krona, the adjusted eurocurrency rate plus 2.15%, (iii) for borrowings denominated in Australian Dollars, the adjusted eurocurrency rate plus 2.35%, or (iv) for borrowings denominated in

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New Zealand Dollars, the adjusted eurocurrency rate plus 2.45%. The alternate base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.50%, (iii) the overnight bank funding rate plus 0.50%, (iv) the adjusted three-month SOFR plus 1.00% and (v) 1.00%. The adjusted eurocurrency rate is equal to the eurocurrency rate for the applicable interest period plus any applicable statutory reserve rate for such interest period, subject to a 0.00% floor. We pay a commitment fee on undrawn amounts under the ING Credit Facility.

The ING Credit Facility contains certain affirmative and negative covenants, including but not limited to (i) maintaining minimum stockholders’ equity, (ii) maintaining a minimum asset coverage ratio of (a) 150% at any time that more than 70% of the total fair value of our portfolio comprises cash, cash equivalents, long-term U.S. government securities or first lien loans to portfolio companies, or (b) 167% or 200% at specified concentrations of such assets at amounts less than or equal to 70% of the total fair value of our portfolio, (iii) meeting a minimum liquidity test, (iv) meeting a minimum net worth test, and (v) maintaining our status as a RIC under the Code, and as a BDC under the 1940 Act. The ING Credit Facility also contains customary events of default with customary cure and notice provisions, including, without limitation, nonpayment, misrepresentation of representations and warranties in a material respect, breach of covenant, cross-default to other indebtedness, bankruptcy, certain change of control events, and the occurrence of a material adverse effect. The ING Credit Facility also permits the administrative agent to select an independent third-party valuation firm to determine valuations of certain portfolio investments for purposes of borrowing base provisions.

ING and other lenders under the ING Credit Facility, and their respective affiliates, may from time to time receive customary fees and expenses in the performance of investment banking, financial advisory or other services for us. As of December 31, 2023, we were in compliance with all covenants of the ING Credit Facility.

We, one of our subsidiaries, BCIC Holdings, Inc., ING, as administrative agent, the financing agents and designated indebtedness holders that become parties thereto and ING, as collateral agent, also entered into a guarantee, pledge and security agreement, dated as of January 15, 2021, pursuant to which our obligations under the ING Credit Facility are secured by a first-priority security interest (subject to certain exceptions) in substantially all of our and our subsidiary guarantors’ present and future property and assets.

As of December 31, 2023, we had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an interest rate of 7.584% (with Term SOFR borrowings subject to one month SOFR of 5.334%), borrowings denominated in British pounds sterling of £31.2 million ($39.8 million U.S. dollars) with an interest rate of 7.370% (one month SONIA of 5.220%), borrowings denominated in Euros of €61.5 million ($67.9 million U.S. dollars) with an interest rate of 6.025% (one month EURIBOR of 3.875%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.8 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.500%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date. The impact resulting from changes in foreign exchange rates on the ING Credit Facility borrowings is included in “unrealized appreciation (depreciation) - foreign currency transactions” in our Consolidated Statement of Operations.

As of December 31, 2022, we had U.S. dollar borrowings of $470.0 million under the ING Credit Facility with an interest rate of 6.571% (with Term SOFR borrowings subject to one month SOFR of 4.321%), borrowings denominated in British pounds sterling of £33.2 million ($39.9 million U.S. dollars) with an interest rate of 5.110% (one month SONIA of 2.960%), borrowings denominated in Euros of €63.5 million ($67.8 million U.S. dollars) with an interest rate of 3.772% (one month EURIBOR of 1.622%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.7 million U.S. dollars) with an interest rate of 5.400% (one month AUD Screen Rate of 3.250%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date. The impact resulting from changes in foreign exchange rates on the ING Credit Facility borrowings is included in “unrealized appreciation (depreciation) - foreign currency transactions” in our Consolidated Statement of Operations.

February 2027 Notes

On February 22, 2022, we entered into a Note Purchase Agreement (the “February 2022 NPA”) governing the issuance of $100.0 million in aggregate principal amount of senior unsecured notes due February 22, 2027 (the

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“February 2027 Notes”), in each case, to qualified institutional investors in a private placement. The February 2027 Notes were delivered and paid for on February 22, 2022.

The February 2027 Notes, for which we were required to obtain an initial rating by June 30, 2022, have a fixed interest rate of 4.75% per year, subject to a step up of 0.75% per year, to the extent the February 2027 Notes fail to satisfy certain investment grade rating conditions.

The February 2027 Notes will mature on February 22, 2027 unless redeemed, purchased or prepaid prior to such date by us in accordance with the terms of the February 2022 NPA. Interest on the February 2027 Notes will be due semiannually in February and August of each year, beginning in August 2022. In addition, we are obligated to offer to repay the February 2027 Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the February 2022 NPA, we may redeem the February 2027 Notes in whole or in part at any time or from time to time at our option at par plus accrued interest to the prepayment date and, if redeemed on or before August 22, 2026, a make-whole premium.

The February 2022 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for agreements of this type, including, without limitation, information reporting, maintenance of our status as a BDC within the meaning of the 1940 Act, and certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, liens, restricted payments, and investments. In addition, the February 2022 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter-end; (b) not permitting our asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to stockholders, to be less than the statutory minimum then applicable to us under the 1940 Act; and (c) not permitting our net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.

The February 2022 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of our subsidiary guarantors, if any, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of certain events of default, the holders of at least 66-2/3% in principal amount of the February 2027 Notes at the time outstanding may declare all February 2027 Notes then outstanding to be immediately due and payable.

Our obligations under the February 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us. As of December 31, 2023, we were in compliance with all covenants under the February 2022 NPA.

The February 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The February 2027 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.

As of December 31, 2023, the fair value of the outstanding February 2027 Notes was $90.2 million. The fair value determination of the February 2027 Notes was based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

Distributions to Stockholders

We intend to pay quarterly distributions to our stockholders out of assets legally available for distribution. We have adopted a DRIP that provides for reinvestment of dividends on behalf of our stockholders, unless a stockholder elects to receive cash. As a result, when we declare a dividend, stockholders who have not opted out of the DRIP will have their dividends automatically reinvested in shares of our common stock, rather than receiving cash dividends.

We have elected for federal income tax purposes to be treated, and intend to qualify annually, as a RIC under the Code and intend to make the required distributions to our stockholders as specified therein. In order to maintain our tax treatment as a RIC and to obtain RIC tax benefits, we must meet certain minimum distribution, source-of-

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income and asset diversification requirements. If such requirements are met, then we are generally required to pay income taxes only on the portion of our taxable income and gains we do not distribute (actually or constructively). We monitor our distribution requirements with the goal of ensuring compliance with the Code. We can offer no assurance that we will achieve results that will permit the payment of any level of cash distributions and our ability to make distributions will be limited by the asset coverage requirement and related provisions under the 1940 Act and contained in any applicable indenture or financing arrangement and related supplements. In addition, in order to satisfy the annual distribution requirement applicable to RICs, we may declare a significant portion of our dividends in shares of our common stock instead of in cash. A stockholder generally would be subject to tax on 100% of the fair market value of the dividend on the date the dividend is received by the stockholder in the same manner as a cash dividend, even though a portion of the dividend was paid in shares of our common stock.

The minimum distribution requirements applicable to RICs require us to distribute to our stockholders each year at least 90% of our investment company taxable income, or ICTI, as defined by the Code. Depending on the level of ICTI and net capital gain, if any, earned in a tax year, we may choose to carry forward income in excess of current year distributions into the next tax year and pay a 4% U.S. federal excise tax on such excess. Any such carryover income must be distributed before the end of the next tax year through a dividend declared prior to filing the final tax return related to the year which generated such income.

ICTI generally differs from net investment income for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses. We may be required to recognize ICTI in certain circumstances in which we do not receive cash. For example, if we hold debt obligations that are treated under applicable tax rules as having OID (such as debt instruments issued with warrants), we must include in ICTI each year a portion of the OID that accrues over the life of the obligation, regardless of whether cash representing such income is received by us in the same taxable year. We may also have to include in ICTI other amounts that we have not yet received in cash, such as (i) PIK interest income and (ii) interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. Because any OID or other amounts accrued will be included in our ICTI for the year of accrual, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements, even though we will not have received and may not ever receive any corresponding cash amount. ICTI also excludes net unrealized appreciation or depreciation, as investment gains or losses are not included in taxable income until they are realized.

Critical Accounting Policies and Use of Estimates

The preparation of our financial statements in accordance with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses for the periods covered by such financial statements. We have identified investment valuation and revenue recognition as our most critical accounting estimates. On an ongoing basis, we evaluate our estimates, including those related to the matters described below. These estimates are based on the information that is currently available to us and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ materially from those estimates under different assumptions or conditions. A discussion of our critical accounting policies follows. We describe our most significant accounting policies in “Note 1. – Organization, Business, Basis of Presentation and Summary of Significant Accounting Policies” to our Consolidated Financial Statements.

Investment Valuation

The most significant estimate inherent in the preparation of our financial statements is the valuation of investments and the related amounts of unrealized appreciation and depreciation of investments recorded. We have a valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures, or ASC Topic 820. Our current valuation policy and processes were established by Barings and were approved by the Board.

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As of December 31, 2023, our investment portfolio, valued at fair value in accordance with the Board-approved valuation policies, represented approximately 207% of our total net assets, as compared to approximately 205% of our total net assets as of December 31, 2022.

Under ASC Topic 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 a willing buyer and a willing seller at the measurement date. For our portfolio securities, fair value is generally the amount that we might reasonably expect to receive upon the current sale of the security. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if we do not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.

Under ASC Topic 820, there are three levels of valuation inputs, as follows:

Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 Inputs – include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.

A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables in the notes to our Consolidated financial statements may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).

Our investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, the Adviser determines the fair value of our investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, the Adviser assesses the appropriateness of the use of these third-party quotes in determining fair value based on (i) its understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer and (ii) the depth and consistency of broker quotes and the correlation of changes in broker quotes with underlying performance of the portfolio company.

There is no single approach for determining fair value in good faith, as fair value depends upon the specific circumstances of each individual investment. The recorded fair values of our Level 3 investments may differ significantly from fair values that would have been used had an active market for the securities existed. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the valuations currently assigned. For a discussion of the risks inherent in determining the value of securities for which readily available market values do not exist, see “Risk Factors — Risks Relating to Our Business and Structure — Our investment portfolio is and will continue to be recorded at fair value as determined in accordance with the Adviser’s valuation policies and procedures and, as a result, there is and will continue to be uncertainty as to the value of our portfolio investments” included in Item 1A of Part I of this Annual Report on Form 10-K.

Investment Valuation Process

The Board must determine fair value in good faith for any or all of our investments for which market quotations are not readily available. The Board has designated Barings as valuation designee to perform the fair value determinations relating to the value of these assets. Barings has established a pricing committee that is, subject to the oversight of the Board, responsible for the approval, implementation and oversight of the processes and methodologies that relate to the pricing and valuation of assets we hold. Barings uses independent third-party providers to price the portfolio, but in the event an acceptable price cannot be obtained from an approved external

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source, Barings will utilize alternative methods in accordance with internal pricing procedures established by Barings' pricing committee.

At least annually, Barings conducts reviews of the primary pricing vendors to validate that the inputs used in the vendors’ pricing process are deemed to be market observable. While Barings is not provided access to proprietary models of the vendors, the reviews have included on-site walkthroughs of the pricing process, methodologies and control procedures for each asset class and level for which prices are provided. The review also includes an examination of the underlying inputs and assumptions for a sample of individual securities across asset classes, credit rating levels and various durations, a process Barings continues to perform annually. In addition, the pricing vendors have an established challenge process in place for all security valuations, which facilitates identification and resolution of prices that fall outside expected ranges. Barings believes that the prices received from the pricing vendors are representative of prices that would be received to sell the assets at the measurement date (i.e., exit prices).

Our money market fund investments are generally valued using Level 1 inputs and our equity investments listed on an exchange or on the NASDAQ National Market System are valued using Level 1 inputs, using the last quoted sale price of that day. Our syndicated senior secured loans and structured products are generally valued using Level 2 inputs, which are generally valued at the bid quotation obtained from dealers in loans by an independent pricing service. Our middle-market, private debt and equity investments are generally valued using Level 3 inputs.

Independent Valuation

The fair value of loans and equity investments that are not syndicated or for which market quotations are not readily available, including middle-market loans, are generally submitted to independent providers to perform an independent valuation on those loans and equity investments as of the end of each quarter. Such loans and equity investments are initially held at cost, as that is a reasonable approximation of fair value on the acquisition date, and monitored for material changes that could affect the valuation (for example, changes in interest rates or the credit quality of the borrower). At the quarter end following that of the initial acquisition, such loans and equity investments are generally sent to a valuation provider which will determine the fair value of each investment. The independent valuation providers apply various methods (synthetic rating analysis, discounting cash flows, and re-underwriting analysis) to establish the rate of return a market participant would require (the “discount rate”) as of the valuation date, given market conditions, prevailing lending standards and the perceived credit quality of the issuer. Future expected cash flows for each investment are discounted back to present value using these discount rates in the discounted cash flow analysis. A range of values will be provided by the valuation provider and Barings will determine the point within that range that it will use. If the Barings’ pricing committee disagrees with the price range provided, it may make a fair value recommendation to Barings that is outside of the range provided by the independent valuation provider and the reasons therefore. In certain instances, we may determine that it is not cost-effective, and as a result is not in the stockholders’ best interests, to request an independent valuation firm to perform an independent valuation on certain investments. Such instances include, but are not limited to, situations where the fair value of the investment in the portfolio company is determined to be insignificant relative to the total investment portfolio.

Valuation Inputs

The Adviser’s valuation techniques are based upon both observable and unobservable pricing inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Adviser’s market assumptions. The Adviser’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. An independent pricing service provider is the preferred source of pricing a loan, however, to the extent the independent pricing service provider price is unavailable or not relevant and reliable, the Adviser will utilize alternative approaches such as broker quotes or manual prices. The Adviser attempts to maximize the use of observable inputs and minimize the use of unobservable inputs. The availability of observable inputs can vary from investment to investment and is affected by a wide variety of factors, including the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the security.

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Valuation of Investment in Banff Partners LP, Thompson Rivers LLC and Waccamaw River LLC

As Banff Partners LP, Thompson Rivers LLC and Waccamaw River LLC are investment companies with no readily determinable fair values, the Adviser estimates the fair value of our investments in these entities using the NAV of each company and our ownership percentage as a practical expedient. The NAV is determined in accordance with the specialized accounting guidance for investment companies.

Revenue Recognition

Interest and Dividend Income

Interest income, including amortization of premium and accretion of discount, is recorded on the accrual basis to the extent that such amounts are expected to be collected. Generally, when interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The cessation of recognition of such interest will negatively impact the reported fair value of the investment. We write off any previously accrued and uncollected interest when it is determined that interest is no longer considered collectible.

Interest income from investments in the equity class of a collateralized loan obligation (“CLO”) security (typically subordinated notes) is recorded based upon an estimation of an effective yield to expected maturity utilizing assumed cash flows in accordance with ASC 325-40, Beneficial Interests in Securitized Financial Assets. We monitor the expected cash flows from these investments, including the expected residual payments, and the effective yield is determined and updated periodically. Any difference between the cash distribution received and the amount calculated pursuant to the effective interest method is recorded as an adjustment to the cost basis of such investments.

Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity is recorded on the ex-dividend date.

We may have to include interest income in our ICTI, including OID, from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. As a result, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements to maintain our RIC tax treatment, even though we will not have received and may not ever receive any corresponding cash amount. Additionally, any loss recognized by us for U.S. federal income tax purposes on previously accrued interest income will be treated as a capital loss.

Fee Income

Origination, facility, commitment, consent and other advance fees received in connection with the origination of a loan, or Loan Origination Fees, are recorded as deferred income and recognized as investment income over the term of the loan. Upon prepayment of a loan, any unamortized Loan Origination Fees are recorded as investment income. In the general course of our business, we receive certain fees from portfolio companies, which are non-

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recurring in nature. Such fees include loan prepayment penalties, structuring fees, covenant waiver fees and loan amendment fees, and are recorded as investment income when earned.

Fee income for the years ended December 31, 2023 and 2022, and 2021 was as follows:

	Year Ended December 31,
($ in thousands)	2023		2022		2021
Recurring Fee Income:
Amortization of loan origination fees	$	3,916	$	3,161	$	1,458
Management, valuation and other fees	1,309		1,142		497
Total Recurring Fee Income	5,225		4,303		1,955
Non-Recurring Fee Income:
Prepayment fees	394		446		73
Acceleration of unamortized loan origination fees	1,100		1,112		961
Advisory, loan amendment and other fees	541		627		360
Total Non-Recurring Fee Income	2,035		2,185		1,394
Total Fee Income	$	7,260	$	6,488	$	3,349

Payment-in-Kind (PIK) Interest Income

We currently hold, and expect to hold in the future, some loans in our portfolio that contain PIK interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to us in cash, and is recorded as interest income. Thus, the actual collection of PIK interest may be deferred until the time of debt principal repayment.

PIK interest, which is a non-cash source of income at the time of recognition, is included in our taxable income and therefore affects the amount we are required to distribute to our stockholders to maintain our tax treatment as a RIC for U.S. federal income tax purposes, even though we have not yet collected the cash. Generally, when current cash interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing PIK interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. We write off any previously accrued and uncollected PIK interest when it is determined that the PIK interest is no longer collectible.

We may have to include in our ICTI, PIK interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. As a result, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements, even though we will not have received and may not ever receive any corresponding cash amount.

Quantitative and Qualitative Disclosures About Market Risk

We are subject to market risk. Market risk includes risks that arise from changes in interest rates, commodity prices, equity prices and other market changes that affect market sensitive instruments. The fair value of securities held by us may decline in response to certain events, including those directly involving the companies we invest in; conditions affecting the general economy; overall market changes; global pandemics; legislative reform; local, regional, national or global political, social or economic instability; and interest rate fluctuations.

In addition, we are subject to interest rate risk. Interest rate risk is defined as the sensitivity of our current and future earnings to interest rate volatility, variability of spread relationships, the difference in re-pricing intervals between our assets and liabilities and the effect that interest rates may have on our cash flows. Changes in the general level of interest rates can affect our net interest income, which is the difference between the interest income

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earned on interest earning assets and our interest expense incurred in connection with our interest bearing debt and liabilities. Changes in interest rates can also affect, among other things, our ability to acquire and originate loans and securities and the value of our investment portfolio. Our net investment income is affected by fluctuations in various interest rates, including EURIBOR, BBSY, STIBOR, CDOR, SOFR, SONIA, SARON, NIBOR and BKBM. Our risk management systems and procedures are designed to identify and analyze our risk, to set appropriate policies and limits and to continually monitor these risks. We regularly measure exposure to interest rate risk and determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates. As of December 31, 2023, we were not a party to any interest rate hedging arrangements.

As of the end of June 2023, no settings of LIBOR continue to be published on a representative basis and publication of many non-U.S. dollar LIBOR settings has been entirely discontinued. On March 15, 2022, the U.S. enacted federal legislation that is intended to minimize legal and economic uncertainty following U.S. dollar LIBOR’s cessation by replacing LIBOR references in certain U.S. law-governed contracts under certain circumstances with a SOFR-based rate identified in a Federal Reserve rule plus a statutory spread adjustment. In addition, the U.K. Financial Conduct Authority, which regulates the publisher of LIBOR (ICE Benchmark Administration), has announced that it will require the continued publication of the one-, three- and six-month tenors of U.S. dollar LIBOR on a non-representative synthetic basis until the end of September 2024, which may result in certain non-U.S. law-governed contracts and U.S. law-governed contracts not covered by the federal legislation remaining on synthetic U.S. dollar LIBOR until the end of this period.

Our loan agreements with our portfolio companies that referenced LIBOR included fallback language in the event that LIBOR was discontinued, became unrepresentative or in the event that the method for determining LIBOR has changed. As a result of this language or through other bi-lateral amendments, all of these loan agreements have transitioned to an alternative reference rate.

The transition away from LIBOR and reform, modification, or adjustments of other reference rate benchmarks to alternative reference rates is complex and could have a material adverse effect on our business, financial condition and results of operations, including as a result of any changes in the pricing of our investments, changes to the documentation for certain of our investments and the pace of such changes, disputes and other actions regarding the interpretation of current and prospective loan documentation or modifications to processes and systems.

The U.S. Federal Reserve previously embarked on a campaign of raising interest rates to address significant and persistent inflation. The goal of these interest rate increases was to slow economic growth and reduce price pressure. There remains a chance that this central bank tightening cycle could force the United States into a recession, or that interest rates and base rates may otherwise decrease. A prolonged reduction in interest rates will reduce our gross investment income and could result in a decrease in our net investment income if such decreases in SOFR are not offset by a corresponding increase in the spread over SOFR that we earn on any portfolio investments, a decrease in in our operating expenses, including with respect to our income incentive fee, or a decrease in the interest rate of our floating interest rate liabilities tied to SOFR.

As of December 31, 2023, approximately $1,034.3 million (principal amount) of our debt portfolio investments bore interest at variable rates, which generally are SOFR-based (or based on an equivalent applicable currency rate), and many of which are subject to certain floors.

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Based on our December 31, 2023 Consolidated Balance Sheet, the following table shows the annual impact on net income of hypothetical base rate changes in interest rates on our debt investments and borrowings (considering interest rate floors for variable rate instruments) assuming no changes in our investment and borrowing structure:

(in thousands) Basis Point Change(1)	Interest Income		Interest Expense		Net Income(2)
Up 300 basis points	$	31,028	$	19,334	$	11,694
Up 200 basis points	20,685		12,889		7,796
Up 100 basis points	10,343		6,445		3,898
Down 25 basis points	(2,586)		(1,611)		(975)
Down 50 basis points	(5,171)		(3,222)		(1,949)

(1) Excludes the impact of foreign currency exchange.

(2) Excludes the impact of income based fees. See “Note 2. Agreements and Related Party Transactions” to our Consolidated Financial Statements for more information on the income based fees.

We may also have exposure to foreign currencies related to certain investments. Such investments are translated into U.S. dollars based on the spot rate at the relevant balance sheet date, exposing us to movements in the exchange rate. In order to reduce our exposure to fluctuations in exchange rates, we generally borrow in local foreign currencies under the ING Credit Facility to finance such investments. As of December 31, 2023, we had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an interest rate of 7.584% (with Term SOFR borrowings subject to one month SOFR of 5.334%), borrowings denominated in British pounds sterling of £31.2 million ($39.8 million U.S. dollars) with an interest rate of 7.370% (one month SONIA of 5.220%), borrowings denominated in Euros of €61.5 million ($67.9 million U.S. dollars) with an interest rate of 6.025% (one month EURIBOR of 3.875%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.8 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.500%).

Unused Commitments

In the normal course of business, we are party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to our portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of December 31, 2023, we believe we have adequate financial resources to satisfy our unfunded commitments. The balance of unused commitments to extend financing as of December 31, 2023 was as follows:

Portfolio Company ($ in thousands)	Investment Type	December 31, 2023
Accurus Aerospace Corporation (1)(2)	Revolver	$	254
Adhefin International(1)(3)	Delayed Draw Term Loan	419
AirX Climate Solutions, Inc.(1)(2)	Delayed Draw Term Loan	236
AirX Climate Solutions, Inc.(1)(2)	Revolver	96
AlliA Insurance Brokers NV(1)(3)	Delayed Draw Term Loan	1,634
Americo Chemical Products, LLC(1)	Revolver	471
Amtech LLC(1)	Revolver	145
Aquavista Watersides 2 LTD(1)(2)(4)	Capex / Acquisition Facility	665
Arc Education(1)(3)	Delayed Draw Term Loan	1,291
Argus Bidco Limited(1)(2)(4)	CAF Term Loan	271
ASC Communications, LLC(1)	Revolver	659
Astra Bidco Limited(1)(2)(4)	Delayed Draw Term Loan	471
ATL II MRO Holdings Inc.(1)	Revolver	1,250

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Portfolio Company ($ in thousands)	Investment Type	December 31, 2023
Avance Clinical Bidco Pty Ltd(1)(5)	Delayed Draw Term Loan	982
Azalea Buyer, Inc.(1)(2)	Delayed Draw Term Loan	429
Azalea Buyer, Inc.(1)(2)	Revolver	321
Beyond Risk Management, Inc.(1)	Delayed Draw Term Loan	2,007
Biolam Group(1)(2)(3)	Delayed Draw Term Loan	1,006
Bounteous, Inc.(1)(2)	Delayed Draw Term Loan	2,580
Brightpay Limited(1)(2)(3)	Delayed Draw Term Loan	126
BrightSign LLC(1)(2)	Revolver	238
CAi Software, LLC(1)(2)	Revolver	707
Cascade Residential Services LLC(1)(2)	Delayed Draw Term Loan	993
Cascade Residential Services LLC(1)(2)	Revolver	165
CGI Parent, LLC(1)(2)	Revolver	1,653
Comply365, LLC(1)(2)	Revolver	556
Coyo Uprising GmbH(1)(2)(3)	Delayed Draw Term Loan	523
CSL DualCom(1)(4)	Capex / Acquisition Term Loan	187
DataServ Integrations, LLC(1)	Revolver	481
DecksDirect, LLC(1)(2)	Revolver	381
DISA Holdings Corp.(1)	Delayed Draw Term Loan	714
DISA Holdings Corp.(1)	Revolver	226
Dune Group(1)(2)(3)	Delayed Draw Term Loan	704
Eclipse Business Capital, LLC(1)	Revolver	8,490
EMI Porta Holdco LLC(1)(2)	Revolver	173
eShipping, LLC(1)	Revolver	1,122
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)	Delayed Draw Term Loan	1,821
Events Software BidCo Pty Ltd(1)(2)	Delayed Draw Term Loan	620
Express Wash Acquisition Company, LLC(1)	Revolver	77
Faraday(1)(3)	Delayed Draw Term Loan	990
Finexvet(1)(3)	Delayed Draw Term Loan	650
Footco 40 Limited(1)(2)(4)	Delayed Draw Term Loan	524
GB Eagle Buyer, Inc .(1)	Revolver	1,935
Global Academic Group Limited(1)(2)(7)	Term Loan	276
GPZN II GmbH(1)(2)(3)	Delayed Draw Term Loan	53
Greenhill II BV(1)(3)	Capex Acquisition Facility	120
Gusto Aus BidCo Pty Ltd(1)(5)	Delayed Draw Term Loan	167
HeartHealth Bidco Pty Ltd(1)(5)	Delayed Draw Term Loan	253
HEKA Invest(1)(3)	Delayed Draw Term Loan	575
HemaSource, Inc.(1)	Revolver	710
HomeX Services Group LLC(1)	Delayed Draw Term Loan	338
HomeX Services Group LLC(1)	Revolver	135
HTI Technology & Industries(1)	Delayed Draw Term Loan	1,023
HTI Technology & Industries(1)	Revolver	682

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Portfolio Company ($ in thousands)	Investment Type	December 31, 2023
Innovad Group II BV(1)(2)(3)	Delayed Draw Term Loan	176
INOS 19-090 GmbH(1)(2)(3)	Acquisition Facility	971
Interstellar Group B.V.(1)(3)	Delayed Draw Term Loan	57
Interstellar Group B.V.(1)(3)	Delayed Draw Term Loan	620
InvoCare Limited(1)(5)	Delayed Draw Term Loan	155
Isolstar Holding NV (IPCOM)(1)(3)	Delayed Draw Term Loan	656
ISTO Technologies II, LLC(1)(2)	Revolver	238
ITI Intermodal, Inc.(1)(2)	Revolver	595
Jon Bidco Limited(1)(2)(7)	Capex & Acquisition Facility	334
Jones Fish Hatcheries & Distributors LLC(1)	Revolver	418
Kano Laboratories LLC(1)	Delayed Draw Term Loan	1,574
Kano Laboratories LLC(1)	Delayed Draw Term Loan	1,203
Lambir Bidco Limited(1)(2)(3)	Delayed Draw Term Loan	1,121
LeadsOnline, LLC(1)	Revolver	1,640
Marmoutier Holding B.V.(1)(3)	Delayed Draw Term Loan	18
Marmoutier Holding B.V.(1)(2)(3)	Revolver	106
Marshall Excelsior Co.(1)(2)	Revolver	133
MC Group Ventures Corporation(1)	Delayed Draw Term Loan	290
Mercell Holding AS(1)(2)(8)	Capex Acquisition Facility	387
Modern Star Holdings Bidco Pty Limited(1)(2)(5)	Term Loan	338
Modern Star Holdings Bidco Pty Limited(1)(2)(5)	Term Loan	77
Moonlight Bidco Limited(1)(2)	Delayed Draw Term Loan	562
Narda Acquisitionco., Inc.(1)	Revolver	684
NAW Buyer, LLC(1)	Delayed Draw Term Loan	1,515
NAW Buyer, LLC(1)	Revolver	303
NeoxCo(1)(3)	Delayed Draw Term Loan	497
Next Holdco, LLC(1)	Delayed Draw Term Loan	189
Next Holdco, LLC(1)	Revolver	73
NF Holdco, LLC(1)(2)	Revolver	442
Novotech Aus Bidco Pty Ltd(1)(2)	Capex & Acquisition Facility	1,042
NPM Investments 28 B.V.(1)(3)	Delayed Draw Term Loan	479
OA Buyer, Inc.(1)	Revolver	1,331
OAC Holdings I Corp(1)(2)	Revolver	685
OSP Hamilton Purchaser, LLC(1)(2)	Revolver	315
Parkview Dental Holdings LLC(1)(2)	Delayed Draw Term Loan	262
Polara Enterprises, L.L.C.(1)	Revolver	273
Premium Invest(1)(3)	Acquisition Facility	428
Process Insights Acquisition, Inc.(1)	Delayed Draw Term Loan	623
Process Insights Acquisition, Inc.(1)	Revolver	676
ProfitOptics, LLC(1)(2)	Revolver	84
Protego Bidco B.V.(1)(2)(3)	Delayed Draw Term Loan	174

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Portfolio Company ($ in thousands)	Investment Type	December 31, 2023
PSP Intermediate 4, LLC(1)(2)(3)	Delayed Draw Term Loan	206
Qualified Industries, LLC(1)	Revolver	242
Questel Unite(1)(2)(3)	Incremental Term Loan	2,860
R1 Holdings, LLC(1)	Delayed Draw Term Loan	841
R1 Holdings, LLC(1)	Revolver	973
Randys Holdings, Inc.(1)	Delayed Draw Term Loan	3,309
Randys Holdings, Inc.(1)	Revolver	995
Rocade Holdings LLC(1)	Preferred Equity	4,500
Rock Labor, LLC(1)	Delayed Draw Term Loan	625
Royal Buyer, LLC(1)	Delayed Draw Term Loan	461
Royal Buyer, LLC(1)	Revolver	670
Sanoptis S.A.R.L.(1)(3)	Acquisition Capex Facility	16
SBP Holdings LP(1)	Delayed Draw Term Loan	75
SBP Holdings LP(1)	Revolver	532
Scaled Agile, Inc.(1)(2)	Revolver	280
Scout Bidco B.V.(1)(2)(3)	Revolver	320
Sinari Invest(1)(3)	Delayed Draw Term Loan	617
SISU ACQUISITIONCO., INC.(1)(2)	Delayed Draw Term Loan	312
Smartling, Inc.(1)	Revolver	588
SmartShift Group, Inc.(1)	Delayed Draw Term Loan	2,294
SmartShift Group, Inc.(1)	Revolver	1,101
Solo Buyer, L.P.(1)(2)	Revolver	798
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)	Delayed Draw Term Loan	399
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)	Revolver	90
Spatial Business Systems LLC(1)	Delayed Draw Term Loan	937
Spatial Business Systems LLC(1)	Revolver	703
SSCP Pegasus Midco Limited(1)(4)	Delayed Draw Term Loan	1,487
Superjet Buyer, LLC(1)	Revolver	1,095
Syntax Systems Ltd(1)	Revolver	231
Tank Holding Corp.(1)	Revolver	480
Tank Holding Corp.(1)	Delayed Draw Term Loan	409
Tanqueray Bidco Limited(1)(2)(4)	Capex Facility	1,153
Techone B.V.(1)(2)(3)	Revolver	94
Tencarva Machinery Company, LLC(1)	Revolver	752
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)	Delayed Draw Term Loan	1,758
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)	Revolver	796
The Cleaver-Brooks Company, Inc.(1)	Revolver	1,615
Trader Corporation(1)(6)	Revolver	177
Trintech, Inc.(1)	Revolver	255
TSYL Corporate Buyer, Inc.(1)	Delayed Draw Term Loan	1,469
TSYL Corporate Buyer, Inc.(1)	Revolver	177

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Portfolio Company ($ in thousands)	Investment Type	December 31, 2023
Turbo Buyer, Inc.(1)(2)	Delayed Draw Term Loan	974
UBC Ledgers Holding AB(1)(9)	Delayed Draw Term Loan	840
UBC Ledgers Holding AB(1)(9)	Revolver	278
Union Bidco Limited(1)(4)	Acquisition Facility	83
United Therapy Holding III GmbH(1)(2)(3)	Acquisition Facility	683
Unither (Uniholding)(1)(3)	Delayed Draw Term Loan	479
W2O Holdings, Inc.(1)(2)	Delayed Draw Term Loan	234
West-NR AcquisitionCo., LLC(1)	Delayed Draw Term Loan	1,250
Whitcraft Holdings, Inc.(1)	Revolver	880
White Bidco Limited(1)(2)	Delayed Draw Term Loan	257
Woodland Foods, LLC(1)(2)	Line of Credit	318
WWEC Holdings III Corp(1)	Revolver	757
Xeinadin Bidco Limited(1)(4)	CAF Term Loan	2,062
ZB Holdco LLC(1)	Delayed Draw Term Loan	1,466
ZB Holdco LLC(1)	Revolver	423
Zeppelin Bidco Limited(1)(2)(4)	Capex / Acquisition Facility	1,333
Total unused commitments to extend financing		$	114,328

(1)The Adviser’s estimate of the fair value of the current investments in these portfolio companies includes an analysis of the fair value of any unfunded commitments.

(2)Represents a commitment to extend financing to a portfolio company where one or more of the Company’s current investments in the portfolio company are carried at less than cost.

(3)Actual commitment amount is denominated in Euros. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(4)Actual commitment amount is denominated in British pounds sterling. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(5)Actual commitment amount is denominated in Australian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(6)Actual commitment amount is denominated in Canadian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(7)Actual commitment amount is denominated in New Zealand dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(8)Actual commitment amount is denominated in Norwegian Kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(9)Actual commitment amount is denominated in Swedish Kronor. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

Recent Developments

Subsequent to December 31, 2023, we made approximately $9.1 million of new commitments, of which $7.5 million closed and funded. The $7.5 million of investments consist of $7.3 million of first lien senior secured debt investments and $0.2 million of equity investments. The weighted average yield of the debt investments was 13.5%. In addition, we funded $10.0 million of previously committed revolvers and delayed draw term loans.

On February 22, 2024, the Board declared a quarterly distribution of $0.64 per share payable on March 13, 2024 to holders of record as of February 28, 2024.

Item 7A.  Quantitative and Qualitative Disclosures About Market Risk.

See the section entitled “Quantitative and Qualitative Disclosures About Market Risk” included in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which is included in Item 7 of Part II of this Annual Report on Form 10-K and is incorporated by reference herein.

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Item 8.  Financial Statements and Supplementary Data.

See our Financial Statements included herein and listed in Item 15(a) of this Annual Report on Form 10-K.

Item 9.  Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

Not applicable.

Item 9A.  Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Our management, with the participation of our Chief Executive Officer and Chief Financial Officer carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. Based on the evaluation of these disclosure controls and procedures, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, 2023. It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Because of these and other inherent limitations of control systems, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.

Management’s Report on Internal Control over Financial Reporting

Our management, including our Chief Executive Officer and Chief Financial Officer, is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our financial statements for external reporting purposes in accordance with U.S. GAAP. Internal control over financial reporting includes those policies and procedures that: (i) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with policies or procedures may deteriorate.

Management (with the participation of our Chief Executive Officer and Chief Financial Officer) conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control — Integrated Framework issued in 2013 by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, management concluded that our internal control over financial reporting was effective as of December 31, 2023.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting during the fourth quarter of 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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Item 9B.  Other Information.

Rule 10b5-1 Trading Plans

During the fiscal quarter ended December 31, 2023, none of our directors or officers adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c) or any “non Rule 10b5-1 trading arrangement.”

Item 9C.  Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

None.

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PART III

Item 10.  Directors, Executive Officers and Corporate Governance.

We have adopted a code of ethics, the Global Code of Ethics Policy, which applies to, among others, our executive officers, including our Chief Executive Officer and Chief Financial Officer, as well as Barings’ officers, directors and employees.

We will provide any person, without charge, upon request, a copy of our Global Code of Ethics Policy. To receive a copy, please provide a written request to: Barings Capital Investment Corporation, Attn: Chief Compliance Officer, 300 South Tryon Street, Suite 2500 Charlotte, North Carolina, 28202. There have been no material changes to the procedures by which stockholders may recommend nominees to the Board that have been implemented since the date the Company last filed a periodic report with the SEC.

Except as set forth above, the information required by this Item with respect to our directors, executive officers and corporate governance matters is incorporated by reference from our definitive Proxy Statement for our 2024 Annual Meeting of Stockholders, to be filed with the SEC pursuant to Regulation 14A under the Exchange Act. Our definitive Proxy Statement will be filed with the SEC within 120 days after the date of our fiscal year-end, which was December 31, 2023.

Item 11.  Executive Compensation.

The information required by this Item with respect to compensation of executive officers and directors is incorporated by reference from our definitive Proxy Statement for our 2024 Annual Meeting of Stockholders, to be filed with the SEC pursuant to Regulation 14A under the Exchange Act. Our definitive Proxy Statement will be filed with the SEC within 120 days after the date of our fiscal year-end, which was December 31, 2023.

Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The information required by this Item with respect to security ownership of certain beneficial owners and management is incorporated by reference from our definitive Proxy Statement for our 2024 Annual Meeting of Stockholders, to be filed with the SEC pursuant to Regulation 14A under the Exchange Act. Our definitive Proxy Statement will be filed with the SEC within 120 days after the date of our fiscal year-end, which was December 31, 2023.

Item 13.  Certain Relationships and Related Transactions, and Director Independence.

The information required by this Item with respect to certain relationships and related transactions and director independence is incorporated by reference from our definitive Proxy Statement for our 2024 Annual Meeting of Stockholders, to be filed with the SEC pursuant to Regulation 14A under the Exchange Act. Our definitive Proxy Statement will be filed with the SEC within 120 days after the date of our fiscal year-end, which was December 31, 2023.

Item 14.  Principal Accountant Fees and Services.

The information required by this Item with respect to principal accountant fees and services is incorporated by reference from our definitive Proxy Statement for our 2024 Annual Meeting of Stockholders, to be filed with the SEC pursuant to Regulation 14A under the Exchange Act. Our definitive Proxy Statement will be filed with the SEC within 120 days after the date of our fiscal year-end, which was December 31, 2023.

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PART IV

Item 15.  Exhibits and Financial Statement Schedules.

(a) The following documents are filed as part of this Report:

(1) Financial Statements

Barings Capital Investment Corporation Financial Statements: 

	Page
Report of Independent Registered Public Accounting Firm	F-1
Consolidated Balance Sheets as of December 31, 2023 and 2022	F-2
Consolidated Statements of Operations for the years ended December 31, 2023, 2022 and 2021	F-3
Consolidated Statements of Changes in Net Assets for the years ended December 31, 2023, 2022 and 2021	F-5
Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021	F-6
Consolidated Schedule of Investments as of December 31, 2023	F-7
Consolidated Schedule of Investments as of December 31, 2022	F-31
Notes to Consolidated Financial Statements	F-52

(2) Financial Statement Schedules

None.

Schedules that are not listed herein have been omitted because they are not applicable or the information required to be set forth therein is included in the Consolidated Financial Statements or notes thereto.

(3) List of Exhibits

The exhibits required by Item 601 of Regulation S-K, except as otherwise noted, have been filed with previous reports by the Registrant and are herein incorporated by reference.

Number	Exhibit
3.1	Articles of Amendment and Restatement of the Registrant (Filed as Exhibit 3.1 to the Company’s Registration Statement on Form 10 (File No. 000-56180) filed with the Securities and Exchange Commission on June 26, 2020 and incorporated herein by reference).
3.2	Bylaws of the Registrant (Filed as Exhibit 3.2 to the Company’s Registration Statement on Form 10 (File No. 000-56180) filed with the Securities and Exchange Commission on June 26, 2020 and incorporated herein by reference).
4.1	Description of Registrant’s securities registered pursuant to Section 12 of the Securities Exchange Act of 1934 (Filed as Exhibit 4.1 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2020 filed with the Securities and Exchange Commission on March 23, 2021 and incorporated herein by reference).
10.1	Investment Advisory Agreement, dated June 24, 2020, between the Company and the Adviser (Filed as Exhibit 10.1 to the Company’s Registration Statement on Form 10 (File No. 000-56180) filed with the Securities and Exchange Commission on August 5, 2020 and incorporated herein by reference).
10.2	Form of Sub-Advisory Agreement between the Registrant, the Adviser and the Sub-Adviser (Filed as Exhibit 10.2 to the Company’s Registration Statement on Form 10 (File No. 000-56180) filed with the Securities and Exchange Commission on June 26, 2020 and incorporated herein by reference).
10.3	Administration Agreement, dated June 24, 2020 between the Company and the Administrator (Filed as Exhibit 10.3 to the Company’s Registration Statement on Form 10 (File No. 000-56180) filed with the Securities and Exchange Commission on June 26, 2020 and incorporated herein by reference).
10.4	Trademark License Agreement, dated June 24, 2020, between the Company and the Adviser (Filed as Exhibit 10.4 to the Company’s Registration Statement on Form 10 (File No. 000-56180) filed with the Securities and Exchange Commission on June 26, 2020 and incorporated herein by reference).

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Number	Exhibit
10.5	Dividend Reinvestment Plan (Filed as Exhibit 10.5 to the Company’s Registration Statement on Form 10 (File No. 000-56180) filed with the Securities and Exchange Commission on June 26, 2020 and incorporated herein by reference).
10.6	Form of Indemnification Agreement for Directors and Officers (Filed as Exhibit 10.6 to the Company’s Registration Statement on Form 10 (File No. 000-56180) filed with the Securities and Exchange Commission on June 26, 2020 and incorporated herein by reference).
10.7	Master Custodian Agreement, dated August 2, 2018, by and between the Company and State Street Bank and Trust Company (Filed as Exhibit 10.7 to the Company’s Registration Statement on Form 10 (File No. 000-56180) filed with the Securities and Exchange Commission on June 26, 2020 and incorporated herein by reference).
10.8	Form of Subscription Agreement for the Company’s Common Stock (Filed as Exhibit 10.8 to the Company’s Registration Statement on Form 10 (File No. 000-56180) filed with the Securities and Exchange Commission on June 26, 2020 and incorporated herein by reference).
10.9	Revolving Credit Agreement, dated as of September 21, 2020, by and between the Registrant and Société Générale (Filed as Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on September 25, 2020 and incorporated herein by reference).
10.10	Borrower Security Agreement, dated as of September 21, 2020, by and between the Registrant and Société Générale (Filed as Exhibit 10.2 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on September 25, 2020 and incorporated herein by reference).
10.11	Borrower Pledge of Collateral Account, dated as of September 21, 2020, by and between the Registrant and Société Générale (Filed as Exhibit 10.3 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on September 25, 2020 and incorporated herein by reference).
10.12	Senior Secured Revolving Credit Agreement, dated as of January 15, 2021, among the Company, the lenders party thereto and ING Capital LLC, as administrative agent (Filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 22, 2021 and incorporated herein by reference).
10.13	Guarantee, Pledge and Security Agreement, dated as of January 15, 2021, among the Company, the subsidiary guarantors thereto, each financing agent or designated indebtedness holder party thereto and ING Capital LLC, as administrative agent and collateral agent (Filed as Exhibit 10.2 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on January 22, 2021 and incorporated herein by reference).
10.14	First Amendment to Revolving Credit Agreement, dated as of April 12, 2021, by and among the Registrant, the banks and financial institutions from time to time party thereto, as lenders, and Société Générale, as the administrative agent and a lender (Filed as Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 6, 2021 and incorporated herein by reference).
10.15	Amended and Restated Senior Secured Revolving Credit Agreement, dated as of April 30, 2021, among Barings Capital Investment Corporation, the lenders party thereto and ING Capital LLC, as administrative agent (Filed as Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 6, 2021 and incorporated herein by reference).
10.16	Second Amendment to Revolving Credit Agreement, dated as of June 23, 2021, by and among the Registrant, the banks and financial institutions from time to time party thereto, as lenders, and Société Générale, as the administrative agent and a lender. (Filed as Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 5, 2021 and incorporated herein by reference).
10.17	Incremental Commitment and Assumption Agreement, dated as of July 22, 2021, among Barings Capital Investment Corporation, the subsidiary guarantor party thereto, the lenders party thereto and ING Capital LLC, as administrative agent (Filed as Exhibit 10.2 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on July 26, 2021 and incorporated herein by reference).

92

Number	Exhibit
10.18	Amendment No. 1 to Amended and Restated Senior Secured Revolving Credit Agreement, dated as of December 29, 2021, among Barings Capital Investment Corporation, the lenders party thereto and ING Capital LLC, as administrative agent. (Filed as Exhibit 10.18 Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the Securities and Exchange Commission on February 23, 2022 and incorporated herein by reference).
10.19	Note Purchase Agreement by and between the Company and the purchasers party thereto, dated February 22, 2022 (Filed as Exhibit 10.1 to the Company's Current Report on Form 8-K (File No. 814-01348) filed with the Securities and Exchange Commission on March 1, 2022 and incorporated herein by reference).^
10.20	Amendment No. 2 to Amended and Restated Senior Secured Revolving Credit Agreement, by and among the Company, ING Capital LLC, as administrative agent, the lenders party thereto and, solely with respect to Section 2.9 of Amendment No. 2, the subsidiary guarantors party thereto, dated April 25, 2022 (Filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 814-01348) filed with the Securities and Exchange Commission on April 29, 2022 and incorporated herein by reference).^
10.21	Incremental Commitment Agreement, dated as of October 13, 2022, among the Company, the subsidiary guarantor party thereto, the lenders party thereto, and ING Capital LLC, as administrative agent and issuing bank (Filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 814-01348) filed with the Securities and Exchange Commission on October 17, 2022 and incorporated herein by reference).
21.1	List of Subsidiaries*
31.1	Chief Executive Officer Certification Pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
31.2	Chief Financial Officer Certification Pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
32.1	Chief Executive Officer Certification pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**
32.2	Chief Financial Officer Certification pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**
99.1	Form of Fund of Funds Agreement between Registrant (as Acquired Fund) and Certain Stockholder(s) (Filed as Exhibit 99.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (File No. 814-01348), filed with the SEC on February 23, 2022 and incorporated herein by reference).
101.INS	Inline XBRL Instance Document - the instance document does not appear in the Interactive Date 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.
**	Furnished herewith.
^	Exhibits and/or schedules to this Exhibit have been omitted in accordance with Item 601 of Regulation S-K. The registrant agrees to furnish supplementally a copy of all omitted exhibits and/or schedules to the SEC upon its request.

93

(b) Exhibits

See Item 15(a)(3) above.

(c) Financial Statement Schedules

See Item 15(a)(2) above.

94

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: February 22, 2024

BARINGS CAPITAL INVESTMENT CORPORATION
By:	/s/    Bryan High
	Name: Bryan High
	Title: Chief Executive Officer
	(Principal Executive Officer)

95

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature	Title	Date
/s/    Bryan High	Chief Executive Officer (Principal Executive Officer)	February 22, 2024
Bryan High
/s/    Matthew Freund	President	February 22, 2024
Matthew Freund
/s/    Elizabeth A. Murray	Chief Financial Officer and Chief Operating Officer (Principal Financial Officer)	February 22, 2024
Elizabeth A. Murray
/s/    Michael A. DeSieno	Chief Accounting Officer  (Principal Accounting Officer)	February 22, 2024
Michael A. DeSieno
/s/    Eric Lloyd	Chairman of the Board	February 22, 2024
Eric Lloyd
/s/    Mark F. Mulhern	Director	February 22, 2024
Mark F. Mulhern
/s/    David Mihalick	Director	February 22, 2024
David Mihalick
/s/    Thomas W. Okel	Director	February 22, 2024
Thomas W. Okel
/s/    Jill Olmstead	Director	February 22, 2024
Jill Olmstead
/s/    John A. Switzer	Director	February 22, 2024
John A. Switzer

Barings Capital Investment Corporation

Index to Financial Statements and Financial Statement Schedules

	Page
Report of Independent Registered Public Accounting Firm (KPMG LLP, Charlotte, North Carolina, PCAOB ID: 185)	F-1
Consolidated Balance Sheets as of December 31, 2023 and 2022	F-2
Consolidated Statements of Operations for the years ended December 31, 2023, 2022 and 2021	F-3
Consolidated Statements of Changes in Net Assets for the years ended December 31, 2023, 2022 and 2021	F-5
Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021	F-6
Consolidated Schedule of Investments as of December 31, 2023	F-7
Consolidated Schedule of Investments as of December 31, 2022	F-31
Notes to Consolidated Financial Statements	F-52

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors

Barings Capital Investment Corporation:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Barings Capital Investment Corporation and subsidiaries (the Company), including the consolidated schedules of investments, as of December 31, 2023 and 2022, the related consolidated statements of operations, changes in net assets, and cash flows for each of the years in the three‑year period ended December 31, 2023, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the years in the three‑year period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Such procedures also included confirmation of securities owned as of December 31, 2023 and 2022, by correspondence with the custodians, agents, the underlying investee or by other appropriate auditing procedures. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the Company’s auditor since 2020.

/s/ KPMG LLP

Charlotte, North Carolina

February 22, 2024

F-1

Barings Capital Investment Corporation

Consolidated Balance Sheets

(in thousands, except share and per share data)

	December 31,
	2023		2022
Assets:
Investments at fair value:
Non-Control / Non-Affiliate investments (cost of $1,170,790 and $1,154,788 as of December 31, 2023 and 2022, respectively)	$	1,154,383	$	1,114,337
Affiliate investments (cost of $181,326 and $106,815 as of December 31, 2023 and 2022, respectively)	194,738		119,068
Total investments at fair value	1,349,121		1,233,405
Cash	27,766		43,671
Foreign currencies (cost of $8,229 and $16,897 as of December 31, 2023 and 2022, respectively)	8,460		17,180
Interest and fees receivable	26,595		19,338
Prepaid expenses and other assets	169		93
Derivative assets	—		1,202
Deferred financing fees	2,234		3,191
Receivable from unsettled transactions	504		1,188
Total assets	$	1,414,849	$	1,319,268
Liabilities:
Accounts payable and accrued liabilities	$	2,101	$	1,463
Interest payable	4,224		2,884
Administrative fees payable	224		255
Base management fees payable	518		445
Incentive management fees payable	3,062		764
Derivative liabilities	8,116		12,622
Payable from unsettled transactions	302		17,584
Borrowings under subscription and credit facilities	644,463		581,436
Notes payable (net of deferred financing fees)	99,843		99,716
Total liabilities	762,853		717,169
Commitments and contingencies (Note 7)
Net Assets:
Common stock, $0.001 par value per share (500,000,000 shares authorized, 29,270,679 and 27,795,215 shares issued and outstanding as of December 31, 2023 and 2022, respectively)	29		28
Additional paid-in capital	635,451		603,002
Total distributable earnings (loss)	16,516		(931)
Total net assets	651,996		602,099
Total liabilities and net assets	$	1,414,849	$	1,319,268
Net asset value per share	$	22.27	$	21.66

See accompanying notes.

F-2

Barings Capital Investment Corporation

Consolidated Statements of Operations

(in thousands, except share and per share data)

	Year Ended December 31,
	2023		2022		2021
Investment income:
Interest income:
Non-Control / Non-Affiliate investments	$	117,530	$	74,848	$	31,123
Affiliate investments	669		389		92
Short-term investments	—		—		7
Total interest income	118,199		75,237		31,222
Dividend income:
Non-Control / Non-Affiliate investments	2,734		1,484		126
Affiliate investments	13,381		12,110		4,671
Total dividend income	16,115		13,594		4,797
Fee and other income:
Non-Control / Non-Affiliate investments	7,191		6,468		3,329
Affiliate investments	69		20		20
Total fee and other income	7,260		6,488		3,349
Payment-in-kind interest income:
Non-Control / Non-Affiliate investments	7,677		4,167		1,775
Affiliate investments	177		—		—
Total payment-in-kind interest income	7,854		4,167		1,775
Interest income from cash	72		12		—
Total investment income	149,500		99,498		41,143
Operating expenses:
Interest and other financing fees	51,816		26,152		8,026
Base management fee (Note 2)	2,018		1,637		720
Incentive management fees (Note 2)	11,540		4,766		4,948
Offering costs	—		—		136
Professional fees	895		940		991
Directors fees	240		255		255
Custody and administrative fees	732		693		400
Other general and administrative expenses (Note 2)	1,478		1,583		988
Total operating expenses	68,719		36,026		16,464
Net investment income before taxes	80,781		63,472		24,679
Income taxes, including excise tax expense	834		463		231
Net investment income after taxes	$	79,947	$	63,009	$	24,448

F-3

Barings Capital Investment Corporation Consolidated Statement of Operations — (Continued) (in thousands, except share and per share data)
	Year Ended December 31,
	2023		2022		2021
Realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts:
Net realized gains (losses):
Non-Control / Non-Affiliate investments	$	(10,638)	$	(6,741)	$	(905)
Affiliate investments	—		39		—
Net realized gains (losses) on investments	(10,638)		(6,702)		(905)
Foreign currency transactions	998		4,998		(1,609)
Forward currency contracts	(5,399)		16,089		(81)
Net realized gains (losses)	(15,039)		14,385		(2,595)
Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments	24,528		(47,190)		239
Affiliate investments	266		8,117		4,136
Net unrealized appreciation (depreciation) on investments	24,794		(39,073)		4,375
Foreign currency transactions	(5,227)		7,037		7,292
Forward currency contracts	3,304		(11,454)		217
Net unrealized appreciation (depreciation)	22,871		(43,490)		11,884
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and foreign currency contracts	7,832		(29,105)		9,289
Loss on extinguishment of debt	—		(181)		(154)
Net increase in net assets resulting from operations	$	87,779	$	33,723	$	33,583
Net investment income per share — basic and diluted	$	2.81	$	2.43	$	2.06
Net increase in net assets resulting from operations per share — basic and diluted	$	3.09	$	1.30	$	2.83
Dividends / distributions per share:
Total dividends / distributions	$	2.48	$	2.10	$	1.83
Weighted average shares outstanding — basic and diluted	28,403,659		25,979,365		11,863,843

See accompanying notes.

F-4

Barings Capital Investment Corporation

Consolidated Statements of Changes in Net Assets 

(in thousands, except share amounts)

	Common Stock			Additional Paid-In Capital		Total Distributable Earnings (Loss)
	Number of Shares	Par Value						Total Net Assets
Balance, December 31, 2020	4,976,474	$	5	$	99,655	$	7,731	$	107,391
Net investment income	—	—		—		24,448		24,448
Net realized loss on investments / foreign currency transactions / forward currency contracts	—	—		—		(2,595)		(2,595)
Net unrealized appreciation on investments / foreign currency transactions / forward currency contracts	—	—		—		11,884		11,884
Loss on extinguishment of debt	—	—		—		(154)		(154)
Return of capital and other tax related adjustments	—	—		(373)		373		—
Issuance of common stock	16,112,694	16		354,751		—		354,767
Purchase of shares in repurchase plan	525,704	1		11,598		(22,512)		(10,913)
Balance, December 31, 2021	21,614,872	$	22	$	465,631	$	19,175	$	484,828
Net investment income	—	—		—		63,009		63,009
Net realized gain on investments / foreign currency transactions / forward currency contracts	—	—		—		14,385		14,385
Net unrealized depreciation on investments / foreign currency transactions / forward currency contracts	—	—		—		(43,490)		(43,490)
Loss on extinguishment of debt	—	—		—		(181)		(181)
Return of capital and other tax related adjustments	—	—		(472)		472		—
Issuance of common stock	5,109,544	5		113,886		—		113,891
Dividends/distributions	1,070,799	1		23,957		(54,301)		(30,343)
Balance, December 31, 2022	27,795,215	$	28	$	603,002	$	(931)	$	602,099
Net investment income	—	—		—		79,947		79,947
Net realized loss on investments / foreign currency transactions / forward currency contracts	—	—		—		(15,039)		(15,039)
Net unrealized appreciation on investments / foreign currency transactions / forward currency contracts	—	—		—		22,871		22,871
Loss on extinguishment of debt	—	—		—		—		—
Return of capital and other tax related adjustments	—	—		50		(50)		—
Issuance of common stock	—	—		—		—		—
Dividends/distributions	1,475,464	1		32,399		(70,282)		(37,882)
Balance, December 31, 2023	29,270,679	$	29	$	635,451	$	16,516	$	651,996

See accompanying notes.

F-5

Barings Capital Investment Corporation

Consolidated Statements of Cash Flows

(in thousands) 

	Year Ended December 31,
	2023		2022		2021
Cash flows from operating activities:
Net increase in net assets resulting from operations	$	87,779	$	33,723	$	33,583
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Purchases of portfolio investments	(275,543)		(590,874)		(920,174)
Repayments received / sales of portfolio investments	174,680		216,060		206,532
Purchases of short-term investments	—		—		(187,908)
Sales of short-term investments	—		—		219,008
Loan origination and other fees received	3,604		10,782		20,312
Net realized (gain) loss on investments	10,638		6,702		905
Net realized (gain) loss on foreign currency transactions	(998)		(4,998)		1,609
Net realized (gain) loss on forward currency contracts	5,399		(16,089)		81
Net unrealized (appreciation) depreciation on investments	(24,794)		39,073		(4,375)
Net unrealized (appreciation) depreciation on foreign currency transactions	5,227		(7,037)		(7,292)
Net unrealized (appreciation) depreciation on forward currency contracts	(3,304)		11,454		(217)
Payment-in-kind interest / dividends	(14,132)		(5,340)		(1,774)
Amortization of deferred financing fees	992		987		1,103
Loss on extinguishment of debt	—		181		154
Amortization of offering costs	—		—		136
Accretion of loan origination and other fees	(5,015)		(4,273)		(2,419)
Amortization / accretion of purchased loan premium / discount	(1,435)		(1,436)		(1,766)
Payments for derivative contracts	(15,509)		(2,296)		(2,280)
Proceeds from derivative contracts	10,110		18,384		2,199
Changes in operating assets and liabilities:
Interest and fees receivable	(6,586)		(4,656)		(11,388)
Prepaid expenses and other assets	16		(23)		(4)
Accounts payable and accrued liabilities	2,570		(2,361)		3,459
Interest payable	1,338		2,368		482
Net cash provided by (used in) operating activities	(44,963)		(299,669)		(650,034)
Cash flows from financing activities:
Borrowings under subscription and credit facilities	82,000		213,607		461,878
Repayments of subscription and credit facilities	(23,779)		(80,381)		(113,473)
Proceeds from notes	—		100,000		—
Financing fees paid	(1)		(1,303)		(3,682)
Issuance of common stock	—		113,891		354,767
Cash dividends / distributions paid	(37,882)		(30,343)		(10,913)
Net cash provided by (used in) financing activities	20,338		315,471		688,577
Net increase (decrease) in cash and foreign currencies	(24,625)		15,802		38,543
Cash and foreign currencies, beginning of year	60,851		45,049		6,506
Cash and foreign currencies, end of year	$	36,226	$	60,851	$	45,049
Supplemental disclosure of cash flow information:
Cash paid for interest	$	49,104	$	22,347	$	5,631
Excise taxes paid during the period	$	561	$	210	$	180
Summary of non-cash financing transactions:
Dividends/distributions paid through DRIP share issuances	$	32,400	$	23,958	$	11,599

See accompanying notes.

F-6

Barings Capital Investment Corporation

Consolidated Schedule of Investments

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Non–Control / Non–Affiliate Investments:
A.T. Holdings II LTD	Other Financial	First Lien Senior Secured Term Loan	14.3% Cash	11/22	09/29	$	7,500	$	7,500	$	7,013	1.1	%	(3) (6)
						7,500		7,500		7,013
Accelerant Holdings	Banking, Finance, Insurance & Real Estate	Class A Convertible Preferred Equity (2,500 shares)	N/A	01/22	N/A			2,500		2,929		0.4	%	(6) (27)
		Class B Convertible Preferred Equity (1,650 shares)	N/A	12/22	N/A			1,666		1,949		0.3	%	(6) (27)
								4,166		4,878
Acclime Holdings HK Limited	Business Services	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	08/21	08/27	1,941		1,907		1,910		0.3	%	(3) (6) (7) (13)
						1,941		1,907		1,910
Accurus Aerospace Corporation	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.8% Cash	04/22	04/28	8,793		8,693		8,529		1.3	%	(6) (7) (12)
		Revolver	SOFR + 5.25%, 10.8% Cash	04/22	04/28	668		659		641		0.1	%	(6) (7) (12) (28)
		Common Stock (175,049.3 shares)	N/A	04/22	N/A			175		205		—	%	(6) (27)
						9,461		9,527		9,375
Acogroup	Business Services	First Lien Senior Secured Term Loan	EURIBOR + 4.65%, 8.6% Cash, 2.3% PIK	03/22	10/26	3,260		3,193		2,899		0.4	%	(3) (6) (7) (9)
						3,260		3,193		2,899
ADB Safegate	Aerospace & Defense	Second Lien Senior Secured Term Loan	SOFR + 9.25%, 14.6% Cash	08/21	10/27	6,343		6,129		5,392		0.8	%	(3) (6) (7) (12)
						6,343		6,129		5,392
Adhefin International	Industrial Other	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash	05/23	05/30	1,831		1,769		1,778		0.3	%	(3) (6) (7) (9) (28)
		Subordinated Term Loan	EURIBOR + 10.5%, 14.4% PIK	05/23	11/30	307		298		300		—	%	(3) (6) (7) (9)
						2,138		2,067		2,078
Advantage Software Company (The), LLC	Advertising, Printing & Publishing	Class A1 Partnership Units (3,012.9 units)	N/A	12/21	N/A			97		241		—	%	(6) (27)
		Class A2 Partnership Units (777.1 units)	N/A	12/21	N/A			25		62		—	%	(6) (27)
		Class B1 Partnership Units (3,012.9 units)	N/A	12/21	N/A			3		—		—	%	(6) (27)
		Class B2 Partnership Units (777.1 units)	N/A	12/21	N/A			1		—		—	%	(6) (27)
								126		303
Air Canada 2020-2 Class B Pass Through Trust	Structured Products	Structured Secured Note - Class B	9.0% Cash	09/20	10/25	1,170		1,170		1,196		0.2	%
						1,170		1,170		1,196
Air Comm Corporation, LLC	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.3% Cash	06/21	07/27	11,627		11,483		11,441		1.8	%	(6) (7) (12)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	06/21	07/27	1,035		1,008		1,035		0.2	%	(6) (7) (12)
						12,662		12,491		12,476
AirX Climate Solutions, Inc.	Diversified Manufacturing	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	11/23	11/29	668		646		645		0.1	%	(6) (7) (12) (28)
		Revolver	SOFR + 6.25%, 11.7% Cash	11/23	11/29	—		(2)		(2)		—	%	(6) (7) (12) (28)
						668		644		643
AIT Worldwide Logistics Holdings, Inc.	Transportation Services	Second Lien Senior Secured Term Loan	SOFR + 7.50%, 13.0% Cash	04/21	04/29	4,849		4,770		4,805		0.7	%	(6) (7) (11)
		Partnership Units (161.64 units)	N/A	04/21	N/A			162		249		—	%	(6) (27)
						4,849		4,932		5,054

F-7

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
AlliA Insurance Brokers NV	Insurance	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	03/23	03/30	$	3,548	$	3,320	$	3,443	0.5	%	(3) (6) (7) (9) (28)
						3,548		3,320		3,443
Amalfi Midco	Healthcare	Subordinated Loan Notes	2.0% Cash, 9.0% PIK	09/22	09/28	2,769		2,451		2,412		0.4	%	(3) (6)
		Class B Common Stock (46,582,594 shares)	N/A	09/22	N/A			520		594		0.1	%	(3) (6) (27)
		Warrants (190,193 units)	N/A	09/22	N/A			2		264		—	%	(3) (6) (27)
						2,769		2,973		3,270
Americo Chemical Products, LLC	Chemicals	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	04/23	04/29	1,935		1,891		1,920		0.3	%	(6) (7) (11)
		Revolver	SOFR + 5.50%, 10.9% Cash	04/23	04/29	—		(10)		(4)		—	%	(6) (7) (11) (28)
		Common Stock (88,110 shares)	N/A	04/23	N/A			88		89		—	%	(6) (27)
						1,935		1,969		2,005
Amtech LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.4% Cash	11/21	11/27	1,789		1,765		1,779		0.3	%	(6) (7) (12)
		Revolver	SOFR + 5.50%, 11.4% Cash	11/21	11/27	82		79		81		—	%	(6) (7) (12) (28)
						1,871		1,844		1,860
AnalytiChem Holding Gmbh	Chemicals	First Lien Senior Secured Term Loan	BBSY + 6.25%, 10.4% Cash	11/21	10/28	880		919		865		0.1	%	(3) (6) (7) (18)
		First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	11/21	10/28	4,461		4,431		4,386		0.7	%	(3) (6) (7) (9)
		First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	04/22	10/28	2,776		2,692		2,730		0.4	%	(3) (6) (7) (9)
		First Lien Senior Secured Term Loan	EURIBOR + 7.00%, 11.0% Cash	01/23	10/28	999		935		989		0.2	%	(3) (6) (7) (9)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.9% Cash	11/21	10/28	614		614		604		0.1	%	(3) (6) (7) (12)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.9% Cash	06/22	10/28	476		476		468		0.1	%	(3) (6) (7) (12)
						10,206		10,067		10,042
APC1 Holding	Diversified Manufacturing	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 9.4% Cash	07/22	07/29	2,541		2,314		2,505		0.4	%	(3) (6) (7) (9)
						2,541		2,314		2,505
APOG Bidco Pty Ltd	Healthcare	Second Lien Senior Secured Term Loan	BBSY + 7.25%, 11.6% Cash	04/22	03/30	949		1,024		935		0.1	%	(3) (6) (7) (17)
						949		1,024		935
Aptus 1829. GmbH	Chemicals, Plastics, and Rubber	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash, 1.5% PIK	09/21	09/27	1,559		1,624		1,300		0.2	%	(3) (6) (7) (10)
		Preferred Stock (9 shares)	N/A	09/21	N/A			79		3		—	%	(3) (6) (27)
		Common Stock (32 shares)	N/A	09/21	N/A			8		—		—	%	(3) (6) (27)
						1,559		1,711		1,303
Apus Bidco Limited	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan	SONIA + 5.50%, 10.7% Cash	02/21	03/28	2,626		2,788		2,589		0.4	%	(3) (6) (7) (15)
						2,626		2,788		2,589
AQA Acquisition Holding, Inc.	High Tech Industries	Second Lien Senior Secured Term Loan	SOFR + 7.50%, 13.0% Cash	03/21	03/29	21,000		20,615		20,935		3.2	%	(6) (7) (12)
						21,000		20,615		20,935
Aquavista Watersides 2 LTD	Transportation Services	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.2% Cash	12/21	12/28	1,923		1,942		1,747		0.3	%	(3) (6) (7) (16) (28)
		Second Lien Senior Secured Term Loan	SONIA + 10.5% PIK, 15.7% PIK	12/21	12/28	552		559		510		0.1	%	(3) (6) (7) (16)
						2,475		2,501		2,257
Arc Education	Consumer Cyclical	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.7% Cash	07/22	07/29	3,856		3,471		3,791		0.6	%	(3) (6) (7) (9) (28)
						3,856		3,471		3,791

F-8

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Archimede	Consumer Services	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash	10/20	10/27	$	7,953	$	7,902	$	7,693	1.2	%	(3) (6) (7) (9)
						7,953		7,902		7,693
Argus Bidco Limited	High Tech Industries	First Lien Senior Secured Term Loan	EURIBOR + 4.00%, 7.6% Cash, 3.3% PIK	07/22	07/29	162		145		153		—	%	(3) (6) (7) (9)
		First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.7% Cash	07/22	07/29	743		687		704		0.1	%	(3) (6) (7) (9) (28)
		First Lien Senior Secured Term Loan	SOFR + 4.00%, 9.3% Cash, 3.3% PIK	07/22	07/29	66		64		62		—	%	(3) (6) (7) (12)
		First Lien Senior Secured Term Loan	SONIA + 4.00%, 8.9% Cash, 3.3% PIK	07/22	07/29	861		783		816		0.1	%	(3) (6) (7) (15)
		First Lien Senior Secured Term Loan	SONIA + 6.50%, 11.4% Cash	07/22	07/29	—		(5)		(14)		—	%	(3) (6) (7) (15)
		Second Lien Senior Secured Term Loan	10.5% PIK	07/22	07/29	390		363		367		0.1	%	(3) (6)
		Preferred Stock (20,780 shares)	10.0% PIK	07/22	N/A			28		21		—	%	(3) (6)
		Equity Loan Notes (20,780 units)	10.0% PIK	07/22	N/A			28		21		—	%	(3) (6)
		Common Stock (232 shares)	N/A	07/22	N/A			—		—		—	%	(3) (6) (27)
						2,222		2,093		2,130
ASC Communications, LLC	Media & Entertainment	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	07/22	07/27	11,141		11,006		11,048		1.7	%	(6) (7) (11)
		Revolver	SOFR + 4.75%, 10.1% Cash	07/22	07/27	—		(8)		(5)		—	%	(6) (7) (11) (28)
		Class A Units (15,545.8 units)	N/A	07/22	N/A			326		425		0.1	%	(6)
						11,141		11,324		11,468
Ascensus, Inc	Brokerage, Asset Managers & Exchanges	Second Lien Senior Secured Term Loan	SOFR + 6.50%, 11.8% Cash	05/21	08/29	7,511		7,458		7,201		1.1	%	(7) (12)
						7,511		7,458		7,201
Astra Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 5.25%, 10.4% Cash	11/21	11/28	1,883		1,903		1,863		0.3	%	(3) (6) (7) (15) (28)
						1,883		1,903		1,863
ATL II MRO Holdings Inc.	Transportation	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	11/22	11/28	6,188		6,054		6,188		0.9	%	(6) (7) (12)
		Revolver	SOFR + 5.50%, 10.9% Cash	11/22	11/28	—		(26)		—		—	%	(6) (7) (12) (28)
						6,188		6,028		6,188
Avance Clinical Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	BBSY + 5.00%, 9.4% Cash	11/21	11/27	1,813		1,832		1,648		0.3	%	(3) (6) (7) (19) (28)
						1,813		1,832		1,648
AVSC Holding Corp.	Advertising	First Lien Senior Secured Term Loan	5.0% Cash, 10.0% PIK	11/20	10/26	4,289		4,245		4,354		0.7	%
						4,289		4,245		4,354
Azalea Buyer, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.7% Cash	11/21	11/27	3,228		3,178		3,206		0.5	%	(6) (7) (12) (28)
		Revolver	SOFR + 5.25%, 10.7% Cash	11/21	11/27	—		(4)		(2)		—	%	(6) (7) (12) (28)
		Subordinated Term Loan	12.0% PIK	11/21	05/28	1,043		1,030		1,020		0.2	%	(6)
		Common Stock (128,205.1 shares)	N/A	11/21	N/A			128		192		—	%	(6) (27)
						4,271		4,332		4,416
Bariacum S.A	Consumer Products	First Lien Senior Secured Term Loan	EURIBOR + 4.75%, 8.6% Cash	11/21	11/28	2,541		2,529		2,541		0.4	%	(3) (6) (7) (10)
						2,541		2,529		2,541
Beyond Risk Management, Inc.	Other Financial	First Lien Senior Secured Term Loan	SOFR + 4.50%, 10.0% Cash	10/21	10/27	2,944		2,923		2,944		0.5	%	(6) (7) (12) (28)
						2,944		2,923		2,944
Bidwax	Non-durable Consumer Goods	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.5% Cash	02/21	02/28	2,320		2,434		2,302		0.4	%	(3) (6) (7) (10)
						2,320		2,434		2,302

F-9

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
BigHand UK Bidco Limited	High Tech Industries	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	01/21	01/28	$	746	$	731	$	700	0.1	%	(3) (6) (7) (13)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	01/21	01/28	99		99		93		—	%	(3) (6) (7) (12)
		First Lien Senior Secured Term Loan	SONIA + 5.75%, 11.1% Cash	01/21	01/28	207		217		194		—	%	(3) (6) (7) (15)
						1,052		1,047		987
Biolam Group	Consumer Non-cyclical	First Lien Senior Secured Term Loan	EURIBOR + 4.25%, 5.5% Cash, 2.8% PIK	12/22	12/29	4,473		4,250		4,117		0.6	%	(3) (6) (7) (9) (28)
						4,473		4,250		4,117
Blue Ribbon, LLC	Brewers	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.3% Cash	05/21	05/28	11,576		11,380		9,970		1.5	%	(7) (11)
						11,576		11,380		9,970
Bounteous, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.7% Cash	08/21	08/27	5,985		5,876		5,488		0.8	%	(6) (7) (12) (28)
						5,985		5,876		5,488
BPG Holdings IV Corp	Diversified Manufacturing	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.4% Cash	03/23	07/29	9,504		8,983		8,934		1.4	%	(6) (7) (12)
						9,504		8,983		8,934
Bridger Aerospace Group Holdings, LLC	Environmental Industries	Municipal Revenue Bond	11.5% Cash	07/22	09/27	13,600		13,600		14,401		2.2	%
		Preferred Stock- Series A (7,309 shares)	7.0% PIK	07/22	N/A			7,776		7,502		1.2	%	(6)
						13,600		21,376		21,903
Brightline Trains Florida LLC	Transportation	Senior Secured Note	8.0% Cash	08/21	01/28	2,000		2,000		1,900		0.3	%	(6)
						2,000		2,000		1,900
Brightpay Limited	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 9.0% Cash	10/21	10/28	2,320		2,315		2,287		0.4	%	(3) (6) (7) (9) (28)
						2,320		2,315		2,287
BrightSign LLC	Media & Entertainment	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	10/21	10/27	3,803		3,778		3,671		0.6	%	(6) (7) (12)
		Revolver	SOFR + 5.75%, 11.2% Cash	10/21	10/27	477		472		452		0.1	%	(6) (7) (12) (28)
		LLC units (596,181.5 units)	N/A	10/21	N/A			596		501		0.1	%	(6) (27)
						4,280		4,846		4,624
British Airways 2020-1 Class B Pass Through Trust	Structured Products	Structured Secured Note - Class B	8.4% Cash	11/20	11/28	596		596		610		0.1	%
						596		596		610
British Engineering Services Holdco Limited	Commercial Services & Supplies	First Lien Senior Secured Term Loan	SONIA + 7.00%, 11.9% Cash	12/20	12/27	2,297		2,384		2,264		0.3	%	(3) (6) (7) (16)
						2,297		2,384		2,264
Burgess Point Purchaser Corporation	Auto Parts & Equipment	Second Lien Senior Secured Term Loan	SOFR + 9.00%, 14.4% Cash	07/22	07/30	2,273		2,194		2,184		0.3	%	(6) (7) (11)
		LP Units (227 units)	N/A	07/22	N/A			227		230		—	%	(6) (27)
						2,273		2,421		2,414
BVI Medical, Inc.	Healthcare	Second Lien Senior Secured Term Loan	EURIBOR + 9.50%, 13.4% Cash	06/22	06/26	6,195		5,739		5,767		0.9	%	(6) (7) (9)
						6,195		5,739		5,767
CAi Software, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.9% Cash	12/21	12/28	3,719		3,663		3,477		0.5	%	(6) (7) (12)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.9% Cash	07/22	12/28	1,022		1,007		956		0.1	%	(6) (7) (12)
		Revolver	SOFR + 6.25%, 11.9% Cash	12/21	12/28	—		(10)		(46)		—	%	(6) (7) (12) (28)
						4,741		4,660		4,387

F-10

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Canadian Orthodontic Partners Corp.	Healthcare	First Lien Senior Secured Term Loan	3.5% Cash, CDOR + 3.5% PIK, 9.0% PIK	06/21	03/26	$	1,660	$	1,780	$	1,270	0.2	%	(3) (6) (7) (21)
		Class A Equity (500,000 units)	N/A	05/22	N/A			389		—		—	%	(3) (6) (27)
		Class C - Warrants (257,127.45 units)	N/A	05/22	N/A			—		—		—	%	(3) (6) (27)
		Class X Equity (45,604 units)	N/A	05/22	N/A			35		—		—	%	(3) (6) (27)
						1,660		2,204		1,270
Caribou Holding Company, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 7.64%, 14.0% Cash	04/22	04/27	2,159		2,136		2,120		0.3	%	(3) (6) (7) (12)
		LLC Units (340,909 units)	N/A	04/22	N/A			341		491		0.1	%	(3) (6) (27)
						2,159		2,477		2,611
Cascade Residential Services LLC	Electric	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	10/23	10/29	1,342		1,286		1,284		0.2	%	(6) (7) (12) (28)
		Revolver	SOFR + 5.00%, 10.4% Cash	10/23	10/29	—		(4)		(4)		—	%	(6) (7) (12) (28)
						1,342		1,282		1,280
Ceres Pharma NV	Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 10.1% Cash	10/21	10/28	5,644		5,462		5,466		0.8	%	(3) (6) (7) (10)
						5,644		5,462		5,466
CGI Parent, LLC	Business Equipment & Services	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.3% Cash	02/22	02/28	5,092		5,018		4,990		0.8	%	(6) (7) (12)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.3% Cash	12/22	02/28	1,583		1,543		1,551		0.2	%	(6) (7) (12)
		Revolver	SOFR + 5.75%, 11.3% Cash	02/22	02/28	—		(24)		(33)		—	%	(6) (7) (12) (28)
		Preferred Stock (657 shares)	N/A	02/22	N/A			722		1,190		0.2	%	(6) (27)
						6,675		7,259		7,698
Cobham Slip Rings SAS	Diversified Manufacturing	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	11/21	11/28	1,995		1,961		1,981		0.3	%	(3) (6) (7) (12)
						1,995		1,961		1,981
Compass Precision, LLC	Aerospace & Defense	Senior Subordinated Term Loan	11.0% Cash, 1.0% PIK	04/22	04/28	642		632		622		0.1	%	(6)
		LLC Units (46,085.6 units)	N/A	04/22	N/A			125		142		—	%	(6) (27)
						642		757		764
Comply365, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	04/22	04/28	6,694		6,593		6,561		1.0	%	(6) (7) (12)
		Revolver	SOFR + 5.00%, 10.4% Cash	04/22	12/29	—		(8)		(11)		—	%	(6) (7) (12) (28)
						6,694		6,585		6,550
Contabo Finco S.À R.L.	Internet Software & Services	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.2% Cash	10/22	10/29	1,029		908		1,021		0.2	%	(3) (6) (7) (9)
						1,029		908		1,021
Core Scientific, Inc.	Technology	Equipment Term Loan	9.8% Cash	03/22	03/25	17,979		17,383		13,484		2.1	%	(3) (6) (26)
		Common Stock (53,700 shares)	N/A	09/22	N/A			174		78		—	%	(3) (27)
						17,979		17,557		13,562
Coyo Uprising GmbH	Technology	First Lien Senior Secured Term Loan	EURIBOR + 3.25%, 6.3% Cash, 3.4% PIK	09/21	09/28	10,888		11,214		10,542		1.6	%	(3) (6) (7) (9) (28)
		Class A Units (531 units)	N/A	09/21	N/A			248		255		—	%	(3) (6) (27)
		Class B Units (231 units)	N/A	09/21	N/A			538		611		0.1	%	(3) (6) (27)
						10,888		12,000		11,408
CSL DualCom	Tele-communications	First Lien Senior Secured Term Loan	SONIA + 5.25%, 10.5% Cash	09/20	09/27	2,125		1,962		2,125		0.3	%	(3) (6) (7) (14) (28)
						2,125		1,962		2,125

F-11

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
CW Group Holdings, LLC	High Tech Industries	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.4% Cash	01/21	01/27	$	7,880	$	7,781	$	7,876	1.2	%	(6) (7) (12)
		LLC Units (403,441 units)	N/A	01/21	N/A			403		722		0.1	%	(6) (27)
						7,880		8,184		8,598
DataServ Integrations, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	11/22	11/28	1,899		1,863		1,873		0.3	%	(6) (7) (12)
		Revolver	SOFR + 5.75%, 11.1% Cash	11/22	11/28	—		(8)		(7)		—	%	(6) (7) (12) (28)
		Partnership Units (96,153.9 units)	N/A	11/22	N/A			96		96		—	%	(6) (27)
						1,899		1,951		1,962
DecksDirect, LLC	Building Materials	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	12/21	12/26	1,675		1,644		1,638		0.3	%	(6) (7) (11)
		Revolver	SOFR + 6.25%, 11.7% Cash	12/21	12/26	—		(6)		(9)		—	%	(6) (7) (11) (28)
		Common Stock (1,280.8 shares)	N/A	12/21	N/A			55		41		—	%	(6) (27)
						1,675		1,693		1,670
DISA Holdings Corp.	Other Industrial	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	11/22	09/28	3,963		3,846		3,963		0.6	%	(6) (7) (11) (28)
		Revolver	SOFR + 5.50%, 10.8% Cash	11/22	09/28	60		53		60		—	%	(6) (7) (11) (28)
						4,023		3,899		4,023
Dragon Bidco	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.9% Cash	04/21	04/28	4,860		4,798		4,812		0.7	%	(3) (6) (7) (10)
						4,860		4,798		4,812
Dune Group	Health Care Equipment	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 10.0% Cash	09/21	09/28	201		187		180		—	%	(3) (6) (7) (9) (28)
		First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.3% Cash	09/21	09/28	3,483		3,443		3,403		0.5	%	(3) (6) (7) (12)
						3,684		3,630		3,583
Dunlipharder B.V.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.10%, 11.5% Cash	06/22	06/28	1,000		988		993		0.2	%	(3) (6) (7) (12)
						1,000		988		993
Dwyer Instruments, Inc.	Electric	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	07/21	07/27	11,356		11,206		11,129		1.7	%	(6) (7) (12) (28)
						11,356		11,206		11,129
Echo Global Logistics, Inc.	Air Transportation	Second Lien Senior Secured Term Loan	SOFR + 7.00%, 12.5% Cash	11/21	11/29	7,605		7,498		7,103		1.1	%	(6) (7) (12)
		Partnership Equity (289.2 units)	N/A	11/21	N/A			289		267		—	%	(6) (27)
						7,605		7,787		7,370
EFC International	Automotive	Senior Unsecured Term Loan	11.0% Cash, 2.5% PIK	03/23	05/28	693		675		678		0.1	%	(6)
		Common Stock (145.5 shares)	N/A	03/23	N/A			205		268		—	%	(6) (27)
						693		880		946
Ellkay, LLC	Healthcare and Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.5% Cash	09/21	09/27	3,696		3,646		3,341		0.5	%	(6) (7) (12)
						3,696		3,646		3,341
EMI Porta Holdco LLC	Diversified Manufacturing	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.5% Cash	12/21	12/27	8,049		7,936		7,156		1.1	%	(6) (7) (12)
		Revolver	SOFR + 5.75%, 11.5% Cash	12/21	12/27	1,098		1,082		957		0.1	%	(6) (7) (12) (28)
						9,147		9,018		8,113
Entact Environmental Services, Inc.	Environmental Industries	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	02/21	12/25	4,475		4,447		4,475		0.7	%	(6) (7) (12)
						4,475		4,447		4,475
EPS NASS Parent, Inc.	Electrical Components & Equipment	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	04/21	04/28	4,389		4,330		4,187		0.6	%	(6) (7) (12)
						4,389		4,330		4,187

F-12

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
eShipping, LLC	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	11/21	11/27	$	6,686	$	6,595	$	6,686	1.0	%	(6) (7) (11)
		Revolver	SOFR + 5.00%, 10.5% Cash	11/21	11/27	—		(14)		—		—	%	(6) (7) (11) (28)
						6,686		6,581		6,686
Eurofins Digital Testing International LUX Holding SARL	Technology	First Lien Senior Secured Term Loan	EURIBOR + 4.50%, 8.5% Cash, 2.8% PIK	12/22	12/29	1,055		943		698		0.1	%	(3) (6) (7) (9) (28)
		First Lien Senior Secured Term Loan	SOFR + 4.50%, 9.8% Cash, 2.8% PIK	12/22	12/29	533		520		467		0.1	%	(3) (6) (7) (12)
		First Lien Senior Secured Term Loan	SONIA + 4.50%, 9.5% Cash, 2.8% PIK	12/22	12/29	1,595		1,503		1,397		0.2	%	(3) (6) (7) (15)
		Senior Subordinated Term Loan	11.5% PIK	12/22	12/29	421		394		362		0.1	%	(3) (6)
						3,604		3,360		2,924
Events Software BidCo Pty Ltd	Technology	First Lien Senior Secured Term Loan	BBSY + 6.50%, 10.8% Cash	03/22	03/28	1,748		1,864		1,535		0.2	%	(3) (6) (7) (19) (28)
		First Lien Senior Secured Term Loan	BBSY + 6.50%, 10.8% Cash	03/22	09/24	22		21		20		—	%	(3) (6) (7) (19)
						1,770		1,885		1,555
Express Wash Acquisition Company, LLC	Consumer Cyclical	First Lien Senior Secured Term Loan	SOFR + 6.50%, 12.2% Cash	07/22	07/28	4,267		4,200		4,216		0.6	%	(6) (7) (12)
		Revolver	SOFR + 6.50%, 12.2% Cash	07/22	07/28	94		91		92		—	%	(6) (7) (12) (28)
						4,361		4,291		4,308
Faraday	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	01/23	01/30	1,683		1,591		1,632		0.3	%	(3) (6) (7) (9) (28)
						1,683		1,591		1,632
Ferrellgas L.P.	Oil & Gas Equipment & Services	Opco Preferred Units (2,886 units)	N/A	03/21	N/A			2,799		2,670		0.4	%	(6)
								2,799		2,670
Finaxy Holding	Banking	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	11/23	11/30	4,534		4,278		4,421		0.7	%	(3) (6) (7) (9)
		Subordinated Term Loan	10.3% PIK	11/23	05/31	683		648		670		0.1	%	(3) (6)
						5,217		4,926		5,091
Fineline Technologies, Inc.	Consumer Services	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	02/21	02/28	1,705		1,688		1,704		0.3	%	(6) (7) (12)
						1,705		1,688		1,704
Finexvet	Consumer Cyclical	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 9.9% Cash	03/22	03/29	2,485		2,396		2,426		0.4	%	(3) (6) (7) (10)
		First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 9.9% Cash	05/23	03/29	1,863		1,779		1,803		0.3	%	(3) (6) (7) (10) (28)
						4,348		4,175		4,229
FinThrive Software Intermediate Holdings Inc.	Business Equipment & Services	Preferred Stock (3,188.5 shares)	11.0% PIK	03/22	N/A			4,267		2,551		0.4	%	(6)
								4,267		2,551
FitzMark Buyer, LLC	Cargo & Transportation	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	12/20	12/26	2,429		2,403		2,370		0.4	%	(6) (7) (11)
						2,429		2,403		2,370
Five Star Holding LLC	Packaging	Second Lien Senior Secured Term Loan	SOFR + 7.25%, 12.6% Cash	05/22	05/30	7,143		7,023		6,993		1.1	%	(6) (7) (12)
		LLC Units (504.5 units)	N/A	05/22	N/A			504		446		0.1	%	(6) (27)
						7,143		7,527		7,439
Flexential Issuer, LLC	Information Technology	Structured Secured Note - Class C	6.9% Cash	11/21	11/51	10,000		9,289		8,242		1.3	%
						10,000		9,289		8,242
Flywheel Re Segregated Portfolio 2022-4	Investment Funds	Preferred Stock (1,885,524 units)	N/A	08/22	N/A			1,886		2,131		0.3	%	(3) (6) (27)
								1,886		2,131

F-13

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Footco 40 Limited	Media & Entertainment	First Lien Senior Secured Term Loan	SONIA + 6.75%, 11.9% Cash	04/22	04/29	$	1,860	$	1,847	$	1,808	0.3	%	(3) (6) (7) (15) (28)
						1,860		1,847		1,808
Fortis Payment Systems, LLC	Other Financial	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.7% Cash	10/22	02/26	2,480		2,443		2,480		0.4	%	(6) (7) (12) (28)
						2,480		2,443		2,480
FragilePak LLC	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.4% Cash	05/21	05/27	7,369		7,243		7,037		1.1	%	(6) (7) (12)
		Partnership Units (889.3 units)	N/A	05/21	N/A			889		599		0.1	%	(6) (27)
						7,369		8,132		7,636
FSS Buyer LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	08/21	08/28	7,607		7,499		7,573		1.2	%	(6) (7) (12)
		LP Interest (1,973.6 units)	N/A	08/21	N/A			20		28		—	%	(6) (27)
		LP Units (8,677.3 units)	N/A	08/21	N/A			87		122		—	%	(6) (27)
						7,607		7,606		7,723
GB Eagle Buyer, Inc.	Capital Goods	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	12/22	12/28	12,455		12,132		12,380		1.9	%	(6) (7) (12)
		Revolver	SOFR + 6.25%, 11.6% Cash	12/22	12/28	—		(48)		(12)		—	%	(6) (7) (12) (28)
		Partnership Units (515 units)	N/A	12/22	N/A			515		659		0.1	%	(6) (27)
						12,455		12,599		13,027
Global Academic Group Limited	Industrial Other	First Lien Senior Secured Term Loan	BBSY + 6.00%, 10.3% Cash	07/22	07/27	1,678		1,677		1,652		0.3	%	(3) (6) (7) (18)
		First Lien Senior Secured Term Loan	BKBM + 6.00%, 11.7% Cash	07/22	07/27	2,913		2,819		2,864		0.4	%	(3) (6) (7) (22) (28)
						4,591		4,496		4,516
Gojo Industries, Inc.	Industrial Other	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash, 4.5% PIK	10/23	10/28	2,331		2,264		2,261		0.3	%	(6) (7) (12)
						2,331		2,264		2,261
GPNZ II GmbH	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 10.00%, 13.8% Cash	06/22	06/29	475		446		265		—	%	(3) (6) (7) (8)
		First Lien Senior Secured Term Loan	10.0% PIK	06/22	06/29	124		122		124		—	%	(3) (6) (28)
		Common Stock (5,785 shares)	N/A	10/23	N/A			—		—		—	%	(3) (6) (27)
						599		568		389
Greenhill II BV	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.2% Cash	07/22	07/29	908		815		894		0.1	%	(3) (6) (7) (9) (28)
						908		815		894
Groupe Guemas	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.1% Cash	10/23	09/30	2,574		2,403		2,503		0.4	%	(3) (6) (7) (10)
						2,574		2,403		2,503
Groupe Product Life	Consumer Non-cyclical	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash	10/22	10/29	1,103		1,006		1,059		0.2	%	(3) (6) (7) (9)
						1,103		1,006		1,059
Gusto Aus BidCo Pty Ltd	Consumer Non-cyclical	First Lien Senior Secured Term Loan	BBSY + 6.50%, 10.9% Cash	10/22	10/28	2,279		2,083		2,235		0.3	%	(3) (6) (7) (18) (28)
						2,279		2,083		2,235
HeartHealth Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	BBSY + 4.75%, 9.4% Cash	09/22	09/28	692		632		674		0.1	%	(3) (6) (7) (18) (28)
						692		632		674
Heartland Veterinary Partners, LLC	Healthcare	Subordinated Term Loan	11.0% PIK	11/21	12/28	4,462		4,396		3,936		0.6	%	(6)
						4,462		4,396		3,936
HEKA Invest	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash	10/22	10/29	5,174		4,478		5,080		0.8	%	(3) (6) (7) (9) (28)
						5,174		4,478		5,080

F-14

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
HemaSource, Inc.	Healthcare	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.4% Cash	08/23	08/29	$	3,633	$	3,546	$	3,550	0.5	%	(6) (7) (12)
		Revolver	SOFR + 6.00%, 11.4% Cash	08/23	08/29	192		170		171		—	%	(6) (7) (12) (28)
		Common Stock (50,540 shares)	N/A	08/23	N/A			51		51		—	%	(6) (27)
						3,825		3,767		3,772
Home Care Assistance, LLC	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	03/21	03/27	4,453		4,401		4,070		0.6	%	(6) (7) (12)
						4,453		4,401		4,070
HomeX Services Group LLC	Home Construction	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	11/23	11/29	527		510		510		0.1	%	(6) (7) (11) (28)
		Revolver	SOFR + 5.50%, 10.9% Cash	11/23	11/29	—		(3)		(3)		—	%	(6) (7) (11) (28)
						527		507		507
Honour Lane Logistics Holdings Limited	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	04/22	11/28	7,083		6,920		6,545		1.0	%	(3) (6) (7) (11)
						7,083		6,920		6,545
HTI Technology & Industries	Electronic Component Manufacturing	First Lien Senior Secured Term Loan	SOFR + 8.50%, 14.0% Cash	07/22	07/25	5,711		5,656		5,677		0.9	%	(6) (7) (12) (28)
		Revolver	SOFR + 8.50%, 14.0% Cash	07/22	07/25	—		(5)		(3)		—	%	(6) (7) (12) (28)
						5,711		5,651		5,674
Hygie 31 Holding	Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.4% Cash	09/22	09/29	331		282		326		0.1	%	(3) (6) (7) (10)
						331		282		326
IM Square	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 9.5% Cash	05/21	04/28	3,535		3,768		3,472		0.5	%	(3) (6) (7) (9)
						3,535		3,768		3,472
Infoblox Inc.	Technology	Second Lien Senior Secured Term Loan	SOFR + 7.25%, 12.6% Cash	09/20	12/28	2,843		2,833		2,842		0.4	%	(7) (13)
						2,843		2,833		2,842
Infoniqa Holdings GmbH	Technology	First Lien Senior Secured Term Loan	EURIBOR + 4.75%, 8.7% Cash	11/21	11/28	2,686		2,695		2,664		0.4	%	(3) (6) (7) (10)
						2,686		2,695		2,664
Innovad Group II BV	Beverage, Food & Tobacco	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.6% Cash	04/21	04/28	4,324		4,517		4,099		0.6	%	(3) (6) (7) (10) (28)
		First Lien Senior Secured Term Loan	SARON + 5.75%, 7.5% Cash	05/23	04/28	720		673		684		0.1	%	(3) (6) (7) (23)
						5,044		5,190		4,783
INOS 19-090 GmbH	Aerospace & Defense	First Lien Senior Secured Term Loan	EURIBOR + 5.37%, 9.3% Cash	12/20	12/27	1,155		1,214		1,155		0.2	%	(3) (6) (7) (9) (28)
						1,155		1,214		1,155
Interstellar Group B.V.	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 9.4% Cash	08/22	08/29	1,696		1,587		1,676		0.3	%	(3) (6) (7) (9) (28)
						1,696		1,587		1,676
InvoCare Limited	Consumer Cyclical Services	First Lien Senior Secured Term Loan	BBSY + 6.25%, 10.7% Cash	11/23	11/29	850		789		820		0.1	%	(3) (6) (7) (18) (28)
						850		789		820
Isolstar Holding NV (IPCOM)	Trading Companies & Distributors	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.5% Cash	10/22	10/29	4,857		4,173		4,778		0.7	%	(3) (6) (7) (9) (28)
						4,857		4,173		4,778
ISTO Technologies II, LLC	Healthcare	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	10/23	10/28	2,262		2,207		2,205		0.3	%	(6) (7) (12)
		Revolver	SOFR + 6.25%, 11.6% Cash	10/23	10/28	—		(6)		(6)		—	%	(6) (7) (12) (28)
						2,262		2,201		2,199

F-15

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
ITI Intermodal, Inc.	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 6.50%, 12.0% Cash	12/21	12/27	$	6,434	$	6,277	$	6,306	1.0	%	(6) (7) (12)
		Revolver	SOFR + 6.50%, 12.0% Cash	12/21	12/27	52		37		34		—	%	(6) (7) (12) (28)
		Common Stock (3,750.4 shares)	N/A	01/22	N/A			375		357		0.1	%	(6) (27)
						6,486		6,689		6,697
JetBlue 2019-1 Class B Pass Through Trust	Structured Products	Structured Secured Note - Class B	8.0% Cash	08/20	11/27	1,221		1,221		1,210		0.2	%
						1,221		1,221		1,210
JF Acquisition, LLC	Automotive	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	05/21	07/26	3,568		3,514		3,390		0.5	%	(6) (7) (12)
						3,568		3,514		3,390
Jon Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	BKBM + 4.50%, 10.2% Cash	03/22	03/27	2,139		2,286		2,111		0.3	%	(3) (6) (7) (22) (28)
						2,139		2,286		2,111
Jones Fish Hatcheries & Distributors LLC	Consumer Products	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	02/22	02/28	3,481		3,422		3,413		0.5	%	(6) (7) (12)
		Revolver	SOFR + 5.50%, 11.0% Cash	02/22	02/28	—		(6)		(8)		—	%	(6) (7) (12) (28)
		LLC Units (1,017.9 units)	N/A	02/22	N/A			107		228		—	%	(6)
						3,481		3,523		3,633
Kano Laboratories LLC	Chemicals, Plastics & Rubber	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	11/20	11/26	4,930		4,839		4,886		0.7	%	(6) (7) (12) (28)
		Partnership Equity (78.7 units)	N/A	11/20	N/A			79		87		—	%	(6) (27)
						4,930		4,918		4,973
Kid Distro Holdings, LLC	Media & Entertainment	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	10/21	10/27	18,766		18,513		18,672		2.9	%	(6) (7) (12)
		LLC Units (850,236.1 units)	N/A	10/21	N/A			851		799		0.1	%	(6) (27)
						18,766		19,364		19,471
Kona Buyer, LLC	High Tech Industries	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	12/20	12/27	5,286		5,217		5,286		0.8	%	(6) (7) (12)
						5,286		5,217		5,286
Lambir Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.4% Cash	12/21	12/28	3,622		3,576		3,380		0.5	%	(3) (6) (7) (9) (28)
		Second Lien Senior Secured Term Loan	12.0% PIK	12/21	06/29	1,234		1,225		1,123		0.2	%	(3) (6)
						4,856		4,801		4,503
LeadsOnline, LLC	Business Equipment & Services	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	02/22	02/28	10,845		10,708		10,737		1.6	%	(6) (7) (12)
		Revolver	SOFR + 5.75%, 11.2% Cash	02/22	02/28	312		289		300		—	%	(6) (7) (12) (28)
		LLC Units (61,304.0 units)	N/A	02/22	N/A			63		180		—	%	(6)
						11,157		11,060		11,217
Learfield Communications, LLC	Broadcasting	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	08/20	06/28	3,925		3,925		3,778		0.6	%	(7) (11)
		Common Stock (67,185 shares)	N/A	08/20	N/A			2,209		2,872		0.4	%	(6) (27)
						3,925		6,134		6,650
LivTech Purchaser, Inc.	Business Services	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.6% Cash	01/21	12/25	3,319		3,303		3,310		0.5	%	(6) (7) (12)
						3,319		3,303		3,310
Long Term Care Group, Inc.	Healthcare	First Lien Senior Secured Term Loan	SOFR + 1.00%, 6.3% Cash, 6.0% PIK	04/22	09/27	4,997		4,926		3,813		0.6	%	(6) (7) (11)
						4,997		4,926		3,813

F-16

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Marmoutier Holding B.V.	Consumer Products	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 3.9% Cash, 6.8% PIK	12/21	12/28	$	2,466	$	2,437	$	1,793	0.3	%	(3) (6) (7) (9) (28)
		Revolver	EURIBOR + 5.75%, 3.9% Cash, 5.8% PIK	12/21	12/28	52		47		9		—	%	(3) (6) (7) (9) (28)
						2,518		2,484		1,802
Marshall Excelsior Co.	Capital Goods	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	02/22	02/28	6,533		6,455		6,324		1.0	%	(6) (7) (12)
		Revolver	SOFR + 5.50%, 11.0% Cash	02/22	02/28	1,200		1,180		1,157		0.2	%	(6) (7) (12) (28)
						7,733		7,635		7,481
MC Group Ventures Corporation	Business Services	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	07/21	06/27	4,368		4,306		4,352		0.7	%	(6) (7) (12) (28)
		Partnership Units (373.3 Units)	N/A	06/21	N/A			373		389		0.1	%	(6) (27)
						4,368		4,679		4,741
Median B.V.	Healthcare	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.4% Cash	02/22	10/27	3,952		4,098		3,576		0.5	%	(3) (7) (16)
						3,952		4,098		3,576
Mercell Holding AS	Technology	First Lien Senior Secured Term Loan	NIBOR + 5.50%, 10.1% Cash	08/22	08/29	1,546		1,568		1,521		0.2	%	(3) (6) (7) (24) (28)
		Class A Units (57.2 units)	9.0% PIK	08/22	N/A			56		64		—	%	(3) (6) (27)
		Class B Units (14,471.9 units)	N/A	08/22	N/A			—		26		—	%	(3) (6) (27)
						1,546		1,624		1,611
MNS Buyer, Inc.	Construction and Building	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	08/21	08/27	905		893		901		0.1	%	(6) (7) (11)
		Partnership Units (76.92 Units)	N/A	08/21	N/A			77		82		—	%	(6) (27)
						905		970		983
Modern Star Holdings Bidco Pty Limited	Non-durable Consumer Goods	First Lien Senior Secured Term Loan	BBSY + 5.50%, 10.3% Cash	12/20	12/26	2,154		2,245		2,134		0.3	%	(3) (6) (7) (17) (28)
						2,154		2,245		2,134
Moonlight Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 6.25%, 11.6% Cash	07/23	07/30	1,894		1,875		1,832		0.3	%	(3) (6) (7) (15) (28)
		Common Stock (107,714 shares)	N/A	07/23	N/A			138		1,380		0.2	%	(3) (6) (27)
						1,894		2,013		3,212
Murphy Midco Limited	Media, Diversified & Production	First Lien Senior Secured Term Loan	SONIA + 5.25%, 10.7% Cash	11/20	11/27	1,869		1,856		1,869		0.3	%	(3) (6) (7) (16)
						1,869		1,856		1,869
Music Reports, Inc.	Media & Entertainment	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	08/20	08/26	5,031		4,970		5,003		0.8	%	(6) (7) (12)
						5,031		4,970		5,003
Napa Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	BBSY + 5.50%, 9.9% Cash	03/22	03/28	7,120		7,356		6,870		1.1	%	(3) (6) (7) (18)
						7,120		7,356		6,870
Narda Acquisitionco., Inc.	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	12/21	12/27	2,918		2,883		2,901		0.4	%	(6) (7) (12)
		Revolver	SOFR + 5.00%, 10.5% Cash	12/21	12/27	—		(8)		(4)		—	%	(6) (7) (12) (28)
		Class A Preferred Stock (2,392.9 shares)	N/A	12/21	N/A			239		279		—	%	(6) (27)
		Class B Common Stock (265.9 shares)	N/A	12/21	N/A			27		119		—	%	(6) (27)
						2,918		3,141		3,295

F-17

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Navia Benefit Solutions, Inc.	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	02/21	02/27	$	9,165	$	9,090	$	9,004	1.4	%	(6) (7) (11)
		First Lien Senior Secured Term Loan	SOFR + 2.00%, 7.4% Cash, 3.0% PIK	11/22	02/27	5,959		5,847		5,855		0.9	%	(6) (7) (11)
						15,124		14,937		14,859
NAW Buyer LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	09/23	09/29	3,022		2,913		2,919		0.4	%	(6) (7) (12) (28)
		Revolver	SOFR + 5.75%, 11.1% Cash	09/23	09/29	76		67		67		—	%	(6) (7) (12) (28)
		LLC Units (94,502 units)	N/A	09/23	N/A			95		95		—	%	(6) (27)
						3,098		3,075		3,081
NeoxCo	Internet Software & Services	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.5% Cash	01/23	01/30	2,145		2,041		2,090		0.3	%	(3) (6) (7) (10) (28)
						2,145		2,041		2,090
Next Holdco, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.3% Cash	11/23	11/30	738		724		724		0.1	%	(6) (7) (11) (28)
		Revolver	SOFR + 6.00%, 11.3% Cash	11/23	11/29	—		(1)		(1)		—	%	(6) (7) (11) (28)
						738		723		723
NF Holdco, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 6.50%, 11.8%	03/23	03/29	4,231		4,116		4,136		0.6	%	(6) (7) (12)
		Revolver	SOFR + 6.50%, 11.8% Cash	03/23	03/29	295		275		278		—	%	(6) (7) (12) (28)
		LLC Units (426,340 units)	N/A	03/23	N/A			438		422		0.1	%	(6) (27)
						4,526		4,829		4,836
Northstar Recycling, LLC	Environmental Industries	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	10/21	09/27	3,915		3,862		3,888		0.6	%	(6) (7) (12)
						3,915		3,862		3,888
Novotech Aus Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	SOFR + 5.25%, 11.1% Cash	01/22	01/28	6,754		6,629		6,695		1.0	%	(3) (6) (7) (13) (28)
						6,754		6,629		6,695
NPM Investments 28 B.V.	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.9% Cash	09/22	10/29	2,219		1,912		2,175		0.3	%	(3) (6) (7) (9) (28)
						2,219		1,912		2,175
OA Buyer, Inc.	Healthcare	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	12/21	12/28	6,519		6,420		6,461		1.0	%	(6) (7) (11)
		Revolver	SOFR + 5.50%, 10.9% Cash	12/21	12/28	—		(19)		(12)		—	%	(6) (7) (11) (28)
		Partnership Units (210,920.11 units)	N/A	12/21	N/A			211		276		—	%	(6) (27)
						6,519		6,612		6,725
OAC Holdings I Corp	Automotive	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	03/22	03/29	1,788		1,761		1,727		0.3	%	(6) (7) (12)
		Revolver	SOFR + 5.00%, 10.5% Cash	03/22	03/28	—		(10)		(23)		—	%	(6) (7) (12) (28)
						1,788		1,751		1,704
Ocelot Holdco LLC	Construction Machinery	Super Senior Takeback Loan	10.0% Cash	10/23	10/27	96		96		96		—	%	(6)
		Takeback Term Loan	10.0% Cash	10/23	10/27	513		513		513		0.1	%	(6)
		Preferred Stock (42.7 shares)	15.0% PIK	10/23	N/A			273		365		0.1	%	(6)
		Common Stock (32.7 shares)	N/A	10/23	N/A			—		—		—	%	(6) (27)
						609		882		974
Ocular Therapeutix, Inc.	Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.1% Cash	08/23	07/29	1,965		1,909		1,906		0.3	%	(3) (6) (7) (11)
						1,965		1,909		1,906
OG III B.V.	Containers & Glass Products	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.7% Cash	06/21	06/28	6,844		7,259		6,632		1.0	%	(3) (6) (7) (9)
						6,844		7,259		6,632

F-18

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Omni Intermediate Holdings, LLC	Transportation	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	12/20	12/26	$	10,669	$	10,616	$	10,082	1.5	%	(6) (7) (12)
						10,669		10,616		10,082
Oracle Vision Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 4.75%, 9.9% Cash	06/21	05/28	1,353		1,466		1,353		0.2	%	(3) (6) (7) (16)
						1,353		1,466		1,353
Origin Bidco Limited	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.2% Cash	06/21	06/28	327		354		326		0.1	%	(3) (6) (7) (9)
		First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.7% Cash	06/21	06/28	533		523		531		0.1	%	(3) (6) (7) (12)
						860		877		857
ORTEC INTERNATIONAL NEWCO B.V.	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.7% Cash	12/23	12/30	1,010		973		985		0.2	%	(3) (6) (7) (9)
						1,010		973		985
OSP Hamilton Purchaser, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	12/21	12/29	6,871		6,763		6,733		1.0	%	(6) (7) (12)
		Revolver	SOFR + 6.00%, 11.5% Cash	12/21	12/29	—		(6)		(6)		—	%	(6) (7) (12) (28)
		LP Units (138,399 units)	N/A	07/22	N/A			138		138		—	%	(6)
						6,871		6,895		6,865
Panoche Energy Center LLC	Electric	First Lien Senior Secured Bond	6.9% Cash	07/22	07/29	4,355		3,970		4,224		0.6	%	(6)
						4,355		3,970		4,224
Parkview Dental Holdings LLC	Healthcare	First Lien Senior Secured Term Loan	SOFR + 8.30%, 13.6% Cash	10/23	10/29	499		485		484		0.1	%	(6) (7) (12) (28)
		LLC Units (23,810 units)	N/A	10/23	N/A			238		238		—	%	(6) (27)
						499		723		722
PDQ.Com Corporation	Business Equipment & Services	First Lien Senior Secured Term Loan	SOFR + 5.21%, 10.7% Cash	08/21	08/27	12,648		12,490		12,648		1.9	%	(6) (7) (12)
		Class A-2 Partnership Units (86.4 units)	N/A	08/21	N/A			86		131		—	%	(6)
						12,648		12,576		12,779
Perimeter Master Note Business Trust	Credit Card ABS	Structured Secured Note - Class A	4.7% Cash	05/22	05/27	137		137		129		—	%	(3) (6)
		Structured Secured Note - Class B	5.4% Cash	05/22	05/27	137		137		131		—	%	(3) (6)
		Structured Secured Note - Class C	5.9% Cash	05/22	05/27	137		137		126		—	%	(3) (6)
		Structured Secured Note - Class D	8.5% Cash	05/22	05/27	137		137		125		—	%	(3) (6)
		Structured Secured Note - Class E	11.4% Cash	05/22	05/27	6,986		6,986		6,406		1.0	%	(3) (6)
						7,534		7,534		6,917
Permaconn BidCo Pty Ltd	Tele-communications	First Lien Senior Secured Term Loan	BBSY + 6.25%, 10.7% Cash	12/21	07/29	4,914		4,746		4,823		0.7	%	(3) (6) (7) (18)
						4,914		4,746		4,823
Polara Enterprises, L.L.C.	Capital Equipment	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.2% Cash	12/21	12/27	1,909		1,882		1,909		0.3	%	(6) (7) (12)
		Revolver	SOFR + 4.75%, 10.2% Cash	12/21	12/27	—		(4)		—		—	%	(6) (7) (12) (28)
		Partnership Units (3,704.3 units)	N/A	12/21	N/A			370		643		0.1	%	(6)
						1,909		2,248		2,552

F-19

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Policy Services Company, LLC	Property & Casualty Insurance	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.6% Cash, 4.0% PIK	12/21	06/26	$	21,494	$	21,138	$	21,140	3.2	%	(6) (7) (12)
		Warrants - Class A (1.0710 units)	N/A	12/21	N/A			—		543		0.1	%	(6) (27)
		Warrants - Class B (0.3614 units)	N/A	12/21	N/A			—		183		—	%	(6) (27)
		Warrants - Class CC (0.0372 units)	N/A	12/21	N/A			—		—		—	%	(6) (27)
		Warrants - Class D (0.1035 units)	N/A	12/21	N/A			—		52		—	%	(6) (27)
						21,494		21,138		21,918
Premium Franchise Brands, LLC	Research & Consulting Services	First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.5% Cash	12/20	12/26	11,695		11,555		11,620		1.8	%	(6) (7) (12)
						11,695		11,555		11,620
Premium Invest	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.5% Cash	06/21	12/30	2,334		2,139		2,258		0.3	%	(3) (6) (7) (10) (28)
						2,334		2,139		2,258
Preqin MC Limited	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan	SOFR + 5.25%, 11.0% Cash	08/21	07/28	3,147		3,080		3,135		0.5	%	(3) (6) (7) (13)
						3,147		3,080		3,135
Process Insights Acquisition, Inc.	Electronics	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	07/23	07/29	3,554		3,458		3,529		0.5	%	(6) (7) (12) (28)
		Revolver	SOFR + 6.25%, 11.6% Cash	07/23	07/29	—		(16)		(4)		—	%	(6) (7) (12) (28)
		Common Stock (188 shares)	N/A	07/23	N/A			188		227		—	%	(6) (27)
						3,554		3,630		3,752
ProfitOptics, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.5% Cash	03/22	03/28	654		644		654		0.1	%	(6) (7) (13)
		Revolver	SOFR + 5.75%, 11.5% Cash	03/22	03/28	110		107		110		—	%	(6) (7) (13) (28)
		Senior Subordinated Term Loan	8.0% Cash	03/22	03/29	32		32		29		—	%	(6)
		LLC Units (96,774.2 units)	N/A	03/22	N/A			65		88		—	%	(6) (27)
						796		848		881
Protego Bidco B.V.	Aerospace & Defense	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.8% Cash	03/21	03/28	403		419		394		0.1	%	(3) (6) (7) (10) (28)
		Revolver	EURIBOR + 6.50%, 10.5% Cash	03/21	03/27	749		791		731		0.1	%	(3) (6) (7) (10)
						1,152		1,210		1,125
PSP Intermediate 4, LLC	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.9% Cash	05/22	05/29	902		842		820		0.1	%	(3) (6) (7) (8) (28)
		First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.4% Cash	05/22	05/29	1,411		1,391		1,305		0.2	%	(3) (6) (7) (11)
						2,313		2,233		2,125
QPE7 SPV1 BidCo Pty Ltd	Consumer Cyclical	First Lien Senior Secured Term Loan	BBSY + 4.50%, 8.8% Cash	09/21	09/26	2,885		3,011		2,838		0.4	%	(3) (6) (7) (17)
						2,885		3,011		2,838
Qualified Industries, LLC	Consumer Cyclical	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	03/23	03/29	603		586		592		0.1	%	(6) (7) (12)
		Revolver	SOFR + 5.75%, 11.2% Cash	03/23	03/29	—		(6)		(2)		—	%	(6) (7) (12) (28)
		Preferred Stock (148 shares)	10.0% PIK	03/23	N/A			143		159		—	%	(6) (27)
		Common Stock (303,030 shares)	N/A	03/23	N/A			3		64		—	%	(6) (27)
						603		726		813
Questel Unite	Business Services	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	12/20	12/27	2,387		2,473		2,204		0.3	%	(3) (6) (7) (9) (28)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	12/20	12/27	370		366		357		0.1	%	(3) (6) (7) (12)
						2,757		2,839		2,561

F-20

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
R1 Holdings, LLC	Transportation	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	12/22	12/28	$	5,569	$	5,383	$	5,426	0.8	%	(6) (7) (13) (28)
		Revolver	SOFR + 6.25%, 11.6% Cash	12/22	12/28	63		33		40		—	%	(6) (7) (13) (28)
						5,632		5,416		5,466
Randys Holdings, Inc.	Automobile Manufacturers	First Lien Senior Secured Term Loan	SOFR + 6.50%, 11.9% Cash	11/22	11/28	9,841		9,547		9,601		1.5	%	(6) (7) (12) (28)
		Revolver	SOFR + 6.50%, 11.9% Cash	11/22	11/28	404		370		379		0.1	%	(6) (7) (12) (28)
		Partnership Units (4,000 units)	N/A	11/22	N/A			400		427		0.1	%	(6) (27)
						10,245		10,317		10,407
Recovery Point Systems, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.50%, 11.4% Cash	08/20	07/26	4,969		4,920		4,969		0.8	%	(6) (7) (12)
		Partnership Equity (81,313 units)	N/A	03/21	N/A			81		45		—	%	(6) (27)
						4,969		5,001		5,014
Renovation Parent Holdings, LLC	Home Furnishings	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	11/21	11/27	7,545		7,416		6,609		1.0	%	(6) (7) (12)
		Partnership Equity (394,736.8 units)	N/A	11/21	N/A			395		134		—	%	(6) (27)
						7,545		7,811		6,743
REP SEKO MERGER SUB LLC	Air Freight & Logistics	First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 8.9% Cash	12/20	12/26	7,096		7,374		6,883		1.1	%	(6) (7) (9)
		First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 8.9% Cash	06/22	12/26	2,121		1,991		2,058		0.3	%	(6) (7) (9)
		First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	12/20	12/26	1,911		1,885		1,854		0.3	%	(6) (7) (12)
						11,128		11,250		10,795
Resonetics, LLC	Health Care Equipment	Second Lien Senior Secured Term Loan	SOFR + 7.00%, 12.6% Cash	04/21	04/29	1,859		1,831		1,850		0.3	%	(6) (7) (12)
						1,859		1,831		1,850
Riedel Beheer B.V.	Food & Beverage	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	12/21	12/28	2,291		2,256		2,078		0.3	%	(3) (6) (7) (9)
						2,291		2,256		2,078
Rock Labor LLC	Media: Diversified & Production	First Lien Senior Secured Term Loan	SOFR + 7.50%, 12.9% Cash	09/23	09/29	3,741		3,632		3,638		0.6	%	(6) (7) (11)
		Revolver	SOFR + 7.50%, 12.9% Cash	09/23	09/29	—		(17)		(17)		—	%	(6) (7) (11) (28)
		LLC Units (132,475 units)	N/A	09/23	N/A			709		869		0.1	%	(6) (27)
						3,741		4,324		4,490
Royal Buyer, LLC	Industrial Other	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	08/22	08/24	642		625		630		0.1	%	(6) (7) (12) (28)
		First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	08/22	08/28	5,467		5,377		5,406		0.8	%	(6) (7) (12)
		Revolver	SOFR + 5.50%, 10.9% Cash	08/22	08/28	204		190		194		—	%	(6) (7) (12) (28)
						6,313		6,192		6,230
RPX Corporation	Research & Consulting Services	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	10/20	10/25	8,903		8,815		8,853		1.4	%	(6) (7) (12)
						8,903		8,815		8,853
Safety Products Holdings, LLC	Non-durable Consumer Goods	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	12/20	12/26	5,567		5,509		5,444		0.8	%	(6) (7) (12)
		Preferred Stock (86.3 shares)	N/A	12/20	N/A			87		107		—	%	(6) (27)
						5,567		5,596		5,551
Sanoptis S.A.R.L.	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 9.4% Cash	06/22	07/29	2,482		2,308		2,392		0.4	%	(3) (6) (7) (9) (28)
		First Lien Senior Secured Term Loan	SARON + 5.50%, 7.2% Cash	06/22	07/29	1,208		1,096		1,167		0.2	%	(3) (6) (7) (23)
						3,690		3,404		3,559

F-21

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
SBP Holdings LP	Industrial Other	First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.1% Cash	03/23	03/28	$	6,846	$	6,634	$	6,721	1.0	%	(6) (7) (12) (28)
		Revolver	SOFR + 6.75%, 12.1% Cash	03/23	03/28	—		(16)		(10)		—	%	(6) (7) (12) (28)
						6,846		6,618		6,711
Scaled Agile, Inc.	Research & Consulting Services	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	12/21	12/28	1,802		1,776		1,759		0.3	%	(6) (7) (12)
		Revolver	SOFR + 5.50%, 10.9% Cash	12/21	12/28	56		52		48		—	%	(6) (7) (12) (28)
						1,858		1,828		1,807
Scout Bidco B.V.	Diversified Manufacturing	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.7% Cash	05/22	05/29	4,013		3,810		3,957		0.6	%	(3) (6) (7) (9)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	05/22	05/29	508		508		501		0.1	%	(3) (6) (7) (12)
		Revolver	EURIBOR + 5.75%, 9.7% Cash	05/22	05/29	212		202		205		—	%	(3) (6) (7) (9) (28)
						4,733		4,520		4,663
Sereni Capital NV	Consumer Cyclical	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.3% Cash	05/22	05/29	2,616		2,480		2,522		0.4	%	(3) (6) (7) (10)
						2,616		2,480		2,522
Serta Simmons Bedding LLC	Home Furnishings	Common Stock (59,747 shares)	N/A	06/23	N/A			893		433		0.1	%	(6) (27)
								893		433
Shelf Bidco Ltd	Other Financial	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.7% Cash	12/22	01/30	17,357		16,873		17,009		2.6	%	(3) (6) (7) (12)
		Common Stock (600,000 shares)	N/A	12/22	N/A			600		774		0.1	%	(3) (6) (27)
						17,357		17,473		17,783
Sinari Invest	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.9% Cash	07/23	07/30	1,880		1,804		1,822		0.3	%	(3) (6) (7) (10) (28)
						1,880		1,804		1,822
SISU ACQUISITIONCO., INC.	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	12/20	12/26	4,850		4,791		4,572		0.7	%	(6) (7) (11) (28)
						4,850		4,791		4,572
Smartling, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 4.50%, 9.9% Cash	11/21	11/27	9,262		9,134		9,169		1.4	%	(6) (7) (11)
		Revolver	SOFR + 4.50%, 9.9% Cash	11/21	11/27	—		(8)		(6)		—	%	(6) (7) (11) (28)
						9,262		9,126		9,163
SmartShift Group, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	09/23	09/29	6,422		6,222		6,222		1.0	%	(6) (7) (12) (28)
		Revolver	SOFR + 6.25%, 11.6% Cash	09/23	09/29	—		(26)		(25)		—	%	(6) (7) (12) (28)
		Common Stock (183 shares)	N/A	09/23	N/A			183		192		—	%	(6) (27)
						6,422		6,379		6,389
SN BUYER, LLC	Health Care Services	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	12/20	12/26	4,400		4,352		4,346		0.7	%	(6) (7) (12)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	11/22	12/26	1,880		1,852		1,857		0.3	%	(6) (7) (12)
						6,280		6,204		6,203
Soho Square III Debtco II SARL	Diversified Capital Markets	First Lien Senior Secured Term Loan	9.5% PIK	10/22	10/27	5,461		5,094		5,450		0.8	%	(3) (6)
						5,461		5,094		5,450
Solo Buyer, L.P.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	12/22	12/29	13,496		13,195		13,159		2.0	%	(6) (7) (12)
		Revolver	SOFR + 6.25%, 11.7% Cash	12/22	12/28	399		374		369		0.1	%	(6) (7) (12) (28)
		Partnership Units (309,839 units)	N/A	12/22	N/A			310		229		—	%	(6) (27)
						13,895		13,879		13,757

F-22

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)	Other Utility	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.3% Cash	11/22	03/27	$	1,921	$	1,880	$	1,858	0.3	%	(6) (7) (12) (28)
		Revolver	SOFR + 5.00%, 10.3% Cash	11/22	03/27	66		64		62		—	%	(6) (7) (12) (28)
						1,987		1,944		1,920
Spatial Business Systems LLC	Electric	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	10/22	10/28	5,829		5,692		5,731		0.9	%	(6) (7) (11) (28)
		Revolver	SOFR + 5.50%, 10.9% Cash	10/22	10/28	—		(14)		(10)		—	%	(6) (7) (11) (28)
						5,829		5,678		5,721
SSCP Pegasus Midco Limited	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.3% Cash	12/20	11/27	786		769		786		0.1	%	(3) (6) (7) (15) (28)
						786		769		786
SSCP Spring Bidco 3 Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 6.50%, 11.7% Cash	11/23	11/30	976		932		947		0.1	%	(3) (6) (7) (16)
						976		932		947
Starnmeer B.V.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	10/21	04/27	4,640		4,594		4,621		0.7	%	(3) (6) (7) (13)
						4,640		4,594		4,621
Superjet Buyer, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	12/21	12/27	16,199		15,967		16,091		2.5	%	(6) (7) (12)
		Revolver	SOFR + 5.50%, 10.9% Cash	12/21	12/27	365		345		355		0.1	%	(6) (7) (12) (28)
						16,564		16,312		16,446
Syniverse Holdings, Inc.	Technology Distributors	Series A Preferred Equity (7,575,758 units)	12.5% PIK	05/22	N/A			8,989		8,788		1.3	%	(6)
								8,989		8,788
Syntax Systems Ltd	Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	11/21	10/28	4,074		4,045		4,074		0.6	%	(3) (6) (7) (11)
		Revolver	SOFR + 5.50%, 11.0% Cash	11/21	10/28	366		363		366		0.1	%	(3) (6) (7) (11) (28)
						4,440		4,408		4,440
TA SL Cayman Aggregator Corp.	Technology	Subordinated Term Loan	7.8% PIK	07/21	07/28	1,134		1,122		1,110		0.2	%	(6)
		Common Stock (736 shares)	N/A	07/21	N/A			23		34		—	%	(6) (27)
						1,134		1,145		1,144
Tank Holding Corp	Metal & Glass Containers	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	03/22	03/28	7,253		7,130		7,174		1.1	%	(6) (7) (11)
		First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	05/23	03/28	1,639		1,584		1,620		0.2	%	(6) (7) (11) (28)
		Revolver	SOFR + 5.75%, 11.2% Cash	03/22	03/28	175		164		167		—	%	(6) (7) (11) (28)
						9,067		8,878		8,961
Tanqueray Bidco Limited	Technology	First Lien Senior Secured Term Loan	SONIA + 5.50%, 10.7% Cash	11/22	11/29	1,730		1,502		1,730		0.3	%	(3) (6) (7) (15) (28)
						1,730		1,502		1,730
Team Air Distributing, LLC	Consumer Cyclical	Subordinated Term Loan	12.0% Cash	05/23	05/28	600		589		590		0.1	%	(6)
		Partnership Equity (400,000 units)	N/A	05/23	N/A			400		420		0.1	%	(6) (27)
						600		989		1,010
Techone B.V.	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 9.3% Cash	11/21	11/28	3,007		2,994		2,955		0.5	%	(3) (6) (7) (9)
		Revolver	EURIBOR + 5.50%, 9.3% Cash	11/21	05/28	63		57		60		—	%	(3) (6) (7) (9) (28)
						3,070		3,051		3,015
Tencarva Machinery Company, LLC	Capital Equipment	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.6% Cash	12/21	12/27	4,175		4,124		4,151		0.6	%	(6) (7) (12)
		Revolver	SOFR + 5.00%, 10.6% Cash	12/21	12/27	—		(9)		(4)		—	%	(6) (7) (12) (28)
						4,175		4,115		4,147

F-23

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Terrybear, Inc.	Consumer Products	Subordinated Term Loan	10.0% Cash, 4.0% PIK	04/22	04/28	$	274	$	270	$	260	—	%	(6)
		Partnership Equity (24,358.97 units)	N/A	04/22	N/A			239		115		—	%	(6) (27)
						274		509		375
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan	SOFR + 4.25%, 9.6% Cash	10/21	12/27	799		766		799		0.1	%	(6) (7) (12) (28)
		Revolver	SOFR + 4.25%, 9.6% Cash	10/21	12/27	—		(9)		—		—	%	(6) (7) (12) (28)
		Subordinated Term Loan	SOFR + 7.75%, 13.2% Cash	10/21	12/27	3,464		3,416		3,445		0.5	%	(6) (7) (13)
						4,263		4,173		4,244
The Cleaver-Brooks Company, Inc.	Capital Equipment	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	07/22	07/28	12,065		11,871		12,065		1.9	%	(6) (7) (11)
		Revolver	SOFR + 5.75%, 11.1% Cash	07/22	07/28	—		(25)		—		—	%	(6) (7) (11) (28)
		Subordinated Term Loan	12.5% PIK	07/22	07/29	2,470		2,431		2,441		0.4	%	(6)
						14,535		14,277		14,506
The Octave Music Group, Inc.	Media: Diversified & Production	Second Lien Senior Secured Term Loan	SOFR + 7.50%, 12.8% Cash	04/22	04/30	2,585		2,542		2,563		0.4	%	(6) (7) (12)
		Partnership Equity (409,153.1 units)	N/A	04/22	N/A			409		1,301		0.2	%	(6) (27)
						2,585		2,951		3,864
Trader Corporation	Technology	First Lien Senior Secured Term Loan	CDOR + 6.75%, 12.2% Cash	12/22	12/29	2,346		2,214		2,309		0.4	%	(3) (6) (7) (20)
		Revolver	CDOR + 6.75%, 12.2% Cash	12/22	12/28	—		(4)		(3)		—	%	(3) (6) (7) (20) (28)
						2,346		2,210		2,306
Trident Maritime Systems, Inc.	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	02/21	02/27	17,714		17,553		17,315		2.7	%	(6) (7) (12)
						17,714		17,553		17,315
Trintech, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.50%, 11.9% Cash	07/23	07/29	4,643		4,511		4,527		0.7	%	(6) (7) (11)
		Revolver	SOFR +6.50%, 11.9% Cash	07/23	07/29	102		92		93		—	%	(6) (7) (11) (28)
						4,745		4,603		4,620
TSYL Corporate Buyer, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	12/22	12/28	844		805		810		0.1	%	(6) (7) (12) (28)
		Revolver	SOFR + 4.75%, 10.1% Cash	12/22	12/28	—		(3)		(3)		—	%	(6) (7) (12) (28)
		Partnership Units (4,673 units)	N/A	12/22	N/A			5		9		—	%	(6) (27)
						844		807		816
Turbo Buyer, Inc.	Finance Companies	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	11/21	12/25	8,074		7,982		7,784		1.2	%	(6) (7) (12) (28)
						8,074		7,982		7,784
Turnberry Solutions, Inc.	Consumer Cyclical	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.4% Cash	07/21	09/26	7,877		7,789		7,815		1.2	%	(6) (7) (12)
						7,877		7,789		7,815
UBC Ledgers Holding AB	Financial Other	First Lien Senior Secured Term Loan	STIBOR + 5.25%, 9.3% Cash	12/23	12/30	1,590		1,467		1,529		0.2	%	(3) (6) (7) (25) (28)
		Revolver	STIBOR + 5.25%, 9.3% Cash	12/23	06/24	—		—		—		—	%	(3) (6) (7) (25) (28)
						1,590		1,467		1,529
UKFast Leaders Limited	Technology	First Lien Senior Secured Term Loan	SONIA + 4.50%, 4.5% Cash, 3.4% PIK	09/20	09/27	1,102		1,092		995		0.2	%	(3) (6) (7) (15)
						1,102		1,092		995
Union Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.4% Cash	06/22	06/29	934		873		877		0.1	%	(3) (6) (7) (15) (28)
						934		873		877
United Therapy Holding III GmbH	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.9% Cash	04/22	03/29	1,802		1,705		1,312		0.2	%	(3) (6) (7) (10) (28)
						1,802		1,705		1,312

F-24

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Unither (Uniholding)	Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	03/23	03/30	$	2,094	$	1,956	$	2,037	0.3	%	(3) (6) (7) (9) (28)
						2,094		1,956		2,037
Utac Ceram	Business Services	First Lien Senior Secured Term Loan	EURIBOR + 6.65%, 10.1% Cash, 1.8% PIK	09/20	09/27	785		839		739		0.1	%	(3) (6) (7) (9)
		First Lien Senior Secured Term Loan	SOFR + 6.65%, 12.0% Cash, 1.8% PIK	02/21	09/27	364		364		342		0.1	%	(3) (6) (7) (12)
						1,149		1,203		1,081
Victoria Bidco Limited	Industrial Machinery	First Lien Senior Secured Term Loan	SONIA + 6.50%, 11.4% Cash	03/22	01/29	8,227		8,433		7,396		1.1	%	(3) (6) (7) (15)
						8,227		8,433		7,396
VistaJet Pass Through Trust 2021-1B	Airlines	Structured Secured Note - Class B	6.3% Cash	11/21	02/29	7,857		7,857		6,524		1.0	%	(6)
						7,857		7,857		6,524
Vital Buyer, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	06/21	06/28	12,292		12,123		12,292		1.9	%	(6) (7) (12)
		Partnership Units (16,442.9 units)	N/A	06/21	N/A			164		434		0.1	%	(6) (27)
						12,292		12,287		12,726
W2O Holdings, Inc.	Healthcare Technology	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.6% Cash	10/20	06/25	2,386		2,382		2,338		0.4	%	(6) (12)
		First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	10/20	06/25	1,047		1,020		1,021		0.2	%	(6) (13) (28)
						3,433		3,402		3,359
WEST-NR ACQUISITIONCO, LLC	Insurance	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	08/23	12/27	1,247		1,201		1,201		0.2	%	(6) (7) (12) (28)
						1,247		1,201		1,201
Wheels Up Experience Inc	Transportation Services	First Lien Senior Secured Term Loan	12.0% Cash	09/22	10/29	7,163		6,911		6,590		1.0	%	(6)
						7,163		6,911		6,590
Whitcraft Holdings, Inc.	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 7.00%, 12.3% Cash	02/23	02/29	6,291		6,066		6,096		0.9	%	(6) (7) (12)
		Revolver	SOFR + 7.00%, 12.3% Cash	02/23	2/24	63		31		34		—	%	(6) (7) (12) (28)
		LP Units (31,543.6 units)	N/A	02/23	N/A			315		402		0.1	%	(6) (27)
						6,354		6,412		6,532
White Bidco Limited	Technology	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.4% Cash	10/23	10/30	875		844		843		0.1	%	(3) (6) (7) (12) (28)
						875		844		843
Willis Engine Structured Trust VI	Structured Finance	Structured Secured Note - Series 2021-1 Class C	7.4% Cash	05/21	5/46	1,814		1,814		1,475		0.2	%	(6)
						1,814		1,814		1,475
Woodland Foods, LLC	Food & Beverage	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.4% Cash	12/21	12/27	3,302		3,256		3,031		0.5	%	(6) (7) (12)
		Revolver	SOFR + 5.75%, 11.4% Cash	12/21	12/27	730		715		644		0.1	%	(6) (7) (12) (28)
		Common Stock (777.3 shares)	N/A	12/21	N/A			777		473		0.1	%	(6) (27)
						4,032		4,748		4,148
WWEC Holdings III Corp	Capital Goods	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	10/22	10/28	6,501		6,374		6,501		1.0	%	(6) (7) (12)
		Revolver	SOFR + 5.75%, 11.1% Cash	10/22	10/28	175		157		175		—	%	(6) (7) (12) (28)
						6,676		6,531		6,676
Xeinadin Bidco Limited	Financial Other	First Lien Senior Secured Term Loan	SONIA + 5.25%, 10.4% Cash	05/22	05/29	6,136		5,821		6,024		0.9	%	(3) (6) (7) (15) (28)
		Subordinated Term Loan	11.0% PIK	05/22	05/29	2,314		2,193		2,276		0.3	%	(3) (6)
		Common Stock (18,266,390 shares)	N/A	05/22	N/A			226		233		—	%	(3) (6) (27)
						8,450		8,240		8,533

F-25

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry (29)	Investment Type (1)(2)(30)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
ZB Holdco LLC	Food & Beverage	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	02/22	02/28	$	3,170	$	3,093	$	3,135	0.5	%	(6) (7) (12) (28)
		Revolver	SOFR + 6.00%, 11.5% Cash	02/22	02/28	—		(6)		(3)		—	%	(6) (7) (12) (28)
		LLC Units (76.3 units)	N/A	02/22	02/28			76		86		—	%	(6)
						3,170		3,163		3,218
Zeppelin Bidco Limited	Services: Business	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.4% Cash	03/22	03/29	3,084		3,098		2,859		0.4	%	(3) (6) (7) (15) (28)
						3,084		3,098		2,859
Subtotal Non–Control / Non–Affiliate Investments (177.0%)						1,141,475		1,170,790		1,154,383
Affiliate Investments: (4)
Banff Partners LP	Investment Funds & Vehicles	10% Partnership Interest	N/A	03/21	N/A			14,646		16,219		2.5	%	(3) (27)
								14,646		16,219
Celebration Bidco, LLC	Chemicals, Plastics, & Rubber	First Lien Senior Secured Term Loan	SOFR + 8.00%, 13.3% Cash	12/23	12/30	2,486		2,486		2,486		0.4	%	(6) (12)
		Common Stock (497,228 shares)	N/A	12/23	N/A			4,871		4,871		0.7	%	(6) (27)
						2,486		7,357		7,357
Coastal Marina Holdings, LLC	Hotel, Gaming & Leisure	Subordinated Term Loan	8.0% Cash	11/21	11/31	8,310		7,798		7,824		1.2	%	(6)
		Subordinated Term Loan	10.0% PIK	11/21	11/31	3,647		3,459		3,434		0.5	%	(6)
		LLC Units (1,203,914.5 units)	N/A	11/21	N/A			5,472		6,080		0.9	%	(6) (27)
						11,957		16,729		17,338
Eclipse Business Capital, LLC	Banking, Finance, Insurance & Real Estate	Revolver	SOFR + 7.25%, 12.6% Cash	07/21	07/28	2,740		2,695		2,740		0.4	%	(6) (11) (28)
		Second Lien Senior Secured Term Loan	7.5% Cash	07/21	07/28	2,246		2,230		2,246		0.3	%	(6)
		LLC Units (44,197,541 units)	N/A	07/21	N/A			45,934		72,041		11.0	%	(6)
						4,986		50,859		77,027
Rocade Holdings LLC	Other Financial	Preferred LP Units (50,500 units)	SOFR + 6.0% PIK, 11.3% PIK	02/23	N/A			55,258		55,258		8.5	%	(6) (12) (28)
		Common LP Units (15.4 units)	N/A	02/23	N/A			—		546		0.1	%	(6) (27)
								55,258		55,804
Thompson Rivers LLC	Investment Funds & Vehicles	6.6% Member Interest	N/A	06/20	N/A			11,441		5,523		0.8	%	(27)
								11,441		5,523
Waccamaw River LLC	Investment Funds & Vehicles	20% Member Interest	N/A	02/21	N/A			25,036		15,470		2.4	%	(3) (27)
								25,036		15,470
Subtotal Affiliate Investments (29.9%)						19,429		181,326		194,738
Total Investments, December 31, 2023 (206.9%)*						$	1,160,904	$	1,352,116	$	1,349,121

F-26

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Foreign Currency Forward Contracts:
Description	Notional Amount to be Purchased	Notional Amount to be Sold	Counterparty	Settlement Date	Unrealized Appreciation (Depreciation)
Foreign currency forward contract (AUD)	$22,960	A$35,907	BNP Paribas SA	01/10/24	$	(1,568)
Foreign currency forward contract (AUD)	$569	A$867	HSBC Bank USA	01/10/24	(23)
Foreign currency forward contract (CAD)	$4,087	C$5,577	BNP Paribas SA	01/10/24	(137)
Foreign currency forward contract (CAD)	$182	C$245	HSBC Bank USA	01/10/24	(4)
Foreign currency forward contract (DKK)	$548	3,873kr.	BNP Paribas SA	01/10/24	(27)
Foreign currency forward contract (DKK)	$17	120kr.	HSBC Bank USA	01/10/24	(1)
Foreign currency forward contract (EUR)	$93,155	€88,305	BNP Paribas SA	01/10/24	(4,541)
Foreign currency forward contract (EUR)	$7,409	€6,840	HSBC Bank USA	01/10/24	(158)
Foreign currency forward contract (GBP)	$18,602	£15,328	BNP Paribas SA	01/10/24	(927)
Foreign currency forward contract (NZD)	$5,813	NZ$9,760	BNP Paribas SA	01/10/24	(373)
Foreign currency forward contract (NZD)	$126	NZ$215	HSBC Bank USA	01/10/24	(10)
Foreign currency forward contract (NOK)	$1,946	21,024kr	BNP Paribas SA	01/10/24	(130)
Foreign currency forward contract (SEK)	$1,523	16,000kr	HSBC Bank USA	01/10/24	(69)
Foreign currency forward contract (CHF)	$1,843	1,672Fr.	BNP Paribas SA	01/10/24	(148)
Total Foreign Currency Forward Contracts, December 31, 2023					$	(8,116)

*    Fair value as a percentage of net assets.

(1)All debt investments are income producing, unless otherwise noted. Barings Capital Investment Corporation’s (the “Company”) external investment adviser, Barings LLC (“Barings” or the “Adviser”), determines in good faith the fair value of the Company’s investments in accordance with a valuation policy and processes established by the Adviser, which have been approved by the Company’s board of directors (the “Board”), and the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, all debt investments are variable rate investments unless otherwise noted. Index-based floating interest rates are generally subject to a contractual minimum interest rate. Variable rate loans to the Company’s portfolio companies bear interest at a rate that may be determined by reference to the Secured Overnight Financing Rate (“SOFR”), the Euro Interbank Offered Rate (“EURIBOR”), the Bank Bill Swap Bid Rate (“BBSY”), the Stockholm Interbank Offered Rate (“STIBOR”), the Canadian Dollar Offered Rate (“CDOR”), the Sterling Overnight Index Average (“SONIA”), the Swiss Average Rate Overnight (“SARON”), the Norwegian Interbank Offered Rate (“NIBOR”), the Bank Bill Market rate (“BKBM”) or an alternate base rate (commonly based on the Federal Funds Rate or the Prime Rate), at the borrower’s option, which reset annually, semi-annually, quarterly or monthly. For each such loan, the Company has provided the interest rate in effect on the date presented. SOFR-based contracts may include a credit spread adjustment that is charged in addition to the base rate and the stated spread. The borrower may also elect to have multiple interest reset periods for each loan.

(2)All of the Company’s portfolio company investments (including joint venture investments), which as of December 31, 2023 represented 206.9% of the Company’s net assets, are subject to legal restrictions on sales. The acquisition date represents the date of the Company’s initial investment in the relevant portfolio company.

(3)Investment is not a qualifying investment as defined under Section 55(a) of the 1940 Act. Non-qualifying assets represent 26.9% of total investments at fair value as of December 31, 2023. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets. If at any time qualifying assets do not represent at least 70% of the Company’s total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).

(4)As defined in the 1940 Act, the Company is deemed to be an “affiliated person” of the portfolio company as the Company owns between 5% or more, up to 25% (inclusive), of the portfolio company’s voting securities (“non-controlled affiliate”). Transactions related to investments in non-controlled “Affiliate Investments” for the year ended December 31, 2023 were as follows:

F-27

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

		December 31, 2022 Value		Gross Additions (a)		Gross Reductions (b)		Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)		December 31, 2023 Value		Amount of Interest or Dividends Credited to Income(c)
Portfolio Company	Type of Investment
Banff Partners LP	10% Partnership Interest	$	14,730	$	—	$	—	$	—	$	1,489	$	16,219	$	—
		14,730		—		—		—		1,489		16,219		—
Celebration Bidco, LLC(d)	First Lien Senior Secured Term Loan (SOFR+ 8.0%, 13.3% Cash)	—		2,486		—		—		—		2,486		—
	Common Stock (497,228 shares)	—		4,871		—		—		—		4,871		—
		—		7,357		—		—		—		7,357		—
Coastal Marina Holdings, LLC (d)	Subordinated Term Loan (8.0% Cash)	—		7,816		—		—		8		7,824		357
	Subordinated Term Loan (10.0% PIK)	—		3,440		—		—		(6)		3,434		186
	LLC Units (1,203,914.5 units)	—		6,366		—		—		(286)		6,080		—
		—		17,622		—		—		(284)		17,338		543
Eclipse Business Capital, LLC (d)	Revolver (SOFR + 7.25%, 12.6% Cash)	2,605		17,393		(17,249)		—		(9)		2,740		201
	Second Lien Senior Secured Term Loan (7.5% Cash)	2,246		3		—		—		(3)		2,246		171
	LLC Units (44,197,541 units)	66,738		175		(307)		—		5,435		72,041		7,163
		71,589		17,571		(17,556)		—		5,423		77,027		7,535
Rocade Holdings LLC(d)	Preferred LP Units (50,500 units) (SOFR + 6.0% PIK, 11.3% PIK)	—		55,258		—		—		—		55,258		4,758
	Common LP Units (15.4 units)	—				—		—		546		546		—
		—		55,258		—		—		546		55,804		4,758
Thompson Rivers LLC	6.6% Member Interest	12,537		—		(7,328)		—		314		5,523		—
		12,537		—		(7,328)		—		314		5,523		—
Waccamaw River LLC	20% Member Interest	20,212		2,480		—		—		(7,222)		15,470		1,460
		20,212		2,480		—		—		(7,222)		15,470		1,460
Total Affiliate Investments		$	119,068	$	100,288	$	(24,884)	$	—	$	266	$	194,738	$	14,296

(a) Gross additions include increases in the cost basis of investments resulting from new investments, follow-on investments, payment-in-kind interest or dividends, the amortization of any unearned income or discounts on debt investments, as applicable.

(b)     Gross reductions include decreases in the total cost basis of investments resulting from principal repayments, sales and return of capital.

(c)    Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Affiliate category.

(d) The fair value of the investment was determined using significant unobservable inputs.

(5)Some or all of the investment is or will be encumbered as security for the Company’s senior secured revolving credit facility with ING Capital LLC (as amended, the “ING Credit Facility”).

(6)The fair value of the investment was determined using significant unobservable inputs.

F-28

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

(7)Debt investment includes interest rate floor feature.

(8)The interest rate on these loans is subject to 1 Month EURIBOR, which as of December 31, 2023 was 3.84500%.

(9)The interest rate on these loans is subject to 3 Month EURIBOR, which as of December 31, 2023 was 3.90900%.

(10)The interest rate on these loans is subject to 6 Month EURIBOR, which as of December 31, 2023 was 3.86100%.

(11)The interest rate on these loans is subject to 1 Month SOFR, which as of December 31, 2023 was 5.35472%.

(12)The interest rate on these loans is subject to 3 Month SOFR, which as of December 31, 2023 was 5.33140%.

(13)The interest rate on these loans is subject to 6 Month SOFR, which as of December 31, 2023 was 5.15772%.

(14)The interest rate on these loans is subject to 1 Month SONIA, which as of December 31, 2023 was 5.19920%.

(15)The interest rate on these loans is subject to 3 Month SONIA, which as of December 31, 2023 was 5.20530%.

(16)The interest rate on these loans is subject to 6 Month SONIA, which as of December 31, 2023 was 5.13220%.

(17)The interest rate on these loans is subject to 1 Month BBSY, which as of December 31, 2023 was 4.31000%.

(18)The interest rate on these loans is subject to 3 Month BBSY, which as of December 31, 2023 was 4.35750%.

(19)The interest rate on these loans is subject to 6 Month BBSY, which as of December 31, 2023 was 4.44500%.

(20)The interest rate on these loans is subject to 1Month CDOR, which as of December 31, 2023 was 5.45500%.

(21)The interest rate on these loans is subject to 3 Month CDOR, which as of December 31, 2023 was 5.44750%.

(22)The interest rate on these loans is subject to 3 Month BKBM, which as of December 31, 2023 was 5.63000%.

(23)The interest rate on these loans is subject to 6 Month SARON, which as of December 31, 2023 was 1.69524%.

(24)The interest rate on these loans is subject to 1 Month NIBOR, which as of December 31, 2023 was 4.59000%.

(25)The interest rate on these loans is subject to 3 Month STIBOR, which as of December 31, 2023 was 4.05200%.

(26)Non-accrual investment.

(27)Investment is non-income producing.

(28)Position or portion thereof is an unfunded loan or equity commitment.

F-29

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

(29)A summary of the Company’s investment portfolio by industry at fair value, and as a percentage of total investments and net assets are as follows:

($ in thousands)	December 31, 2023		Percent of Portfolio		Percent of Total Net Assets
Aerospace and Defense	$	81,217	6.0	%	12.5	%
Automotive	16,830		1.2		2.6
Banking, Finance, Insurance and Real Estate	227,415		16.9		34.9
Beverage, Food and Tobacco	24,197		1.8		3.7
Capital Equipment	46,500		3.5		7.1
Chemicals, Plastics, and Rubber	25,679		1.9		3.9
Construction and Building	10,070		0.7		1.6
Consumer goods: Durable	25,563		1.9		3.9
Consumer goods: Non-durable	9,987		0.7		1.5
Containers, Packaging and Glass	23,032		1.7		3.5
Energy: Electricity	6,676		0.5		1.0
Energy: Oil and Gas	2,670		0.2		0.4
Environmental Industries	30,266		2.2		4.7
Healthcare and Pharmaceuticals	130,845		9.7		20.1
High Tech Industries	141,704		10.5		21.7
Hotel, Gaming and Leisure	19,595		1.5		3.0
Investment Funds and Vehicles	37,212		2.8		5.7
Media: Advertising, Printing and Publishing	32,570		2.4		5.0
Media: Broadcasting and Subscription	8,867		0.7		1.4
Media: Diversified and Production	45,924		3.4		7.1
Services: Business	201,007		14.9		30.8
Services: Consumer	69,643		5.2		10.7
Structured Products	32,763		2.4		5.0
Telecommunications	18,341		1.4		2.8
Transportation: Cargo	68,703		5.1		10.5
Transportation: Consumer	1,900		0.1		0.3
Utilities: Electric	9,945		0.7		1.5
Total	$	1,349,121	100.0	%	206.9	%

(30)A summary of the composition of the Company’s investment portfolio at cost and fair value, and as a percentage of total investments and net assets are as follows:

($ in thousands)	Cost		Percent of Total Portfolio		Fair Value		Percent of Total Portfolio		Percent of Total Net Assets
December 31, 2023:
Senior debt and 1st lien notes	$	1,000,294	74	%	$	985,158	73	%	151	%
Subordinated debt and 2nd lien notes	108,487		8		106,894		8		16
Structured products	29,479		2		26,173		2		4
Equity shares	162,731		12		192,641		14		30
Equity warrants	2		—		1,043		—		—
Investments in joint ventures	51,123		4		37,212		3		6
	$	1,352,116	100	%	$	1,349,121	100	%	207	%

See accompanying notes.

F-30

Barings Capital Investment Corporation

Consolidated Schedule of Investments

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Non–Control / Non–Affiliate Investments:
A.T. Holdings II LTD	Other Financial	First Lien Senior Secured Term Loan	14.3% Cash	11/22	09/29	$	7,500	$	7,500	$	7,500	1.2	%	(3) (6)
						7,500		7,500		7,500
Accelerant Holdings	Banking, Finance, Insurance & Real Estate	Class A Convertible Preferred Equity (2,500 shares)	N/A	01/22	N/A			2,500		2,702		0.4	%	(6) (30)
		Class B Convertible Preferred Equity (1,666 shares)	N/A	12/22	N/A			1,666		1,666		0.3	%	(6) (30)
								4,166		4,368
Acclime Holdings HK Limited	Business Services	First Lien Senior Secured Term Loan	LIBOR + 6.50%, 9.6% Cash	08/21	07/27	1,941		1,898		1,891		0.3	%	(3) (6) (7) (10)
						1,941		1,898		1,891
Accurus Aerospace Corporation	Aerospace & Defense	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.8% Cash	04/22	03/28	8,888		8,768		8,746		1.5	%	(6) (7) (9)
		Revolver	LIBOR + 5.75%, 10.8% Cash	04/22	03/28	461		449		446		0.1	%	(6) (7) (9)
		Common Stock (175,049.3 shares)	N/A	04/22	N/A			175		174		—	%	(6) (30)
						9,349		9,392		9,366
Acogroup	Business Services	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 6.8% Cash	03/22	10/26	3,095		3,120		2,919		0.5	%	(3) (6) (7) (13)
						3,095		3,120		2,919
ADB Safegate	Aerospace & Defense	Second Lien Senior Secured Term Loan	LIBOR + 9.25%, 14.0% Cash	08/21	10/27	5,500		5,184		4,180		0.7	%	(3) (6) (7) (9)
						5,500		5,184		4,180
Advantage Software Company (The), LLC	Advertising, Printing & Publishing	Class A1 Partnership Units (3,012.9 units)	N/A	12/21	N/A			97		232		—	%	(6) (30)
		Class A2 Partnership Units (777.1 units)	N/A	12/21	N/A			25		60		—	%	(6) (30)
		Class B1 Partnership Units (3,012.9 units)	N/A	12/21	N/A			3		—		—	%	(6) (30)
		Class B2 Partnership Units (777.1 units)	N/A	12/21	N/A			1		—		—	%	(6) (30)
								126		292
Air Canada 2020-2 Class B Pass Through Trust	Airlines	Structured Secured Note - Class B	9.0% Cash	09/20	10/25	1,613		1,613		1,606		0.3	%
						1,613		1,613		1,606
Air Comm Corporation, LLC	Aerospace & Defense	First Lien Senior Secured Term Loan	LIBOR + 5.50%, 10.2% Cash	06/21	07/27	17,792		17,512		17,581		2.9	%	(6) (7) (9)
						17,792		17,512		17,581
AIT Worldwide Logistics Holdings, Inc.	Transportation Services	Second Lien Senior Secured Term Loan	LIBOR + 7.50%, 12.2% Cash	04/21	04/29	4,849		4,758		4,665		0.8	%	(6) (7) (9)
		Partnership Units (161.64 units)	N/A	04/21	N/A			162		370		0.1	%	(6) (30)
						4,849		4,920		5,035
Alpine US Bidco LLC	Agricultural Products	Second Lien Senior Secured Term Loan	LIBOR + 9.00%, 13.3% Cash	05/21	05/29	18,156		17,692		16,704		2.8	%	(7) (8)
						18,156		17,692		16,704
Amalfi Midco	Healthcare	Subordinated Loan Notes	LIBOR + 2.00%, 6.8% Cash, 9.0% PIK	09/22	09/28	2,392		2,225		2,145		0.4	%	(3) (6) (9)
		Class B Common Stock (46,582,594 shares)	N/A	09/22	N/A			520		560		0.1	%	(3) (6) (30)
		Warrants (190,193 units)	N/A	09/22	N/A			2		213		—	%	(3) (6) (30)
						2,392		2,747		2,918

F-31

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Amtech LLC	Technology	First Lien Senior Secured Term Loan	LIBOR + 5.50%, 9.6% Cash	11/21	11/27	$	1,350	$	1,313	$	1,322	0.2	%	(6) (7) (8)
		Revolver	LIBOR + 5.50%, 9.6% Cash	11/21	11/27	45		42		43		—	%	(6) (7) (8)
						1,395		1,355		1,365
Anagram Holdings, LLC	Chemicals, Plastics, & Rubber	First Lien Senior Secured Bond	10.0% Cash, 5.0% PIK	08/20	08/25	6,050		5,757		5,747		1.0	%
						6,050		5,757		5,747
AnalytiChem Holding Gmbh	Chemicals	First Lien Senior Secured Term Loan	BBSY + 6.00%, 9.1% Cash	11/21	12/28	874		919		856		0.1	%	(3) (6) (7) (21)
		First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 7.7% Cash	11/21	11/28	3,209		3,239		3,142		0.5	%	(3) (6) (7) (12)
		First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 7.7% Cash	11/21	12/28	1,101		1,178		1,078		0.2	%	(3) (6) (7) (12)
		First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 7.7% Cash	04/22	10/28	2,682		2,682		2,626		0.4	%	(3) (6) (7) (12)
		First Lien Senior Secured Term Loan	LIBOR + 6.00%, 10.8% Cash	11/21	12/28	614		614		601		0.1	%	(3) (6) (7) (9)
		First Lien Senior Secured Term Loan	LIBOR + 6.00%, 10.8% Cash	06/22	10/28	476		476		466		0.1	%	(3) (6) (7) (9)
		Revolver	EURIBOR + 6.00%, 7.7% Cash	04/22	10/23	—		(2)		(3)		—	%	(3) (6) (7) (12)
						8,956		9,106		8,766
APC1 Holding	Diversified Manufacturing	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 8.2% Cash	07/22	07/29	2,101		1,952		2,044		0.3	%	(3) (6) (7) (12)
						2,101		1,952		2,044
APOG Bidco Pty Ltd	Healthcare	Second Lien Senior Secured Term Loan	BBSY + 7.25%, 10.3% Cash	04/22	03/30	943		1,022		929		0.2	%	(3) (6) (7) (20)
						943		1,022		929
Aptus 1829. GmbH	Chemicals, Plastics, & Rubber	First Lien Senior Secured Term Loan	EURIBOR + 7.00%, 8.9% Cash	09/21	09/27	3,335		3,585		3,335		0.6	%	(3) (6) (7) (11)
		Preferred Stock (9 shares)	N/A	09/21	N/A			79		76		—	%	(3) (6) (30)
		Common Stock (32 shares)	N/A	09/21	N/A			8		5		—	%	(3) (6) (30)
						3,335		3,672		3,416
Apus Bidco Limited	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan	SONIA + 5.50%, 7.2% Cash	02/21	03/28	2,478		2,778		2,391		0.4	%	(3) (6) (7) (19)
						2,478		2,778		2,391
AQA Acquisition Holding, Inc.	High Tech Industries	Second Lien Senior Secured Term Loan	LIBOR + 7.50%, 12.2% Cash	03/21	03/29	21,000		20,557		20,097		3.3	%	(6) (7) (9)
						21,000		20,557		20,097
Aquavista Watersides 2 LTD	Transportation Services	First Lien Senior Secured Term Loan	SONIA + 6.00%, 8.9% Cash	12/21	12/28	1,605		1,737		1,575		0.3	%	(3) (6) (7) (19)
		First Lien Senior Secured Term Loan	SONIA + 6.00%, 8.9% Cash	12/21	12/24	75		52		59		—	%	(3) (6) (7) (19)
		Second Lien Senior Secured Term Loan	SONIA + 10.5% PIK	12/21	12/28	450		484		441		0.1	%	(3) (6) (7) (19)
						2,130		2,273		2,075
Arc Education	Consumer Cyclical	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 8.0% Cash	07/22	07/29	3,074		2,793		2,969		0.5	%	(3) (6) (7) (12)
						3,074		2,793		2,969
Archimede	Consumer Services	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 7.5% Cash	10/20	10/27	7,684		8,525		7,522		1.2	%	(3) (6) (7) (12)
						7,684		8,525		7,522

F-32

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Argus Bidco Limited	High Tech Industries	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 8.0% Cash	07/22	07/29	$	793	$	751	$	774	0.1	%	(3) (6) (7) (12)
		First Lien Senior Secured Term Loan	SOFR+ 5.75%, 10.3% Cash	07/22	07/29	65		63		63		—	%	(3) (6) (7) (15)
		First Lien Senior Secured Term Loan	SONIA + 5.75%, 9.2% Cash	07/22	07/29	799		757		768		0.1	%	(3) (6) (7) (18)
		Subordinated Term Loan	10.5% PIK	07/22	07/29	250		240		244		0.1	%	(3) (6)
		Preferred Stock (20,780 shares)	10.0% PIK	07/22	N/A			26		25		—	%	(3) (6)
		Equity Loan Notes (20,780 units)	10.0% PIK	07/22	N/A			26		25		—	%	(3) (6)
		Common Stock (232 shares)	N/A	07/22	N/A			—		—		—	%	(3) (6) (30)
						1,907		1,863		1,899
ASC Communications, LLC	Media & Entertainment	First Lien Senior Secured Term Loan	SOFR + 5.00%, 9.3% Cash	07/22	07/27	12,846		12,645		12,646		2.1	%	(6) (7) (14)
		Class A Units (15,545.8 units)	N/A	07/22	N/A			326		375		0.1	%	(6) (30)
						12,846		12,971		13,021
Ascensus, Inc	Brokerage, Asset Managers & Exchanges	Second Lien Senior Secured Term Loan	LIBOR + 6.50%, 10.3% Cash	05/21	08/29	7,511		7,449		6,522		1.1	%	(7) (9)
						7,511		7,449		6,522
Astra Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 5.00%, 9.4% Cash	11/21	11/28	1,537		1,648		1,477		0.2	%	(3) (6) (7) (18)
						1,537		1,648		1,477
ATL II MRO Holdings Inc.	Transportation	First Lien Senior Secured Term Loan	SOFR + 6.00%, 10.4% Cash	11/22	11/28	6,250		6,097		6,094		1.0	%	(6) (7) (16)
		Revolver	SOFR + 6.00%, 10.4% Cash	11/22	11/28	—		(31)		(31)		—	%	(6) (7) (16)
						6,250		6,066		6,063
Avance Clinical Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	BBSY + 4.50%, 7.7% Cash	11/21	11/27	1,802		1,820		1,730		0.3	%	(3) (6) (7) (22)
						1,802		1,820		1,730
AVSC Holding Corp.	Advertising	First Lien Senior Secured Term Loan	5.00% Cash, 10.0% PIK	11/20	10/26	3,984		3,921		4,070		0.7	%
		First Lien Senior Secured Term Loan	LIBOR + 4.50%, 8.7% Cash, 1.0% PIK	08/20	10/26	248		233		228		—	%	(7) (8)
						4,232		4,154		4,298
Azalea Buyer, Inc.	Technology	First Lien Senior Secured Term Loan	LIBOR + 5.25%, 10.0% Cash	11/21	11/27	3,040		2,978		2,993		0.5	%	(6) (7) (9)
		Revolver	LIBOR + 5.25%, 10.0% Cash	11/21	11/27	—		(5)		(4)		—	%	(6) (7) (9)
		Subordinated Term Loan	12.0% PIK	11/21	05/28	954		940		935		0.2	%	(6)
		Common Stock (128,205.1 shares)	N/A	11/21	N/A			128		122		—	%	(6) (30)
						3,994		4,041		4,046
Bariacum S.A.	Consumer Products	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 6.7% Cash	11/21	11/28	1,814		1,867		1,772		0.3	%	(3) (6) (7) (13)
						1,814		1,867		1,772
Beyond Risk Management, Inc.	Other Financial	First Lien Senior Secured Term Loan	LIBOR + 4.50%, 8.9% Cash	10/21	10/27	2,551		2,499		2,493		0.4	%	(6) (7) (8)
						2,551		2,499		2,493
Bidwax	Non-durable Consumer Goods	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 8.6% Cash	02/21	02/28	2,241		2,425		2,176		0.4	%	(3) (6) (7) (13)
						2,241		2,425		2,176

F-33

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
BigHand UK Bidco Limited	High Tech Industries	First Lien Senior Secured Term Loan	SOFR + 5.50%, 9.8% Cash	01/21	01/28	$	846	$	826	$	830	0.1	%	(3) (6) (7) (15)
		First Lien Senior Secured Term Loan	SONIA + 5.50%, 9.0% Cash	01/21	01/28	195		216		191		—	%	(3) (6) (7) (18)
						1,041		1,042		1,021
Biolam Group	Consumer Non-cyclical	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 8.2% Cash	12/22	11/29	2,105		1,971		1,959		0.3	%	(3) (6) (7) (12)
						2,105		1,971		1,959
Blue Ribbon, LLC	Brewers	First Lien Senior Secured Term Loan	LIBOR + 6.00%, 10.1% Cash	05/21	05/28	12,228		11,981		9,064		1.5	%	(7) (8)
						12,228		11,981		9,064
Bounteous, Inc.	Technology	First Lien Senior Secured Term Loan	LIBOR + 5.25%, 10.0% Cash	08/21	08/27	6,037		5,899		5,613		0.9	%	(6) (7) (8)
						6,037		5,899		5,613
Bridger Aerospace Group Holdings, LLC	Environmental Industries	Municipal Revenue Bond	11.5% Cash	07/22	09/27	13,600		13,600		14,150		2.4	%
		Preferred Stock- Series C (7,309 shares)	7.0% PIK	07/22	N/A			7,230		7,365		1.2	%	(6)
						13,600		20,830		21,515
Brightline Trains Florida LLC	Transportation	Senior Secured Note	8.0% Cash	08/21	01/28	2,000		2,000		1,740		0.3	%	(6)
						2,000		2,000		1,740
Brightpay Limited	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 6.5% Cash	10/21	10/28	2,241		2,308		2,190		0.4	%	(3) (6) (7) (12)
						2,241		2,308		2,190
BrightSign LLC	Media & Entertainment	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.5% Cash	10/21	10/27	3,843		3,811		3,807		0.6	%	(6) (7) (9)
		Revolver	LIBOR + 5.75%, 10.5% Cash	10/21	10/27	—		(6)		(7)		—	%	(6) (7) (9)
		LLC units (596,181.5 units)	N/A	10/21	N/A			596		620		0.1	%	(6) (30)
						3,843		4,401		4,420
British Airways 2020-1 Class B Pass Through Trust	Airlines	Structured Secured Note - Class B	8.4% Cash	11/20	11/28	703		703		692		0.1	%
						703		703		692
British Engineering Services Holdco Limited	Commercial Services & Supplies	First Lien Senior Secured Term Loan	SONIA + 7.00%, 9.3% Cash	12/20	12/27	2,168		2,375		2,115		0.3	%	(3) (6) (7) (18)
						2,168		2,375		2,115
Burgess Point Purchaser Corporation	Auto Parts & Equipment	Second Lien Senior Secured Term Loan	SOFR + 9.00%, 13.3% Cash	07/22	07/30	2,273		2,185		2,195		0.4	%	(6) (7) (14)
		LP Units (227 units)	N/A	07/22	N/A			227		222		—	%	(6) (30)
						2,273		2,412		2,417
BVI Medical, Inc.	Healthcare	Second Lien Senior Secured Term Loan	EURIBOR + 9.50%, 11.6% Cash	06/22	06/26	5,985		5,684		5,740		1.0	%	(6) (7) (12)
						5,985		5,684		5,740
CAi Software, LLC	Technology	First Lien Senior Secured Term Loan	LIBOR + 6.25%, 11.0% Cash	12/21	12/28	3,757		3,691		3,659		0.6	%	(6) (7) (9)
		First Lien Senior Secured Term Loan	LIBOR + 6.25%, 10.2% Cash	07/22	12/28	1,033		1,014		1,006		0.2	%	(6) (7) (9)
		Revolver	LIBOR + 6.25%, 11.0% Cash	12/21	12/28	—		(12)		(18)		—	%	(6) (7) (9)
						4,790		4,693		4,647

F-34

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Canadian Orthodontic Partners Corp.	Healthcare	First Lien Senior Secured Term Loan	CDOR + 7.00%, 11.9% Cash	06/21	03/26	$	1,495	$	1,655	$	1,410	0.2	%	(3) (6) (7) (24)
		Class A Equity (500,000 units)	N/A	05/22	N/A			389		292		—	%	(3) (6) (30)
		Class C - Warrants (74,712.64 units)	N/A	05/22	N/A			—		—		—	%	(3) (6) (30)
						1,495		2,044		1,702
Caribou Holding Company, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 7.64%, 12.5% Cash	04/22	04/27	$	2,159	$	2,130	$	2,134	0.3	%	(3) (6) (7) (15)
		LLC Units (340,909 units)	N/A	04/22	N/A			341		314		0.1	%	(3) (6) (30)
						2,159		2,471		2,448
Carlson Travel, Inc.	Business Travel Management	First Lien Senior Secured Bond	8.5% Cash	11/21	11/26	2,898		2,696		2,449		0.4	%
		Common Stock (124,051 shares)	N/A	11/21	N/A			2,345		757		0.1	%	(30)
						2,898		5,041		3,206
Ceres Pharma NV	Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 7.1% Cash	10/21	10/28	3,843		3,814		3,621		0.6	%	(3) (6) (7) (12)
						3,843		3,814		3,621
CGI Parent, LLC	Business Equipment & Services	First Lien Senior Secured Term Loan	LIBOR + 4.50%, 8.8% Cash	02/22	02/28	10,698		10,510		10,377		1.7	%	(6) (7) (8)
		First Lien Senior Secured Term Loan	SOFR + 4.75%, 9.3% Cash	12/22	02/28	1,599		1,551		1,551		0.3	%	(6) (7) (15)
		Revolver	LIBOR + 4.50%, 8.8% Cash	02/22	02/28	—		(29)		(49)		—	%	(6) (7) (8)
		Preferred Stock (551 shares)	N/A	02/22	N/A			551		1,028		0.2	%	(6) (30)
						12,297		12,583		12,907
Cineworld Group PLC	Leisure Products	Warrants (371,024 units)	N/A	07/22	N/A			68		—		—	%	(3) (6) (30)
								68		—
Coastal Marina Holdings, LLC	Other Financial	Subordinated Term Loan	8.0% Cash	11/21	11/31	8,310		7,754		7,764		1.3	%	(6)
		Subordinated Term Loan	10.0% PIK	11/21	11/31	3,230		3,027		3,018		0.5	%	(6)
		LLC Units (1,018,869 units)	N/A	11/21	N/A			4,547		5,364		0.9	%	(6) (30)
						11,540		15,328		16,146
Cobham Slip Rings SAS	Diversified Manufacturing	First Lien Senior Secured Term Loan	LIBOR + 6.25%, 11.0% Cash	11/21	11/28	1,995		1,953		1,943		0.3	%	(3) (6) (7) (9)
						1,995		1,953		1,943
Compass Precision, LLC	Aerospace & Defense	Senior Subordinated Term Loan	11.0% Cash, 1.0% PIK	04/22	04/28	378		371		369		0.1	%	(6)
		LLC Units (46,085.6 units)	N/A	04/22	N/A			125		159		—	%	(6) (30)
						378		496		528
Comply365, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 10.6% Cash	04/22	04/28	6,892		6,768		6,787		1.1	%	(6) (7) (16)
		Revolver	SOFR + 5.75%, 10.6% Cash	04/22	04/28	83		73		75		—	%	(6) (7) (16)
						6,975		6,841		6,862
Contabo Finco S.À.R.L.	Internet Software & Services	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 7.6% Cash	10/22	10/29	994		905		969		0.2	%	(3) (6) (7) (12)
						994		905		969
Core Scientific, Inc.	Technology	First Lien Senior Secured Term Loan	13.0% Cash	03/22	03/25	17,399		17,383		6,525		1.1	%	(6) (29)
		Common Stock (53,700 shares)	N/A	09/22	N/A			174		4		—	%	(30)
						17,399		17,557		6,529

F-35

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Coyo Uprising GmbH	Technology	First Lien Senior Secured Term Loan	EURIBOR + 3.25%, 3.3% Cash, 3.5% PIK	09/21	09/28	$	9,845	$	10,490	$	9,545	1.6	%	(3) (6) (7) (13)
		Class A Units (531 units)	N/A	09/21	N/A			248		237		—	%	(3) (6) (30)
		Class B Units (231 units)	N/A	09/21	N/A			538		601		0.1	%	(3) (6) (30)
						9,845		11,276		10,383
CSL DualCom	Tele-communications	First Lien Senior Secured Term Loan	SONIA + 5.25%, 8.7% Cash	09/20	09/27	2,005		1,953		1,989		0.3	%	(3) (6) (7) (17)
						2,005		1,953		1,989
CVL 3	Capital Equipment	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 7.6% Cash	12/21	12/28	5,550		5,741		5,450		0.9	%	(3) (6) (7) (12)
		First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.2% Cash	12/21	12/28	3,382		3,308		3,322		0.6	%	(3) (6) (7) (15)
						8,932		9,049		8,772
CW Group Holdings, LLC	High Tech Industries	First Lien Senior Secured Term Loan	LIBOR + 6.00%, 10.4% Cash	01/21	01/27	7,961		7,832		7,897		1.3	%	(6) (7) (8)
		LLC Units (403,441 units)	N/A	01/21	N/A			403		510		0.1	%	(6) (30)
						7,961		8,235		8,407
DataServ Integrations, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 6.00%, 10.3% Cash	11/22	11/28	1,918		1,876		1,875		0.3	%	(6) (7) (15)
		Revolver	SOFR + 6.00%, 10.3% Cash	11/22	11/28	—		(10)		(11)		—	%	(6) (7) (15)
		Partnership Units (96,153.9 units)	N/A	11/22	N/A			96		96		—	%	(6) (30)
						1,918		1,962		1,960
DecksDirect, LLC	Building Materials	First Lien Senior Secured Term Loan	LIBOR + 6.00%, 10.4% Cash	12/21	12/26	700		688		690		0.1	%	(6) (7) (8)
		Revolver	LIBOR + 6.00%, 10.4% Cash	12/21	12/26	—		(3)		(3)		—	%	(6) (7) (8)
		Common Stock (1,280.8 shares)	N/A	12/21	N/A			54		49		—	%	(6) (30)
						700		739		736
DISA Holdings Corp.	Other Industrial	First Lien Senior Secured Term Loan	SOFR + 5.50%, 9.8% Cash	11/22	09/28	3,802		3,664		3,661		0.6	%	(6) (7) (14)
		Revolver	SOFR + 5.50%, 9.8% Cash	11/22	09/28	9		—		—		—	%	(6) (7) (14)
						3,811		3,664		3,661
Dragon Bidco	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 8.9% Cash	04/21	04/28	3,735		3,721		3,667		0.6	%	(3) (6) (7) (13)
		First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 8.1% Cash	04/21	04/28	2,882		3,181		2,829		0.5	%	(3) (6) (7) (12)
						6,617		6,902		6,496
Dune Group	Health Care Equipment	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.5% Cash	09/21	09/28	3,177		3,130		3,123		0.5	%	(3) (6) (7) (9)
		First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 8.0% Cash	09/21	09/28	194		177		174		—	%	(3) (6) (7) (12)
						3,371		3,307		3,297
Dunlipharder B.V.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.50%, 10.7% Cash	06/22	06/28	1,000		986		988		0.2	%	(3) (6) (7) (15)
						1,000		986		988

F-36

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Dwyer Instruments, Inc.	Electric	First Lien Senior Secured Term Loan	LIBOR + 6.00%, 10.7% Cash	07/21	07/27	$	13,630	$	13,374	$	13,372	2.2	%	(6) (7) (9)
						13,630		13,374		13,372
Echo Global Logistics, Inc.	Air Transportation	Second Lien Senior Secured Term Loan	LIBOR + 7.00%, 11.7% Cash	11/21	11/29	7,605		7,485		7,308		1.2	%	(6) (7) (9)
		Partnership Equity (289.2 units)	N/A	11/21	N/A			289		508		0.1	%	(6) (30)
						7,605		7,774		7,816
Ellkay, LLC	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	LIBOR + 6.25%, 11.0% Cash	09/21	09/27	3,733		3,672		3,691		0.6	%	(6) (7) (9)
						3,733		3,672		3,691
EMI Porta Holdco LLC	Diversified Manufacturing	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.5% Cash	12/21	12/27	8,111		7,913		7,773		1.3	%	(6) (7) (9)
		Revolver	LIBOR + 5.75%, 10.5% Cash	12/21	12/27	641		620		604		0.1	%	(6) (7) (9)
						8,752		8,533		8,377
Entact Environmental Services, Inc.	Environmental Industries	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 11.7% Cash	02/21	12/25	3,932		3,906		3,919		0.6	%	(6) (7) (9)
						3,932		3,906		3,919
EPS NASS Parent, Inc.	Electrical Components & Equipment	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.5% Cash	04/21	04/28	4,434		4,360		4,394		0.7	%	(6) (7) (9)
						4,434		4,360		4,394
eShipping, LLC	Transportation Services	First Lien Senior Secured Term Loan	LIBOR + 5.00%, 9.4% Cash	11/21	11/27	7,060		6,910		7,006		1.2	%	(6) (7) (8)
		Revolver	LIBOR + 5.00%, 9.4% Cash	11/21	11/27	—		(18)		(7)		—	%	(6) (7) (8)
						7,060		6,892		6,999
Eurofins Digital Testing International LUX Holding SARL	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 8.9% Cash	12/22	12/29	987		892		901		0.1	%	(3) (6) (7) (12)
		First Lien Senior Secured Term Loan	SOFR + 6.75%, 11.5% Cash	12/22	12/29	511		497		497		0.1	%	(3) (6) (7) (15)
		First Lien Senior Secured Term Loan	SONIA + 6.75%, 10.0% Cash	12/22	12/29	1,447		1,439		1,407		0.2	%	(3) (6) (7) (18)
		Second Lien Senior Secured Term Loan	11.5% PIK	12/22	12/30	352		338		342		0.1	%	(3) (6)
						3,297		3,166		3,147
Events Software BidCo Pty Ltd	Technology	First Lien Senior Secured Term Loan	BBSY + 6.00%, 9.3% Cash	03/22	03/28	1,737		1,853		1,573		0.3	%	(3) (6) (7) (21)
						1,737		1,853		1,573
Express Wash Acquisition Company, LLC	Consumer Cyclical	First Lien Senior Secured Term Loan	SOFR + 6.50%, 10.3% Cash	07/22	07/28	4,818		4,728		4,737		0.8	%	(6) (7) (14)
		Revolver	SOFR + 6.50%, 10.3% Cash	07/22	07/28	94		91		91		—	%	(6) (7) (14)
						4,912		4,819		4,828
Ferrellgas L.P.	Oil & Gas Equipment & Services	Opco Preferred Units (2,886 units)	N/A	03/21	N/A			2,799		2,742		0.5	%	(6)
								2,799		2,742
Fineline Technologies, Inc.	Consumer Services	First Lien Senior Secured Term Loan	LIBOR + 4.75%, 9.5% Cash	02/21	02/28	1,727		1,702		1,698		0.3	%	(6) (7) (9)
						1,727		1,702		1,698
Finexvet	Consumer Cyclical	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 8.1% Cash	03/22	03/29	2,401		2,387		2,329		0.4	%	(3) (6) (7) (13)
						2,401		2,387		2,329
FinThrive Software Intermediate Holdings Inc.	Business Equipment & Services	Preferred Stock (3,188.5 shares)	11.0% PIK	03/22	N/A			3,823		2,947		0.6	%	(6)
								3,823		2,947

F-37

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
FitzMark Buyer, LLC	Cargo & Transportation	First Lien Senior Secured Term Loan	LIBOR + 4.50%, 8.9% Cash	12/20	12/26	$	2,458	$	2,424	$	2,424	0.4	%	(6) (7) (9)
						2,458		2,424		2,424
Five Star Holding LLC	Packaging	Second Lien Senior Secured Term Loan	SOFR + 7.25%, 12.0% Cash	05/22	05/30	7,143		7,009		6,936		1.1	%	(6) (7) (15)
		LLC Units (504.5 units)	N/A	05/22	N/A			504		502		0.1	%	(6) (30)
						7,143		7,513		7,438
Flexential Issuer, LLC	Information Technology	Structured Secured Note - Class C	6.9% Cash	11/21	11/51	10,000		9,274		8,642		1.4	%
						10,000		9,274		8,642
Flywheel Re Segregated Portfolio 2022-4	Investment Funds	Preferred Stock (1,281,099 units)	N/A	08/22	N/A			1,281		1,288		0.2	%	(3) (6) (30)
								1,281		1,288
Footco 40 Limited	Media & Entertainment	First Lien Senior Secured Term Loan	SONIA + 5.75%, 9.2% Cash	04/22	04/29	1,489		1,559		1,437		0.2	%	(3) (6) (7) (18)
						1,489		1,559		1,437
Fortis Payment Systems, LLC	Other Financial	First Lien Senior Secured Term Loan	SOFR + 5.25%, 9.9% Cash	10/22	02/26	1,575		1,516		1,513		0.3	%	(6) (7) (14)
						1,575		1,516		1,513
FragilePak LLC	Transportation Services	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.5% Cash	05/21	05/27	7,444		7,209		7,444		1.2	%	(6) (7) (9)
		Partnership Units (889.3 units)	N/A	05/21	N/A			889		1,119		0.2	%	(6) (30)
						7,444		8,098		8,563
Front Line Power Construction LLC	Construction Machinery	First Lien Senior Secured Term Loan	LIBOR + 12.50%, 17.2% Cash	11/21	11/28	765		716		852		0.1	%	(6) (7) (9)
		Common Stock (33,601 shares)	N/A	11/21	N/A			56		28		—	%	(30)
						765		772		880
FSS Buyer LLC	Technology	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.1% Cash	08/21	08/28	14,702		14,456		14,539		2.4	%	(6) (7) (8)
		LP Interest (1,973.6 units)	N/A	08/21	N/A			20		29		—	%	(6) (30)
		LP Units (8,677.3 units)	N/A	08/21	N/A			87		127		—	%	(6) (30)
						14,702		14,563		14,695
GB Eagle Buyer, Inc.	Capital Goods	First Lien Senior Secured Term Loan	SOFR + 6.50%, 10.5% Cash	12/22	11/28	12,581		12,207		12,203		2.0	%	(6) (7) (15)
		Revolver	SOFR + 6.50%, 10.5% Cash	12/22	11/28	—		(57)		(58)		—	%	(6) (7) (15)
		Partnership Units (515 units)	N/A	12/22	N/A			515		515		0.1	%	(6) (30)
						12,581		12,665		12,660
Global Academic Group Limited	Industrial Other	First Lien Senior Secured Term Loan	BBSY + 6.00%, 9.1% Cash	07/22	07/27	1,668		1,668		1,625		0.3	%	(3) (6) (7) (21)
		First Lien Senior Secured Term Loan	BKBM + 6.00%, 9.1% Cash	07/22	07/27	2,910		2,801		2,828		0.5	%	(3) (6) (7) (25)
						4,578		4,469		4,453
GPNZ II GmbH	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 7.4% Cash	06/22	06/29	458		429		375		0.1	%	(3) (6) (7) (11)
						458		429		375
Greenhill II BV	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 7.1% Cash	07/22	07/29	739		672		716		0.1	%	(3) (6) (7) (12)
						739		672		716
Groupe Product Life	Consumer Non-cyclical	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 8.5% Cash	10/22	10/29	625		553		598		0.1	%	(3) (6) (7) (12)
						625		553		598

F-38

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Gusto Aus BidCo Pty Ltd	Consumer Non-cyclical	First Lien Senior Secured Term Loan	BBSY + 6.50%, 10.2% Cash	10/22	10/28	$	2,208	$	2,016	$	2,135	0.4	%	(3) (6) (7) (22)
						2,208		2,016		2,135
HeartHealth Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	BBSY + 5.25%, 8.6% Cash	09/22	09/28	626		569		598		0.1	%	(3) (6) (7) (21)
						626		569		598
Heartland Veterinary Partners, LLC	Healthcare	Subordinated Term Loan	11.0% PIK	11/21	11/23	425		419		412		0.1	%	(6)*
		Subordinated Term Loan	11.0% PIK	11/21	12/28	3,370		3,302		3,282		0.5	%	(6)*
						3,795		3,721		3,694
HEKA Invest	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 8.7% Cash	10/22	10/29	4,999		4,461		4,846		0.8	%	(3) (6) (7) (12)
						4,999		4,461		4,846
Hoffmaster Group Inc.	Packaging	First Lien Senior Secured Term Loan	LIBOR + 4.00%, 8.7% Cash	07/20	11/23	2,488		2,364		2,241		0.4	%	(7) (9)
						2,488		2,364		2,241
Home Care Assistance, LLC	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 5.00%, 9.4% Cash	03/21	03/27	4,502		4,435		4,299		0.7	%	(6) (7) (14)
						4,502		4,435		4,299
Honour Lane Logistics Holdings Limited	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 5.25%, 9.5% Cash	04/22	11/28	8,500		8,268		8,302		1.4	%	(3) (6) (7) (16)
						8,500		8,268		8,302
HTI Technology & Industries	Electronic Component Manufacturing	First Lien Senior Secured Term Loan	SOFR + 8.50%, 11.7% Cash	07/22	07/25	5,769		5,680		5,682		0.9	%	(6) (7) (15)
		Revolver	SOFR + 8.50%, 11.7% Cash	07/22	07/25	—		(9)		(9)		—	%	(6) (7) (15)
						5,769		5,671		5,673
Hygie 31 Holding	Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 8.4% Cash	09/22	09/29	320		281		312		0.1	%	(3) (6) (7) (12)
						320		281		312
IM Square	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 7.5% Cash	05/21	04/28	3,415		3,755		3,306		0.5	%	(3) (6) (7) (12)
						3,415		3,755		3,306
Infoblox, Inc.	Technology	Second Lien Senior Secured Term Loan	LIBOR + 7.25%, 11.7% Cash	09/20	12/28	2,843		2,831		2,214		0.4	%	(7) (9)
						2,843		2,831		2,214
Infoniqa Holdings GmbH	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 6.2% Cash	11/21	11/28	2,595		2,686		2,525		0.4	%	(3) (6) (7) (13)
						2,595		2,686		2,525
Innovad Group II BV	Beverage, Food & Tobacco	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 9.3% Cash	04/21	04/28	4,178		4,488		3,631		0.6	%	(3) (6) (7) (13)
						4,178		4,488		3,631
INOS 19-090 GmbH	Aerospace & Defense	First Lien Senior Secured Term Loan	EURIBOR + 5.40%, 7.4% Cash	12/20	12/27	820		901		804		0.1	%	(3) (6) (7) (12)
						820		901		804
Interstellar Group B.V.	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 7.5% Cash	08/22	08/29	1,221		1,131		1,177		0.2	%	(3) (6) (7) (12)
		Super Senior Secured Term Loan	EURIBOR + 5.25%, 7.5% Cash	08/22	02/29	64		60		62		—	%	(3) (6) (7) (12)
						1,285		1,191		1,239
Isolstar Holding NV (IPCOM)	Trading Companies & Distributors	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 8.1% Cash	10/22	10/29	4,583		4,044		4,436		0.7	%	(3) (6) (7) (11)
						4,583		4,044		4,436

F-39

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
ITI Intermodal, Inc.	Transportation Services	First Lien Senior Secured Term Loan	LIBOR + 4.75%, 9.1% Cash	12/21	12/27	$	714	$	700	$	703	0.1	%	(6) (7) (8)
		Revolver	LIBOR + 4.75%, 9.1% Cash	12/21	12/27	6		4		5		—	%	(6) (7) (8)
		Common Stock (1,433.37 shares)	N/A	01/22	N/A			144		127		—	%	(6) (30)
						720		848		835
Jaguar Merger Sub Inc.	Other Financial	First Lien Senior Secured Term Loan	SOFR + 5.00%, 9.5% Cash	12/21	09/24	7,652		7,571		7,617		1.3	%	(6) (7) (15)
		Revolver	SOFR + 5.00%, 9.5% Cash	12/21	09/24	—		(4)		(2)		—	%	(6) (7) (15)
						7,652		7,567		7,615
JetBlue 2019-1 Class B Pass Through Trust	Airlines	Structured Secured Note - Class B	8.0% Cash	08/20	11/27	1,443		1,443		1,404		0.2	%
						1,443		1,443		1,404
JF Acquisition, LLC	Automotive	First Lien Senior Secured Term Loan	LIBOR + 5.50%, 9.9% Cash	05/21	07/24	3,605		3,529		3,367		0.6	%	(6) (7) (8)
						3,605		3,529		3,367
Jon Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	BKBM + 5.50%, 10.2% Cash	03/22	03/27	2,043		2,186		1,992		0.3	%	(3) (6) (7) (25)
						2,043		2,186		1,992
Jones Fish Hatcheries & Distributors LLC	Consumer Products	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.2% Cash	02/22	02/28	2,785		2,736		2,745		0.5	%	(6) (7) (9)
		Revolver	LIBOR + 5.75%, 10.2% Cash	02/22	02/28	—		(7)		(6)		—	%	(6) (7) (8)
		LLC Units (974.68 units)	N/A	02/22	N/A			97		115		—	%	(6) (30)
						2,785		2,826		2,854
Kano Laboratories LLC	Chemicals, Plastics & Rubber	First Lien Senior Secured Term Loan	LIBOR + 5.00%, 10.1% Cash	11/20	11/26	4,981		4,864		4,885		0.8	%	(6) (7) (10)
		Partnership Equity (78.7 units)	N/A	11/20	N/A			79		74		—	%	(6) (30)
						4,981		4,943		4,959
Kid Distro Holdings, LLC	Media & Entertainment	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.5% Cash	10/21	10/27	18,910		18,598		18,689		3.1	%	(6) (7) (9)
		LLC Units (850,236.1 units)	N/A	10/21	N/A			851		769		0.1	%	(6) (30)
						18,910		19,449		19,458
Kona Buyer, LLC	High Tech Industries	First Lien Senior Secured Term Loan	SOFR + 4.75%, 9.3% Cash	12/20	12/27	5,509		5,413		5,419		0.9	%	(6) (7) (15)
						5,509		5,413		5,419
Lambir Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 8.5% Cash	12/21	12/28	3,333		3,393		3,113		0.5	%	(3) (6) (7) (12)
		Second Lien Senior Secured Term Loan	12.0% PIK	12/21	06/29	1,060		1,085		997		0.2	%	(3) (6)
						4,393		4,478		4,110
LeadsOnline, LLC	Business Equipment & Services	First Lien Senior Secured Term Loan	LIBOR + 4.75%, 9.5% Cash	02/22	02/28	10,928		10,761		10,794		1.8	%	(6) (7) (9)
		Revolver	LIBOR + 4.75%, 9.5% Cash	02/22	02/28	—		(29)		(24)		—	%	(6) (7) (9)
		LLC Units (39,370.1 units)	N/A	02/22	N/A			39		49		—	%	(6) (30)
						10,928		10,771		10,819
Learfield Communications, LLC	Broadcasting	First Lien Senior Secured Term Loan	3.0% Cash, LIBOR + 10.0% PIK	08/20	12/23	6,289		6,273		6,037		1.0	%	(9)
		First Lien Senior Secured Term Loan	LIBOR + 3.25%, 7.6% Cash	08/20	12/23	67		47		50		—	%	(7) (8)
						6,356		6,320		6,087

F-40

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Liberty Steel Holdings USA Inc.	Industrial Other	Revolver	SOFR + 4.50%, 8.8% Cash	04/22	04/25	$	10,000	$	9,924	$	9,923	1.6	%	(6) (7) (14)
						10,000		9,924		9,923
LivTech Purchaser, Inc.	Business Services	First Lien Senior Secured Term Loan	LIBOR + 5.00%, 9.7% Cash	01/21	12/25	3,319		3,292		3,223		0.5	%	(6) (7) (9)
						3,319		3,292		3,223
Long Term Care Group, Inc.	Healthcare	First Lien Senior Secured Term Loan	LIBOR + 6.00%, 10.3% Cash	04/22	09/27	4,861		4,774		4,725		0.8	%	(6) (7) (8)
						4,861		4,774		4,725
Marmoutier Holding B.V.	Consumer Products	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 8.8% Cash	12/21	12/24	356		330		341		0.1	%	(3) (6) (7) (13)
		First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 8.8% Cash	12/21	12/28	1,825		1,889		1,752		0.3	%	(3) (6) (7) (13)
		Revolver	EURIBOR + 5.00%, 7.8% Cash	12/21	06/27	46		42		40		—	%	(3) (6) (7) (12)
						2,227		2,261		2,133
Marshall Excelsior Co.	Capital Goods	First Lien Senior Secured Term Loan	SOFR + 5.50%, 9.8% Cash	02/22	02/28	6,616		6,520		6,525		1.1	%	(6) (7) (15)
		Revolver	Prime + 4.50%, 11.5% Cash	02/22	02/28	749		734		735		0.1	%	(6) (7) (28)
						7,365		7,254		7,260
MC Group Ventures Corporation	Business Services	First Lien Senior Secured Term Loan	LIBOR + 5.50%, 9.9% Cash	07/21	06/27	4,392		4,313		4,342		0.7	%	(6) (7) (8)
		Partnership Units (373.3 Units)	N/A	06/21	N/A			373		390		0.1	%	(6) (30)
						4,392		4,686		4,732
Median B.V.	Healthcare	First Lien Senior Secured Term Loan	SONIA + 6.00%, 9.4% Cash	02/22	10/27	3,729		4,077		3,100		0.5	%	(3) (7) (18)
						3,729		4,077		3,100
Mercell Holding AS	Technology	First Lien Senior Secured Term Loan	NIBOR + 6.00%, 9.1% Cash	08/22	08/29	1,594		1,563		1,551		0.3	%	(3) (6) (7) (27)
		Class A Units (57.2 units)	N/A	08/22	N/A			56		58		—	%	(3) (6) (30)
		Class B Units (14,471.9 units)	N/A	08/22	N/A			—		—		—	%	(3) (6) (30)
						1,594		1,619		1,609
MNS Buyer, Inc.	Construction and Building	First Lien Senior Secured Term Loan	LIBOR + 5.50%, 9.9% Cash	08/21	08/27	912		897		835		0.1	%	(6) (7) (8)
		Partnership Units (76.9 Units)	N/A	08/21	N/A			77		54		—	%	(6) (30)
						912		974		889
Modern Star Holdings Bidco Pty Limited	Non-durable Consumer Goods	First Lien Senior Secured Term Loan	BBSY + 6.25%, 9.1% Cash	12/20	12/26	1,970		2,075		1,925		0.3	%	(3) (6) (7) (20)
						1,970		2,075		1,925
Murphy Midco Limited	Media, Diversified & Production	First Lien Senior Secured Term Loan	SONIA + 5.00%, 8.2% Cash	11/20	11/27	1,211		1,270		1,189		0.2	%	(3) (6) (7) (19)
						1,211		1,270		1,189
Music Reports, Inc.	Media & Entertainment	First Lien Senior Secured Term Loan	LIBOR + 5.50%, 9.8% Cash	08/20	08/26	5,031		4,950		4,954		0.8	%	(6) (7) (8)
						5,031		4,950		4,954
Napa Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	BBSY + 6.00%, 9.6% Cash	03/22	03/28	7,076		7,323		6,361		1.1	%	(3) (6) (7) (22)
						7,076		7,323		6,361

F-41

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Narda Acquisitionco., Inc.	Aerospace & Defense	First Lien Senior Secured Term Loan	LIBOR + 5.50%, 10.2% Cash	12/21	12/27	$	2,940	$	2,897	$	2,658	0.4	%	(6) (7) (9)
		Revolver	LIBOR + 5.50%, 10.2% Cash	12/21	12/27	68		59		3		—	%	(6) (7) (9)
		Class A Preferred Stock (2,392.9 shares)	N/A	12/21	N/A			239		156		—	%	(6) (30)
		Class B Common Stock (265.9 shares)	N/A	12/21	N/A			27		—		—	%	(6) (30)
						3,008		3,222		2,817
Navia Benefit Solutions, Inc.	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	LIBOR + 5.25%, 9.6% Cash	02/21	02/27	9,259		9,152		9,104		1.5	%	(6) (7) (8)
		First Lien Senior Secured Term Loan	SOFR + 5.25%, 9.6% Cash	11/22	02/27	5,914		5,769		5,766		1.0	%	(6) (7) (14)
						15,173		14,921		14,870
Nexus Underwriting Management Limited	Other Financial	First Lien Senior Secured Term Loan	SONIA + 5.25%, 7.4% Cash	10/21	10/28	2,486		2,715		2,433		0.4	%	(3) (6) (7) (19)
		Revolver	SONIA + 5.25%, 7.4% Cash	10/21	04/23	94		104		94		—	%	(3) (6) (7) (19)
						2,580		2,819		2,527
Northstar Recycling, LLC	Environmental Industries	First Lien Senior Secured Term Loan	LIBOR + 4.75%, 9.5% Cash	10/21	09/27	3,955		3,890		3,908		0.6	%	(6) (7) (9)
						3,955		3,890		3,908
Novotech Aus Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	BBSY + 5.25%, 8.8% Cash	01/22	01/28	3,222		3,386		3,145		0.5	%	(3) (6) (7) (22)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 9.6% Cash	01/22	01/28	3,479		3,392		3,371		0.6	%	(3) (6) (7) (16)
						6,701		6,778		6,516
NPM Investments 28 B.V.	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 8.5% Cash	09/22	10/29	2,143		1,904		2,084		0.3	%	(3) (6) (7) (12)
						2,143		1,904		2,084
OA Buyer, Inc.	Healthcare	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.1% Cash	12/21	12/28	6,583		6,466		6,481		1.1	%	(6) (7) (8)
		Revolver	LIBOR + 5.75%, 10.1% Cash	12/21	12/28	—		(23)		(21)		—	%	(6) (7) (8)
		Partnership Units (210,920.11 units)	N/A	12/21	N/A			211		226		—	%	(6) (30)
						6,583		6,654		6,686
OAC Holdings I Corp	Automotive	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.0% Cash	03/22	03/29	1,810		1,778		1,783		0.3	%	(6) (7) (16)
		Revolver	SOFR + 5.00%, 10.0% Cash	03/22	03/28	382		370		371		0.1	%	(6) (7) (15)
						2,192		2,148		2,154
OG III B.V.	Containers & Glass Products	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 7.9% Cash	06/21	06/28	6,614		7,239		6,475		1.1	%	(3) (6) (7) (12)
						6,614		7,239		6,475
Omni Intermediate Holdings, LLC	Transportation	First Lien Senior Secured Term Loan	SOFR + 5.00%, 9.7% Cash	12/20	12/26	8,294		8,229		8,116		1.3	%	(6) (7) (15)
						8,294		8,229		8,116
Oracle Vision Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 4.75%, 7.7% Cash	06/21	05/28	1,276		1,461		1,276		0.2	%	(3) (6) (7) (19)
						1,276		1,461		1,276
Origin Bidco Limited	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 7.7% Cash	06/21	06/28	354		395		342		0.1	%	(3) (6) (7) (12)
		First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.5% Cash	06/21	06/28	597		584		577		0.1	%	(3) (6) (7) (9)
						951		979		919

F-42

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
OSP Hamilton Purchaser, LLC	Technology	First Lien Senior Secured Term Loan	LIBOR + 6.00%, 10.2% Cash	12/21	12/27	$	2,258	$	2,219	$	2,190	0.4	%	(6) (7) (9)
		First Lien Senior Secured Term Loan	SOFR + 6.00%, 10.5% Cash	12/22	12/27	2,274		2,206		2,206		0.4	%	(6) (7) (15)
		Revolver	LIBOR + 6.00%, 10.2% Cash	12/21	12/27	—		(3)		(6)		—	%	(6) (7) (9)
		LP Units (60,040 units)	N/A	07/22	N/A			208		221		—	%	(6) (30)
						4,532		4,630		4,611
Panoche Energy Center LLC	Electric	First Lien Senior Secured Bond	6.9% Cash	07/22	07/29	4,924		4,430		4,628		0.8	%	(6)
						4,924		4,430		4,628
PDQ.Com Corporation	Business Equipment & Services	First Lien Senior Secured Term Loan	LIBOR + 4.75%, 9.4% Cash	08/21	08/27	12,792		12,606		12,643		2.1	%	(6) (7) (9)
		Class A-2 Partnership Units (286.4 units)	N/A	08/21	N/A			86		124		—	%	(6) (30)
						12,792		12,692		12,767
Perimeter Master Note Business Trust	Credit Card ABS	Structured Secured Note - Class A	4.7% Cash	05/22	05/27	137		137		124		—	%	(3) (6)
		Structured Secured Note - Class B	5.4% Cash	05/22	05/27	137		137		122		—	%	(3) (6)
		Structured Secured Note - Class C	5.9% Cash	05/22	05/27	137		137		118		—	%	(3) (6)
		Structured Secured Note - Class D	8.5% Cash	05/22	05/27	137		137		119		—	%	(3) (6)
		Structured Secured Note - Class E	11.4% Cash	05/22	05/27	6,986		6,986		6,143		1.0	%	(3) (6)
						7,534		7,534		6,626
Permaconn BidCo Pty Ltd	Tele- communications	First Lien Senior Secured Term Loan	BBSY + 6.00%, 9.1% Cash	12/21	12/27	4,884		5,037		4,795		0.8	%	(3) (6) (7) (21)
						4,884		5,037		4,795
Polara Enterprises, L.L.C.	Capital Equipment	First Lien Senior Secured Term Loan	LIBOR + 4.75%, 9.6% Cash	12/21	12/27	2,100		2,065		2,066		0.3	%	(6) (7) (9)
		Revolver	LIBOR + 4.75%, 9.6% Cash	12/21	12/27	—		(4)		(4)		—	%	(6) (7) (9)
		Partnership Units (3,704.3 units)	N/A	12/21	N/A			370		412		0.1	%	(6) (30)
						2,100		2,431		2,474
Policy Services Company, LLC	Property & Casualty Insurance	First Lien Senior Secured Term Loan	LIBOR + 6.00%, 8.8% Cash, 4.0% PIK	12/21	06/26	20,779		20,298		20,299		3.4	%	(6) (7) (9)
		Warrants - Class A (1.0710 units)	N/A	12/21	N/A			—		183		—	%	(6) (30)
		Warrants - Class B (0.3614 units)	N/A	12/21	N/A			—		62		—	%	(6) (30)
		Warrants - Class CC (0.0372 units)	N/A	12/21	N/A			—		—		—	%	(6) (30)
		Warrants - Class D (0.1035 units)	N/A	12/21	N/A			—		18		—	%	(6) (30)
						20,779		20,298		20,562
Premium Franchise Brands, LLC	Research & Consulting Services	First Lien Senior Secured Term Loan	LIBOR + 6.25%, 9.9% Cash	12/20	12/26	11,815		11,632		11,661		1.9	%	(6) (7) (9)
						11,815		11,632		11,661
Premium Invest	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 8.5% Cash	06/21	06/28	5,550		6,017		5,550		0.9	%	(3) (6) (7) (13)
						5,550		6,017		5,550
Preqin MC Limited	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan	LIBOR + 5.25%, 8.6% Cash	08/21	07/28	3,147		3,068		3,068		0.5	%	(3) (6) (7) (10)
						3,147		3,068		3,068

F-43

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
ProfitOptics, LLC	Technology	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 9.6% Cash	03/22	03/28	$	659	$	648	$	650	0.1	%	(6) (7) (10)
		Revolver	LIBOR + 5.75%, 9.6% Cash	03/22	03/28	—		(3)		(3)		—	%	(6) (7) (10)
		Second Lien Senior Subordinated Term Loan	8.0% Cash	03/22	03/29	32		32		30		—	%	(6)
		LLC Units (96,774.2 units)	N/A	03/22	N/A			65		69		—	%	(6) (30)
						691		742		746
Protego Bidco B.V.	Aerospace & Defense	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 7.7% Cash	03/21	03/28	347		375		326		0.1	%	(3) (6) (7) (13)
		Revolver	EURIBOR + 5.25%, 7.1% Cash	03/21	03/27	724		788		699		0.1	%	(3) (6) (7) (13)
						1,071		1,163		1,025
PSP Intermediate 4, LLC	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 7.3% Cash	05/22	05/29	872		825		829		0.1	%	(3) (6) (7) (12)
		First Lien Senior Secured Term Loan	LIBOR + 5.25%, 10.0% Cash	05/22	05/29	866		844		842		0.1	%	(3) (6) (7) (9)
						1,738		1,669		1,671
QPE7 SPV1 BidCo Pty Ltd	Consumer Cyclical	First Lien Senior Secured Term Loan	BBSY + 5.50%, 8.6% Cash	09/21	09/26	2,867		3,004		2,792		0.5	%	(3) (6) (7) (20)
						2,867		3,004		2,792
Questel Unite	Business Services	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 8.5% Cash	12/20	12/27	2,302		2,452		2,155		0.4	%	(3) (6) (7) (12)
		First Lien Senior Secured Term Loan	LIBOR + 6.25%, 11.0% Cash	12/20	12/27	367		363		357		0.1	%	(3) (6) (7) (9)
						2,669		2,815		2,512
R1 Holdings, LLC	Transportation	First Lien Senior Secured Term Loan	SOFR + 6.25%, 10.8% Cash	12/22	12/28	5,152		4,937		4,937		0.8	%	(6) (7) (15)
		Revolver	SOFR + 6.25%, 10.8% Cash	12/22	12/28	236		201		201		—	%	(6) (7) (15)
						5,388		5,138		5,138
Randys Holdings, Inc.	Automobile Manufacturers	First Lien Senior Secured Term Loan	SOFR + 6.50%, 10.6% Cash	11/22	10/28	9,928		9,545		9,531		1.6	%	(6) (7) (15)
		Revolver	SOFR + 6.50%, 10.6% Cash	11/22	10/28	220		179		178		—	%	(6) (7) (15)
		Partnership Units (4,000 units)	N/A	11/22	N/A			400		400		0.1	%	(6) (30)
						10,148		10,124		10,109
Recovery Point Systems, Inc.	Technology	First Lien Senior Secured Term Loan	LIBOR + 6.50%, 10.3% Cash	08/20	07/26	5,007		4,942		4,947		0.8	%	(6) (7) (9)
		Partnership Equity (81,313 units)	N/A	03/21	N/A			81		54		—	%	(6) (30)
						5,007		5,023		5,001
Renovation Parent Holdings, LLC	Home Furnishings	First Lien Senior Secured Term Loan	LIBOR + 5.50%, 10.1% Cash	11/21	11/27	7,622		7,463		7,225		1.2	%	(6) (7) (9)
		Partnership Equity (394,736.8 units)	N/A	11/21	N/A			395		304		—	%	(6) (30)
						7,622		7,858		7,529
REP SEKO MERGER SUB LLC	Air Freight & Logistics	First Lien Senior Secured Term Loan	EURIBOR + 4.75%, 6.6% Cash	12/20	12/26	6,926		7,430		6,839		1.1	%	(6) (7) (11)
		First Lien Senior Secured Term Loan	EURIBOR + 4.75%, 6.6% Cash	06/22	12/26	2,070		2,003		2,044		0.3	%	(6) (7) (11)
		First Lien Senior Secured Term Loan	LIBOR + 4.75%, 9.5% Cash	12/20	12/26	1,566		1,532		1,542		0.3	%	(6) (7) (9)
						10,562		10,965		10,425
Resonetics, LLC	Health Care Equipment	Second Lien Senior Secured Term Loan	LIBOR + 7.00%, 11.7% Cash	04/21	04/29	1,859		1,827		1,820		0.3	%	(6) (7) (9)
						1,859		1,827		1,820

F-44

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Reward Gateway (UK) Ltd	Precious Metals & Minerals	First Lien Senior Secured Term Loan	SONIA + 6.25%, 8.4% Cash	08/21	06/28	$	6,091	$	6,834	$	5,992	1.0	%	(3) (6) (7) (19)
						6,091		6,834		5,992
Riedel Beheer B.V.	Food & Beverage	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 8.5% Cash	12/21	12/28	2,213		2,248		2,162		0.4	%	(3) (6) (7) (12)
						2,213		2,248		2,162
Royal Buyer, LLC	Industrial Other	First Lien Senior Secured Term Loan	SOFR + 6.00%, 10.4% Cash	08/22	08/28	5,522		5,395		5,404		0.9	%	(6) (7) (15)
		Revolver	SOFR + 6.00%, 10.4% Cash	08/22	08/28	204		187		188		—	%	(6) (7) (15)
						5,726		5,582		5,592
RPX Corporation	Research & Consulting Services	First Lien Senior Secured Term Loan	LIBOR + 5.50%, 9.9% Cash	10/20	10/25	15,012		14,781		14,712		2.4	%	(6) (7) (9)
						15,012		14,781		14,712
Safety Products Holdings, LLC	Non-durable Consumer Goods	First Lien Senior Secured Term Loan	LIBOR + 6.00%, 11.2% Cash	12/20	12/26	4,827		4,750		4,763		0.8	%	(6) (7) (9)
		First Lien Senior Secured Term Loan	LIBOR + 6.00%, 11.2% Cash	12/20	09/23	143		122		109		—	%	(6) (7) (9)
		Preferred Stock (84.8 shares)	N/A	12/20	N/A			85		105		—	%	(6) (30)
						4,970		4,957		4,977
Sanoptis S.A.R.L.	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 8.2% Cash	06/22	07/29	1,001		868		917		0.1	%	(3) (6) (7) (13)
		First Lien Senior Secured Term Loan	SARON + 5.50%, 5.9% Cash	06/22	07/29	417		390		406		0.1	%	(3) (6) (7) (26)
						1,418		1,258		1,323
Scaled Agile, Inc.	Research & Consulting Services	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.2% Cash	12/21	12/28	1,735		1,701		1,716		0.3	%	(6) (7) (15)
		Revolver	SOFR + 5.50%, 10.2% Cash	12/21	12/28	—		(6)		(3)		—	%	(6) (7) (15)
						1,735		1,695		1,713
Scout Bidco B.V.	Diversified Manufacturing	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 8.0% Cash	05/22	03/29	3,243		3,143		3,155		0.5	%	(3) (6) (7) (12)
		Revolver	EURIBOR + 6.00%, 8.0% Cash	05/22	03/29	—		(12)		(10)		—	%	(3) (6) (7) (12)
						3,243		3,131		3,145
Sereni Capital NV	Consumer Cyclical	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 8.2% Cash	05/22	11/28	358		331		348		0.1	%	(3) (6) (7) (13)
		First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 8.2% Cash	05/22	05/29	490		479		479		0.1	%	(3) (6) (7) (13)
						848		810		827
Serta Simmons Bedding LLC	Home Furnishings	Super Priority Second Out	LIBOR + 7.50%, 12.3% Cash	09/20	08/23	1,955		1,870		890		0.1	%	(7) (9)
						1,955		1,870		890
Shelf Bidco Ltd	Other Financial	First Lien Senior Secured Term Loan	SOFR + 6.00%, 10.7% Cash	12/22	01/30	17,400		16,860		16,860		2.8	%	(3) (6) (7) (15)
		Common Stock (600,000 shares)	N/A	12/22	N/A			600		600		0.1	%	(3) (6) (30)
						17,400		17,460		17,460
SISU ACQUISITIONCO., INC.	Aerospace & Defense	First Lien Senior Secured Term Loan	LIBOR + 5.50%, 10.2% Cash	12/20	12/26	4,900		4,831		4,503		0.7	%	(6) (7) (9)
						4,900		4,831		4,503
Smartling, Inc.	Technology	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.1% Cash	11/21	10/27	8,153		7,997		7,966		1.3	%	(6) (7) (8)
		Revolver	LIBOR + 5.75%, 10.1% Cash	11/21	10/27	—		(10)		(12)		—	%	(6) (7) (9)
						8,153		7,987		7,954

F-45

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
SN BUYER, LLC	Health Care Services	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.0% Cash	12/20	12/26	$	4,567	$	4,502	$	4,494	0.7	%	(6) (7) (9)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 10.3% Cash	11/22	12/26	1,932		1,894		1,893		0.3	%	(6) (7) (15)
						6,499		6,396		6,387
Soho Square III Debtco II SARL	Diversified Capital Markets	First Lien Senior Secured Term Loan	9.5% PIK	10/22	10/27	3,759		3,451		3,744		0.6	%	(3) (6)
						3,759		3,451		3,744
Solo Buyer, L.P.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.25%, 10.4% Cash	12/22	12/29	13,564		13,228		13,225		2.2	%	(6) (7) (15)
		Revolver	SOFR + 6.25%, 10.4% Cash	12/22	12/28	—		(30)		(30)		—	%	(6) (7) (15)
		Partnership Units (309,839 units)	N/A	12/22	N/A			310		310		0.1	%	(6) (30)
						13,564		13,508		13,505
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)	Other Utility	First Lien Senior Secured Term Loan	SOFR + 5.00%, 9.6% Cash	11/22	03/27	1,674		1,623		1,621		0.3	%	(6) (7) (15)
		Revolver	SOFR + 5.00%, 9.6% Cash	11/22	03/27	—		(3)		(4)		—	%	(6) (7) (15)
						1,674		1,620		1,617
Spatial Business Systems LLC	Electric	First Lien Senior Secured Term Loan	SOFR + 5.50%, 9.7% Cash	10/22	10/28	3,047		2,883		2,877		0.5	%	(6) (7) (14)
		Revolver	SOFR + 5.50%, 9.7% Cash	10/22	10/28	—		(17)		(18)		—	%	(6) (7) (14)
						3,047		2,866		2,859
SSCP Pegasus Midco Limited	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SONIA + 6.50%, 9.4% Cash	12/20	11/27	461		464		442		0.1	%	(3) (6) (7) (18)
						461		464		442
Starnmeer B.V.	Technology	First Lien Senior Secured Term Loan	LIBOR + 6.30%, 10.7% Cash	10/21	04/27	4,640		4,583		4,597		0.8	%	(3) (6) (7) (9)
						4,640		4,583		4,597
Superjet Buyer, LLC	Technology	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.5% Cash	12/21	12/27	16,364		16,082		16,135		2.7	%	(6) (7) (9)
		Revolver	LIBOR + 5.75%, 10.5% Cash	12/21	12/27	—		(24)		(20)		—	%	(6) (7) (9)
						16,364		16,058		16,115
Syniverse Holdings, Inc.	Technology Distributors	Series A Preferred Equity (7,575,758 units)	12.5% PIK	05/22	N/A			7,945		6,515		1.1	%	(6)
								7,945		6,515
Syntax Systems Ltd	Technology	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.1% Cash	11/21	10/28	4,116		4,076		3,843		0.6	%	(3) (6) (7) (8)
		Revolver	LIBOR + 5.75%, 10.1% Cash	11/21	10/26	398		394		367		0.1	%	(3) (6) (7) (8)
						4,514		4,470		4,210
TA SL Cayman Aggregator Corp.	Technology	Subordinated Term Loan	7.8% PIK	07/21	07/28	1,008		993		978		0.2	%	(6)
		Common Stock (736 shares)	N/A	07/21	N/A			23		28		—	%	(6) (30)
						1,008		1,016		1,006
Tank Holding Corp	Metal & Glass Containers	First Lien Senior Secured Term Loan	SOFR + 5.75%, 10.2% Cash	03/22	03/28	7,327		7,179		7,181		1.2	%	(6) (7) (14)
		Revolver	SOFR + 5.75%, 10.2% Cash	03/22	03/28	109		96		96		—	%	(6) (7) (14)
						7,436		7,275		7,277
Tanqueray Bidco Limited	Technology	First Lien Senior Secured Term Loan	SONIA + 6.25%, 8.4% Cash	11/22	11/29	1,632		1,486		1,557		0.3	%	(3) (6) (7) (18)
						1,632		1,486		1,557

F-46

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Techone B.V.	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.50%,7.9% Cash	11/21	11/28	$	2,905	$	2,984	$	2,772	0.5	%	(3) (6) (7) (12)
		Revolver	EURIBOR + 5.50%, 7.9% Cash	11/21	05/28	91		89		84		—	%	(3) (6) (7) (12)
						2,996		3,073		2,856
Tencarva Machinery Company, LLC	Capital Equipment	First Lien Senior Secured Term Loan	LIBOR + 5.00%, 9.7% Cash	12/21	12/23	588		579		581		0.1	%	(6) (7) (9)
		First Lien Senior Secured Term Loan	LIBOR + 5.00%, 9.7% Cash	12/21	12/27	3,620		3,566		3,579		0.6	%	(6) (7) (9)
		Revolver	LIBOR + 5.00%, 9.7% Cash	12/21	12/27	—		(11)		(9)		—	%	(6) (7) (9)
						4,208		4,134		4,151
Terrybear, Inc.	Consumer Products	Subordinated Term Loan	10.0% Cash, 4.0% PIK	04/22	04/28	263		259		259		—	%	(6)
		Partnership Equity (24,358.97 units)	N/A	04/22	N/A			239		255		—	%	(6) (30)
						263		498		514
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan	LIBOR + 4.25%, 9.0% Cash	10/21	12/27	807		750		769		0.1	%	(6) (7) (9)
		Revolver	LIBOR + 4.25%, 9.0% Cash	10/21	12/27	—		(12)		(9)		—	%	(6) (7) (9)
		Subordinated Term Loan	LIBOR + 7.75%, 12.7% Cash	10/21	10/28	3,297		3,242		3,254		0.5	%	(6) (7) (10)
						4,104		3,980		4,014
The Cleaver-Brooks Company, Inc.	Industrial Equipment	First Lien Senior Secured Term Loan	SOFR + 5.75%, 10.1% Cash	07/22	07/28	13,238		12,963		12,990		2.1	%	(6) (7) (14)
		Subordinated Term Loan	11.0% PIK	07/22	07/29	2,828		2,768		2,774		0.5	%	(6)
						16,066		15,731		15,764
The Octave Music Group, Inc.	Media: Diversified & Production	Second Lien Senior Secured Term Loan	SOFR + 7.50%, 12.1% Cash	04/22	04/30	7,569		7,428		7,448		1.2	%	(6) (7) (15)
		Partnership Equity (409,153.1 units)	N/A	04/22	N/A			409		616		0.1	%	(6) (30)
						7,569		7,837		8,064
Trader Corporation	Technology	First Lien Senior Secured Term Loan	CDOR + 6.75%, 11.6% Cash	12/22	12/29	2,300		2,225		2,243		0.4	%	(3) (6) (7) (23)
		Revolver	CDOR + 6.75%, 11.6% Cash	12/22	12/28	—		(4)		(4)		—	%	(3) (6) (7) (23)
						2,300		2,221		2,239
Trident Maritime Systems, Inc.	Aerospace & Defense	First Lien Senior Secured Term Loan	LIBOR + 4.75%, 9.5% Cash	02/21	02/27	16,739		16,544		16,512		2.7	%	(6) (7) (9)
						16,739		16,544		16,512
TSM II Luxco 10 SARL	Chemical & Plastics	Subordinated Term Loan	9.3% PIK	03/22	03/27	5,719		5,717		5,559		0.9	%	(3) (6) (7)
						5,719		5,717		5,559
TSYL Corporate Buyer, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 4.75%, 9.2% Cash	12/22	12/28	637		591		591		0.1	%	(6) (7) (15)
		Revolver	SOFR + 4.75%, 9.2% Cash	12/22	12/28	—		(4)		(4)		—	%	(6) (7) (15)
		Partnership Units (4,673 units)	N/A	12/22	N/A			5		5		—	%	(6) (30)
						637		592		592
Turbo Buyer, Inc.	Finance Companies	First Lien Senior Secured Term Loan	LIBOR + 6.00%, 10.7% Cash	11/21	12/25	8,156		8,020		7,901		1.3	%	(6) (7) (9)
						8,156		8,020		7,901
Turnberry Solutions, Inc.	Consumer Cyclical	First Lien Senior Secured Term Loan	SOFR + 6.25%, 9.2% Cash	07/21	09/26	7,937		7,818		7,818		1.3	%	(6) (7) (15)
						7,937		7,818		7,818

F-47

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
UKFast Leaders Limited	Technology	First Lien Senior Secured Term Loan	SONIA + 7.25%, 10.8% Cash	09/20	09/27	$	1,003	$	1,049	$	887	0.1	%	(3) (6) (7) (18)
						1,003		1,049		887
Union Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 5.75%, 9.2% Cash	06/22	06/29	882		870		847		0.1	%	(3) (6) (7) (18)
						882		870		847
United Therapy Holding III GmbH	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 8.3% Cash	04/22	03/29	1,230		1,184		1,180		0.2	%	(3) (6) (7) (13)
						1,230		1,184		1,180
Utac Ceram	Business Services	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 8.2% Cash	09/20	09/27	747		825		740		0.1	%	(3) (6) (7) (12)
		First Lien Senior Secured Term Loan	LIBOR + 5.25%, 8.9% Cash	02/21	09/27	364		364		360		0.1	%	(3) (6) (7) (9)
						1,111		1,189		1,100
Victoria Bidco Limited	Industrial Machinery	First Lien Senior Secured Term Loan	SONIA + 6.50%, 7.7% Cash	03/22	01/29	7,041		7,694		6,844		1.1	%	(3) (6) (7) (19)
		First Lien Senior Secured Term Loan	SONIA + 6.50%, 8.7% Cash	03/22	01/29	722		709		702		0.1	%	(3) (6) (7) (18)
						7,763		8,403		7,546
VistaJet Pass Through Trust 2021-1B	Airlines	Structured Secured Note - Class B	6.3% Cash	11/21	2/29	9,286		9,286		7,584		1.3	%	(6)
						9,286		9,286		7,584
Vital Buyer, LLC	Technology	First Lien Senior Secured Term Loan	LIBOR + 5.50%, 10.2% Cash	06/21	06/28	12,485		12,281		12,485		2.1	%	(6) (7) (9)
		Partnership Units (16,442.9 units)	N/A	06/21	N/A			164		293		—	%	(6) (30)
						12,485		12,445		12,778
W2O Holdings, Inc.	Healthcare Technology	First Lien Senior Secured Term Loan	LIBOR + 4.75%, 9.5% Cash	10/20	06/25	1,348		1,334		1,335		0.2	%	(6) (7) (9)
						1,348		1,334		1,335
Wheels Up Experience Inc	Transportation Services	First Lien Senior Secured Term Loan	12.0% Cash	10/22	04/31	9,000		8,648		8,768		1.5	%	(6)
						9,000		8,648		8,768
Willis Engine Structured Trust VI	Structured Finance	Structured Secured Note - Series 2021-1 Class C	7.4% Cash	05/21	05/46	2,163		2,163		1,767		0.3	%
						2,163		2,163		1,767
Woodland Foods, LLC	Food & Beverage	First Lien Senior Secured Term Loan	LIBOR + 5.75%, 10.5% Cash	12/21	12/27	3,336		3,279		2,992		0.5	%	(6) (7) (9)
		Revolver	LIBOR + 5.75%, 10.5% Cash	12/21	12/27	835		817		727		0.1	%	(6) (7) (9)
		Common Stock (777.3 shares)	N/A	12/21	N/A			777		473		0.1	%	(6) (30)
						4,171		4,873		4,192
WWEC Holdings III Corp	Capital Goods	First Lien Senior Secured Term Loan	SOFR + 6.00%, 10.6% Cash	10/22	09/28	5,390		5,233		5,226		0.9	%	(6) (7) (15)
		Revolver	SOFR + 6.00%, 10.6% Cash	10/22	09/28	419		397		396		0.1	%	(6) (15)
						5,809		5,630		5,622
Xeinadin Bidco Limited	Financial Other	First Lien Senior Secured Term Loan	SONIA + 5.25%, 8.2% Cash	05/22	05/29	5,365		5,339		5,188		0.9	%	(3) (6) (7) (18)
		Subordinated Term Loan	11.0% PIK	05/22	05/29	1,895		1,889		1,844		0.3	%	(3) (6)
		Common Stock (177,141 shares)	N/A	05/22	N/A			226		220		—	%	(3) (6) (30)
						7,260		7,454		7,252

F-48

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company (5)	Industry	Investment Type (1)(2)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
ZB Holdco LLC	Food & Beverage	First Lien Senior Secured Term Loan	LIBOR + 4.75%, 9.5% Cash	02/22	02/28	$	1,342	$	1,311	$	1,314	0.2	%	(6) (7) (9)
		Revolver	LIBOR + 4.75%, 9.5% Cash	02/22	02/28	—		(7)		(6)		—	%	(6) (7) (9)
		LLC Units (76.3 units	N/A	02/22	02/28			76		95		—	%	(6) (30)
						1,342		1,380		1,403
Zeppelin Bidco Limited	Services: Business	First Lien Senior Secured Term Loan	SONIA + 6.25%, 9.2% Cash	03/22	03/29	2,910		3,074		2,581		0.4	%	(3) (6) (7) (17)
						2,910		3,074		2,581
Subtotal Non–Control / Non–Affiliate Investments (185.1%)						1,118,748		1,154,788		1,114,337
Affiliate Investments: (4)
Banff Partners LP	Investment Funds & Vehicles	10% Partnership Interest	N/A	03/21	N/A			14,646		14,730		2.4	%	(3)
								14,646		14,730
Eclipse Business Capital, LLC	Banking, Finance, Insurance & Real Estate	Second Lien Senior Secured Term Loan	7.5% Cash	07/21	07/28	2,246		2,227		2,246		0.4	%	(6)
		Revolver	LIBOR + 7.25%	07/21	07/28	2,605		2,552		2,605		0.4	%	(6) (8)
		LLC Units (44,197,541 units)	N/A	07/21	N/A			46,065		66,738		11.1	%	(6)
						4,851		50,844		71,589
Thompson Rivers LLC	Investment Funds & Vehicles	6.6% Member Interest	N/A	06/20	N/A			18,769		12,537		2.1	%
								18,769		12,537
Waccamaw River LLC	Investment Funds & Vehicles	20% Member Interest	N/A	02/21	N/A			22,556		20,212		3.4	%	(3)
								22,556		20,212
Subtotal Affiliate Investments (19.8%)						4,851		106,815		119,068
Total Investments, December 31, 2022 (204.9%)*						$	1,123,599	$	1,261,603	$	1,233,405

F-49

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

Foreign Currency Forward Contracts:
Description	Notional Amount to be Purchased	Notional Amount to be Sold	Counterparty	Settlement Date	Unrealized Appreciation (Depreciation)
Foreign currency forward contract (AUD)	A$39,294	$26,337	BNP Paribas SA	01/09/23	$	408
Foreign currency forward contract (AUD)	A$2,000	$1,374	HSBC Bank USA	01/09/23	(12)
Foreign currency forward contract (AUD)	$26,835	A$41,294	HSBC Bank USA	01/09/23	(1,272)
Foreign currency forward contract (AUD)	$26,797	A$39,836	BNP Paribas SA	04/11/23	(420)
Foreign currency forward contract (CAD)	C$6,033	$4,435	HSBC Bank USA	01/09/23	23
Foreign currency forward contract (CAD)	$4,428	C$6,033	HSBC Bank USA	01/09/23	(29)
Foreign currency forward contract (CAD)	$4,301	C$5,844	HSBC Bank USA	04/11/23	(22)
Foreign currency forward contract (DKK)	3,720kr.	$531	Fifth Third Bank	01/09/23	4
Foreign currency forward contract (DKK)	$494	3,720kr.	HSBC Bank USA	01/09/23	(42)
Foreign currency forward contract (DKK)	$542	3,770kr.	Fifth Third Bank	04/11/23	(4)
Foreign currency forward contract (EUR)	€83,782	$88,963	BNP Paribas SA	01/09/23	711
Foreign currency forward contract (EUR)	$82,670	€83,782	HSBC Bank USA	01/09/23	(7,005)
Foreign currency forward contract (EUR)	$91,411	€85,552	BNP Paribas SA	04/11/23	(734)
Foreign currency forward contract (GBP)	£19,224	$23,352	HSBC Bank USA	01/09/23	(132)
Foreign currency forward contract (GBP)	$21,343	£19,224	HSBC Bank USA	01/09/23	(1,878)
Foreign currency forward contract (GBP)	$19,375	£16,013	HSBC Bank USA	04/11/23	(9)
Foreign currency forward contract (NZD)	NZ$9,080	$5,707	Fifth Third Bank	01/09/23	53
Foreign currency forward contract (NZD)	NZ$3,000	$1,936	HSBC Bank USA	01/09/23	(33)
Foreign currency forward contract (NZD)	$6,701	NZ$11,738	BNP Paribas SA	01/09/23	(745)
Foreign currency forward contract (NZD)	$213	NZ$342	HSBC Bank USA	01/09/23	(4)
Foreign currency forward contract (NZD)	$5,747	NZ$9,139	Fifth Third Bank	04/11/23	(54)
Foreign currency forward contract (NOK)	kr19,278	$1,960	Fifth Third Bank	01/09/23	—
Foreign currency forward contract (NOK)	$1,767	kr18,890	BNP Paribas SA	01/09/23	(153)
Foreign currency forward contract (NOK)	$39	kr388	HSBC Bank USA	01/09/23	—
Foreign currency forward contract (NOK)	$1,970	kr19,301	Fifth Third Bank	04/11/23	—
Foreign currency forward contract (NOK)	$74	kr725	HSBC Bank USA	04/11/23	—
Foreign currency forward contract (CHF)	1,423Fr.	$1,537	HSBC Bank USA	01/09/23	3
Foreign currency forward contract (CHF)	$1,262	1,223Fr.	BNP Paribas SA	01/09/23	(62)
Foreign currency forward contract (CHF)	$206	200Fr.	HSBC Bank USA	01/09/23	(10)
Foreign currency forward contract (CHF)	$1,552	1,422Fr.	HSBC Bank USA	04/11/23	(2)
Total Foreign Currency Forward Contracts, December 31, 2022					$	(11,420)

*    Fair value as a percentage of net assets.

(1)All debt investments are income producing, unless otherwise noted. The Adviser determines in good faith the fair value of the Company’s investments in accordance with a valuation policy and processes established by the Adviser, which have been approved by the Board, and the 1940 Act. In addition, all debt investments are variable rate investments unless otherwise noted. Index-based floating interest rates are generally subject to a contractual minimum interest rate. A majority of the variable rate loans in the Company’s investment portfolio bear interest at a rate that may be determined by reference to LIBOR, EURIBOR, NIBOR, BBSY, CDOR, SONIA, BKBM, SARON, SOFR or an alternate Base Rate (commonly based on the Federal Funds Rate or the Prime Rate), which typically reset semi-annually, quarterly, or monthly at the borrower’s option. The borrower may also elect to have multiple interest reset periods for each loan.

(2)All of the Company’s portfolio company investments (including joint venture investments), which as of December 31, 2022 represented 204.9% of the Company’s net assets, are subject to legal restrictions on sales. The acquisition date represents the date of the Company's initial investment in the relevant portfolio company.

(3)Investment is not a qualifying investment as defined under Section 55(a) of the 1940 Act. Non-qualifying assets represent 25.8% of total investments at fair value as of December 31, 2022. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets. If at any time qualifying assets do not represent at least 70% of the Company’s total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).

(4)As defined in the 1940 Act, the Company is deemed to be an “affiliated person” of the portfolio company as the Company owns between 5% or more, up to 25% (inclusive), of the portfolio company's voting securities (“non-controlled affiliate”). Transactions related to investments in non-controlled “Affiliate Investments” for the year ended December 31, 2022 were as follows:

F-50

Barings Capital Investment Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2022

(Amounts in thousands, except share amounts)

		December 31, 2021 Value		Gross Additions (a)		Gross Reductions (b)		Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)		December 31, 2022 Value		Amount of Interest or Dividends Credited to Income(c)
Portfolio Company	Type of Investment
Banff Partners LP	10% Partnership Interest	$	12,859	$	2,000	$	—	$	—	$	(129)	$	14,730	$	940
		12,859		2,000		—		—		(129)		14,730		940
Eclipse Business Capital, LLC (d)	Second Lien Senior Secured Term Loan (7.5% Cash)	2,341		3		—		—		(98)		2,246		169
	Revolver (LIBOR + 7.25%)	898		2,615		(899)		—		(9)		2,605		239
	LLC Units (44,197,541 units)	45,789		1,669		—		—		19,280		66,738		5,546
		49,028		4,287		(899)		—		19,173		71,589		5,954
Thompson Rivers LLC	6.6% Member Interest	34,893		31		(13,549)		—		(8,838)		12,537		3,775
		34,893		31		(13,549)		—		(8,838)		12,537		3,775
Waccamaw River LLC	20% Member Interest	13,501		8,800		(39)		39		(2,089)		20,212		1,850
		13,501		8,800		(39)		39		(2,089)		20,212		1,850
Total Affiliate Investments		$	110,281	$	15,118	$	(14,487)	$	39	$	8,117	$	119,068	$	12,519

(a) Gross additions include increases in the cost basis of investments resulting from new investments, follow-on investments, payment-in-kind interest or dividends, the amortization of any unearned income or discounts on debt investments, as applicable.

(b)     Gross reductions include decreases in the total cost basis of investments resulting from principal repayments, sales and return of capital.

(c)    Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Affiliate category.

(d) The fair value of the investment was determined using significant unobservable inputs.

(5)Some or all of the investment is or will be encumbered as security for the ING Credit Facility.

(6)The fair value of the investment was determined using significant unobservable inputs.

(7)Debt investment includes interest rate floor feature.

(8)The interest rate on these loans is subject to 1 Month LIBOR, which as of December 31, 2022 was 4.39157%.

(9)The interest rate on these loans is subject to 3 Month LIBOR, which as of December 31, 2022 was 4.76729%.

(10)The interest rate on these loans is subject to 6 Month LIBOR, which as of December 31, 2022 was 5.13886%.

(11)The interest rate on these loans is subject to 1 Month EURIBOR, which as of December 31, 2022 was 1.88400%.

(12)The interest rate on these loans is subject to 3 Month EURIBOR, which as of December 31, 2022 was 2.13200%.

(13)The interest rate on these loans is subject to 6 Month EURIBOR, which as of December 31, 2022 was 2.69300%.

(14)The interest rate on these loans is subject to 1 Month SOFR, which as of December 31, 2022 was 4.35806%.

(15)The interest rate on these loans is subject to 3 Month SOFR, which as of December 31, 2022 was 4.58745%.

(16)The interest rate on these loans is subject to 6 Month SOFR, which as of December 31, 2022 was 4.78131%.

(17)The interest rate on these loans is subject to 1 Month SONIA, which as of December 31, 2022 was 3.43570%.

(18)The interest rate on these loans is subject to 3 Month SONIA, which as of December 31, 2022 was 3.75470%.

(19)The interest rate on these loans is subject to 6 Month SONIA, which as of December 31, 2022 was 4.09490%.

(20)The interest rate on these loans is subject to 1 Month BBSY, which as of December 31, 2022 was 3.01500%.

(21)The interest rate on these loans is subject to 3 Month BBSY, which as of December 31, 2022 was 3.26470%.

(22)The interest rate on these loans is subject to 6 Month BBSY, which as of December 31, 2022 was 3.76500%.

(23)The interest rate on these loans is subject to 1 Month CDOR, which as of December 31, 2022 was 4.73750%.

(24)The interest rate on these loans is subject to 3 Month CDOR, which as of December 31, 2022 was 4.93500%.

(25)The interest rate on these loans is subject to 3 Month BKBM, which as of December 31, 2022 was 4.53000%.

(26)The interest rate on these loans is subject to 6 Month SARON, which as of December 31, 2022 was 0.942120%.

(27)The interest rate on these loans is subject to 1 Month NIBOR, which as of December 31, 2022 was 3.04000%.

(28)The interest on these loans is subject to Prime, which as of December 31, 2022 was 7.50000%.

(29)Non-accrual investment.

(30)Investment is non-income producing.

See accompanying notes.

F-51

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements

1. Organization, Business, Basis of Presentation and Summary of Significant Accounting Policies

Organization and Business

Barings Capital Investment Corporation (“BCIC” or the “Company”) was formed on February 20, 2020 as a Maryland limited liability company and converted to a Maryland corporation on April 28, 2020. On July 13, 2020, the Company commenced operations and made its first portfolio company investment. The Company is an externally managed, non-diversified closed-end management investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, the Company has elected to be treated and intends to qualify annually as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”).

Description of Business

The Company is a financial services company that primarily lends to and invests in senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries. The Company is externally managed by Barings LLC (“Barings” or “Adviser”), an investment adviser that is registered with the Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). The Adviser, a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”), is a leading global asset management firm, with $381.6 billion in assets under management as of December 31, 2023.

Basis of Presentation

The financial statements of the Company include the accounts of Barings Capital Investment Corporation and its wholly-owned subsidiaries. The effects of all intercompany transactions between the Company and its wholly-owned subsidiaries have been eliminated in consolidation. The Company is an investment company and, therefore, applies the specialized accounting and reporting guidance in Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies. ASC Topic 946 states that consolidation by the Company of an investee that is not an investment company is not appropriate, except when the Company holds a controlling interest in an operating company that provides all or substantially all of its services directly to the Company or to its portfolio companies. None of the portfolio investments made by the Company qualify for this exception. Therefore, the Company’s investment portfolio is carried on the Consolidated Balance Sheet at fair value, as discussed further in Note 3, with any adjustments to fair value value recognized as “Net unrealized appreciation (depreciation)” on the Consolidated Statement of Operations.

The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). All financial data and information included in these financial statements have been presented on the basis described above. Financial statements prepared on a U.S. GAAP basis require management to make estimates and assumptions that affect the amounts and disclosures reported in the Consolidated Financial Statements and accompanying notes. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed herein.

Recently Issued Accounting Standards

In June 2022, the FASB issued Accounting Standards Update, 2022-03, Fair Value Measurement (Topic 820) (“ASU 2022-03”), which affects all entities that have investments in equity securities measured at fair value that are subject to a contractual sale restriction. The amendments in ASU 2022-03 clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring the fair value. The amendments also require additional disclosures for equity securities subject to contractual sale restrictions that are measured at fair value in accordance with Topic 820. The effective date for the amendments in ASU 2022-03 are for fiscal years beginning after December 15, 2023 and interim periods within those fiscal years. The Company is currently evaluating the impact of the adoption of ASU 2022-03 on its financial statements.

F-52

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

In March 2020, the FASB issued Accounting Standards Update, 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. ASU 2020-04 was effective for all entities as of March 12, 2020 through December 31, 2022. In December 2022, the FASB issued Accounting Standards Update 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, which deferred the sunset day of this guidance to December 31, 2024. The Company determined this guidance will not have a material impact on its consolidated financial statements.

Significant Accounting Policies

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

Valuation of Investments

The Adviser conducts the valuation of the Company’s investments, upon which the Company’s NAV is primarily based, in accordance with its valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC Topic 820”). The Company's current valuation policy and processes were established by the Adviser and have been approved by the Board.

Under ASC Topic 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 a willing buyer and a willing seller at the measurement date. For the Company’s portfolio securities, fair value is generally the amount that the Company might reasonably expect to receive upon the current sale of the security. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if the Company does not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.

Under ASC Topic 820, there are three levels of valuation inputs, as follows:

Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 Inputs – include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.

A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables below may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).

The Company’s investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, the Adviser determines the fair value of the Company’s investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, the Adviser assesses the appropriateness of the use of these third-party quotes in determining fair value based on (i) its understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was

F-53

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

an indicative price or binding offer and (ii) the depth and consistency of broker quotes and the correlation of changes in broker quotes with the underlying performance of the portfolio company.

There is no single approach for determining fair value in good faith, as fair value depends upon the specific circumstances of each individual investment. The recorded fair values of the Company’s Level 3 investments may differ significantly from fair values that would have been used had an active market for the securities existed. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the valuations currently assigned. For a discussion of the risks inherent in determining the value of securities for which readily available market values do not exist, see “Risk Factors — Risks Relating to Our Business and Structure — Our investment portfolio is and will continue to be recorded at fair value as determined in accordance with the Adviser’s valuation policies and procedures and, as a result, there is and will continue to be uncertainty as to the value of our portfolio investments” included in Item 1A of Part I of this Annual Report on Form 10-K.

Investment Valuation Process

The Board must determine fair value in good faith for any or all Company investments for which market quotations are not readily available. The Board has designated the Adviser as valuation designee to perform the fair value determinations relating to the value of the assets held by the Company for which market quotations are not readily available. The Adviser has established a pricing committee that is, subject to the oversight of the Board, responsible for the approval, implementation and oversight of the processes and methodologies that relate to the pricing and valuation of assets held by the Company. The Adviser uses independent third-party providers to price the portfolio, but in the event an acceptable price cannot be obtained from an approved external source, the Adviser will utilize alternative methods in accordance with internal pricing procedures established by the Adviser's pricing committee.

At least annually, the Adviser conducts reviews of the primary pricing vendors to validate that the inputs used in the vendors’ pricing process are deemed to be market observable. While the Adviser is not provided access to proprietary models of the vendors, the reviews have included on-site walkthroughs of the pricing process, methodologies and control procedures for each asset class and level for which prices are provided. The review also includes an examination of the underlying inputs and assumptions for a sample of individual securities across asset classes, credit rating levels and various durations, a process the Adviser continues to perform annually. In addition, the pricing vendors have an established challenge process in place for all security valuations, which facilitates identification and resolution of prices that fall outside expected ranges. The Adviser believes that the prices received from the pricing vendors are representative of prices that would be received to sell the assets at the measurement date (i.e., exit prices).

The Company’s money market fund investments are generally valued using Level 1 inputs and its equity investments listed on an exchange or on the NASDAQ National Market System are valued using Level 1 inputs, using the last quoted sale price of that day. The Company’s syndicated senior secured loans and structured product investments are generally valued using Level 2 inputs, which are generally valued at the bid quotation obtained from dealers in loans by an independent pricing service. The Company’s middle-market, private debt and equity investments are generally valued using Level 3 inputs.

Independent Valuation

The fair value of loans and equity investments that are not syndicated or for which market quotations are not readily available, including middle-market loans, are generally submitted to independent providers to perform an independent valuation on those loans and equity investments as of the end of each quarter. Such loans and equity investments are initially held at cost, as that is a reasonable approximation of fair value on the acquisition date, and monitored for material changes that could affect the valuation (for example, changes in interest rates or the credit quality of the borrower). At the quarter end following that of the initial acquisition, such loans and equity investments are generally sent to a valuation provider which will determine the fair value of each investment. The independent valuation providers apply various methods (synthetic rating analysis, discounting cash flows, and re-underwriting analysis) to establish the rate of return a market participant would require (the “discount rate”) as of the

F-54

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

valuation date, given market conditions, prevailing lending standards and the perceived credit quality of the issuer. Future expected cash flows for each investment are discounted back to present value using these discount rates in the discounted cash flow analysis. A range of values will be provided by the valuation provider and the Adviser will determine the point within that range that it will use. If the Adviser’s pricing committee disagrees with the price range provided, it may make a fair value recommendation to the Adviser that is outside of the range provided by the independent valuation provider and the reasons therefore. In certain instances, the Company may determine that it is not cost-effective, and as a result is not in the stockholders’ best interests, to request an independent valuation firm to perform an independent valuation on certain investments. Such instances include, but are not limited to, situations where the fair value of the investment in the portfolio company is determined to be insignificant relative to the total investment portfolio.

Valuation Inputs

The Adviser’s valuation techniques are based upon both observable and unobservable pricing inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Adviser’s market assumptions. The Adviser’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. An independent pricing service provider is the preferred source of pricing a loan, however, to the extent the independent pricing service provider price is unavailable or not relevant and reliable, the Adviser will utilize alternative approaches such as broker quotes or manual prices. The Adviser attempts to maximize the use of observable inputs and minimize the use of unobservable inputs. The availability of observable inputs can vary from investment to investment and is affected by a wide variety of factors, including the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the security.

Valuation of Investment in Banff Partners L.P., Thompson Rivers LLC and Waccamaw River LLC

As Banff Partners L.P., Thompson Rivers LLC and Waccamaw River LLC are investment companies with no readily determinable fair values, the Adviser estimates the fair value of the Company’s investments in these entities using the NAV of each company and the Company’s ownership percentage as a practical expedient. The NAV is determined in accordance with the specialized accounting guidance for investment companies.

Level 3 Unobservable Inputs

The following tables summarize the significant unobservable inputs the Adviser used in the valuation of the Company’s Level 3 debt and equity securities as of December 31, 2023 and 2022. The weighted average range of unobservable inputs is based on fair value of investments.

F-55

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

December 31, 2023 ($ in thousands)(3)	Fair Value		Valuation Model	Level 3 Input	Range of Inputs	Weighted Average	Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)	$	844,635	Yield Analysis	Market Yield	7.8% – 19.6%	11.2%	Decrease
	7,247		Market Approach	Adjusted EBITDA Multiple	1.1x– 12.5x	3.5x	Increase
	84,483		Recent Transaction	Transaction Price	97.0% – 100.0%	97.9%	Increase
Subordinated debt and 2nd lien notes(2)	85,803		Yield Analysis	Market Yield	8.5% – 18.9%	13.1%	Decrease
	4,986		Market Approach	Adjusted EBITDA Multiple	11.0x	11.0x	Increase
	670		Recent Transaction	Transaction Price	98.0%	98.0%	Increase
Equity shares(4)	8,788		Yield Analysis	Market Yield	14.6%	14.6%	Decrease
	162,996		Market Approach	Adjusted EBITDA Multiple	4.8x – 30.0x	11.2x	Increase
	1,390		Market Approach	Revenue Multiple	6.5x – 9.5x	6.8x	Increase
	6,080		Discounted Cash Flow Analysis	Discount Rate	14.2%	14.2%	Decrease
	2,131		Net Asset Approach	Liabilities	$(55,281.8)	$(55,281.8)	Decrease
	5,203		Recent Transaction	Transaction Price	$1.00 – $10.00	$9.64	Increase
Equity warrants	1,043		Market Approach	Adjusted EBITDA Multiple	6.3x – 12.5x	7.5x	Increase

(1) Excludes investments with an aggregate fair value amounting to $12,714, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.

(2) Excludes investments with an aggregate fair value amounting to $5,392, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.

(3) For structured products, investments with an aggregate fair value amounting to $14,915, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.

(4) Excludes investments with an aggregate fair value amounting to $5,975, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.

During the year ended December 31, 2023, one equity position with a fair value of $2.6 million and four senior debt and first lien note positions with a fair value of $7.1 million transitioned from a yield analysis to a market approach valuation model. In addition, one structured product position with a fair value of $6.5 million transitioned from a discounted cash flow analysis to a broker quote valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.

F-56

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

December 31, 2022: ($ in thousands)	Fair Value		Valuation Model	Level 3 Input	Range of Inputs	Weighted Average	Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)	$	727,410	Yield Analysis	Market Yield	7.7% – 30.6%	11.0%	Decrease
	8,768		Discounted Cash Flow Analysis	Discount Rate	13.0%	13.0%	Increase
	129,646		Recent Transaction	Transaction Price	96.7% – 100.0%	97.5%	Increase
Subordinated debt and 2nd lien notes(2)	88,432		Yield Analysis	Market Yield	9.3% – 16.6%	12.8%	Decrease
	4,851		Market Approach	Adjusted EBITDA Multiple	9.0x	9.0x	Increase
	342		Recent Transaction	Transaction Price	97.3%	97.3%	Increase
Structured products(3)	7,584		Discounted Cash Flow Analysis	Discount Rate	10.4%	10.4%	Decrease
Equity shares(4)	9,462		Yield Analysis	Market Yield	15.7% – 17.8%	16.6%	Decrease
	94,314		Market Approach	Adjusted EBITDA Multiple	6.5x – 43.0x	10.5x	Increase
	1,152		Market Approach	Revenue Multiple	6.5x – 7.0x	6.8x	Increase
	220		Market Approach	Adjusted EBITDA/Revenue Multiple Blend	5.8x	5.8x	Increase
	1,288		Net Asset Approach	Liabilities	$(8,941.8)	$(8,941.8)	Decrease
	3,700		Recent Transaction	Transaction Price	$0.00– $1,015.13	$620.80	Increase
Equity warrants	476		Market Approach	Adjusted EBITDA Multiple	6.5x – 17.5x	7.4x	Increase

(1) Excludes investments with an aggregate fair value amounting to $6,369, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.

(2) Excludes investments with an aggregate fair value amounting to $4,180, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.

(3) Excludes investments with an aggregate fair value amounting to $6,626, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.

(4) Excludes investments with an aggregate fair value amounting to $2,742, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.

Unsettled Purchases and Sales of Investments

Investment transactions are recorded based on the trade date of the transaction. As a result, unsettled purchases and sales are recorded as payables and receivables from unsettled transactions, respectively. While purchase and sales of the Company’s syndicated senior secured loans generally settle on a T+7 basis, the settlement period will sometimes extend past the scheduled settlement. In such cases, the Company generally is contractually owed and

F-57

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

recognizes interest income equal to the applicable margin (“spread”) beginning on the T+7 date. Such income is accrued as interest receivable and is collected upon settlement of the investment transaction.

Realized Gain or Loss and Unrealized Appreciation or Depreciation of Portfolio Investments

Realized gains or losses are recorded upon the sale or liquidation of investments and are calculated as the difference between the net proceeds from the sale or liquidation, if any, and the cost basis of the investment using the specific identification method. Unrealized appreciation or depreciation reflects the difference between the fair value of the investments and the cost basis of the investments.

Investment Classification

In accordance with the provisions of the 1940 Act, the Company classifies investments by level of control. As defined in the 1940 Act, “Control Investments” are investments in those companies that the Company is deemed to “Control.” “Affiliate Investments” are investments in those companies that are “Affiliated Persons” of the Company, as defined in the 1940 Act, other than Control Investments. “Non-Control / Non-Affiliate Investments” are those that are neither Control Investments nor Affiliate Investments. Generally, under the 1940 Act, the Company is deemed to control a company in which it has invested if the Company owns more than 25.0% of the voting securities (i.e., securities with the right to elect directors) and/or has the power to exercise control over the management or policies of such portfolio company. As of December 31, 2023, the Company does not “Control” any of its portfolio companies for the purposes of the 1940 Act. Under the 1940 Act, the Company is deemed to be an Affiliated Person of a company in which the Company has invested if it owns at least 5.0%, but no more than 25.0%, of the outstanding voting securities of such company.

Cash and Foreign Currencies

Cash consists of deposits held at a custodian bank. Cash is carried at cost, which approximates fair value. The Company places its cash with financial institutions and, at times, cash may exceed insured limits under applicable law.

Short-Term Investments

Short-term investments represent investments in money market funds.

Investment Income

Interest income, including amortization of premium and accretion of discount, is recorded on the accrual basis to the extent that such amounts are expected to be collected. Generally, when interest and/or principal payments on a loan become past due, or if the Company otherwise does not expect the borrower to be able to service its debt and other obligations, the Company will place the loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The Company writes off any previously accrued and uncollected interest when it is determined that interest is no longer considered collectible. As of both December 31, 2023 and December 31, 2022, the Company had one investment that was on non-accrual.

Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity is recorded on the ex-dividend date.

Payment-in-Kind Interest

The Company currently holds, and expects to hold in the future, some loans in its portfolio that contain payment-in-kind (“PIK”) interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to the Company in cash, and is recorded as interest income. Thus, the actual collection of PIK interest may be deferred until the time of debt principal repayment.

F-58

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

PIK interest, which is a non-cash source of income at the time of recognition, is included in the Company’s taxable income and therefore affects the amount the Company is required to distribute to its stockholders to maintain its tax treatment as a RIC for federal income tax purposes, even though the Company has not yet collected the cash. Generally, when current cash interest and/or principal payments on a loan become past due, or if the Company otherwise does not expect the borrower to be able to service its debt and other obligations, the Company will place the loan on non-accrual status and will generally cease recognizing PIK interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The Company writes off any accrued and uncollected PIK interest when it is determined that the PIK interest is no longer collectible.

Fee Income

Origination, facility, commitment, consent and other advance fees received in connection with loan agreements (“Loan Origination Fees”) are recorded as deferred income and recognized as investment income over the term of the loan. Upon prepayment of a loan, any unamortized Loan Origination Fees are recorded as investment income. In the general course of its business, the Company receives certain fees from portfolio companies, which are non-recurring in nature. Such fees include loan prepayment penalties, structuring fees, covenant waiver fees and amendment fees, and are recorded as investment income when earned.

Fee income for the years ended December 31, 2023, 2022, and 2021, was as follows:

	Year Ended December 31,
($ in thousands)	2023		2022		2021
Recurring Fee Income:
Amortization of loan origination fees	$	3,916	$	3,161	$	1,458
Management, valuation and other fees	1,309		1,142		497
Total Recurring Fee Income	5,225		4,303		1,955
Non-Recurring Fee Income:
Prepayment fees	394		446		73
Acceleration of unamortized loan origination fees	1,100		1,112		961
Advisory, loan amendment and other fees	541		627		360
Total Non-Recurring Fee Income	2,035		2,185		1,394
Total Fee Income	$	7,260	$	6,488	$	3,349

Offering Expenses

Costs associated with the offering of common stock of the Company are capitalized as deferred offering expenses and included on the Consolidated Balance Sheet in “Prepaid expenses and other assets” and amortized over a twelve-month period from incurrence. These expenses consist primarily of legal fees and other costs incurred in connection with the Company’s private offering of common stock and the preparation of the Company’s amended registration statement on Form 10, as filed with the SEC on August 5, 2020.

General and Administrative Expenses

Other general and administrative expenses include bank service fees and expenses reimbursable to the Adviser under the terms of an administration agreement (the “Administration Agreement”) and other costs related to operating the Company.

Deferred Financing Fees

Costs incurred to issue debt are capitalized and are amortized over the term of the debt agreements using the effective interest method.

F-59

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

Segments

The Company lends to and invests in customers in various industries. The Company separately evaluates the performance of each of its lending and investment relationships. However, because each of these loan and investment relationships has similar business and economic characteristics, they have been aggregated into a single lending and investment segment. All applicable segment disclosures are included in or can be derived from the Company’s financial statements.

Concentration of Credit Risk

As of December 31, 2023 and 2022, there were no individual investments representing greater than 10% of the fair value of the Company’s portfolio. As of December 31, 2023 and 2022, the Company’s largest single portfolio company investment represented approximately 5.7% and 5.8%, respectively, of the fair value of the Company’s portfolio. Income, consisting of interest, dividends, fees, other investment income and realization of gains or losses on equity interests, can fluctuate dramatically upon repayment of an investment or sale of an equity interest and in any given year can be highly concentrated among several portfolio companies.

As of December 31, 2023, all of the Company’s assets were or will be pledged as collateral for the ING Credit Facility.

Investments Denominated in Foreign Currency

As of December 31, 2023, the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian krone, 58 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated in Swedish krona and 23 investments that were denominated in British pounds sterling. As of December 31, 2022, the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian krone, 49 investments that were denominated in Euros, one investment that was denominated in Swiss francs and 24 investments that were denominated in British pounds sterling.

At each balance sheet date, portfolio company investments denominated in foreign currencies are translated into United States dollars using the spot exchange rate on the last business day of the period. Purchases and sales of foreign portfolio company investments, and any income from such investments, are translated into United States dollars using the rates of exchange prevailing on the respective dates of such transactions.

Although the fair values of foreign portfolio company investments and the fluctuation in such fair values are translated into United States dollars using the applicable foreign exchange rates described above, the Company does not separately report that portion of the change in fair values resulting from foreign currency exchange rate fluctuations from the change in fair values of the underlying investment. All fluctuations in fair value are included in net unrealized appreciation (depreciation) of investments in the Company’s Consolidated Statements of Operations.

In addition, for the years ended December 31, 2023 and 2022, the Company entered into forward currency contracts primarily to help mitigate the impact that an adverse change in foreign exchange rates would have on the Company's investments denominated in foreign currencies. Net unrealized appreciation or depreciation on foreign currency contracts are included in “Net unrealized appreciation (depreciation) - forward currency contracts” and net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - forward currency contracts” in the Company’s Consolidated Statements of Operations.

Investments denominated in foreign currencies and foreign currency transactions may involve certain considerations and risks not typically associated with those of domestic origin, including unanticipated movements in the value of the foreign currency relative to the U.S. Dollar.

F-60

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

Dividends and Distributions

Dividends and distributions to common stockholders are approved by the Board and dividends payable are recorded on the ex-dividend date.

The Company has adopted a dividend reinvestment plan (“DRIP”) that provides for reinvestment of dividends on behalf of its stockholders, unless a stockholder elects to receive cash. As a result, when the Company declares a dividend, stockholders who have not opted out of the DRIP will have their dividends automatically reinvested in shares of the Company’s common stock, rather than receiving cash dividends.    

The table below summarizes the Company’s dividends and distributions in the three years ended December 31, 2023: 

Declared	Record	Payable	Per  Share Amount		Amount Paid in Cash		Amount Settled via Newly Issued Shares		Total
March 23, 2021	March 31, 2021	April 30, 2021	$	0.38	$	1,113	$	1,817	$	2,930
May 6, 2021	June 9, 2021	June 16, 2021	0.45		1,931		2,599		4,530
August 5, 2021	August 10, 2021	September 15, 2021	0.50		3,151		3,374		6,525
November 9, 2021	November 24, 2021	December 1, 2021	0.50		4,718		3,809		8,527
Total 2021 dividends and distributions			$	1.83	$	10,913	$	11,599	$	22,512
February 23, 2022	March 9, 2022	March 16, 2022	$	0.51	$	6,203	$	4,821	$	11,024
May 5, 2022	June 8, 2022	June 15, 2022	0.52		7,895		6,114		14,009
August 9, 2022	September 7, 2022	September 14, 2022	0.53		8,047		6,373		14,420
November 10, 2022	December 7, 2022	December 14, 2022	0.54		8,198		6,650		14,848
Total 2022 dividends and distributions			$	2.10	$	30,343	$	23,958	$	54,301
February 23, 2023	March 8, 2023	March 15, 2023	$	0.60	$	9,152	$	7,525	$	16,677
May 4, 2023	May 31, 2023	June 14, 2023	0.62		9,460		7,988		17,448
August 9, 2023	August 30, 2023	September 13, 2023	0.63		9,617		8,342		17,959
November 9, 2023	November 29, 2023	December 13, 2023	0.63		9,653		8,545		18,198
Total 2023 dividends and distributions			$	2.48	$	37,882	$	32,400	$	70,282

Per Share Amounts

Per share amounts included in the Consolidated Statements of Operations are computed by dividing net investment income and net increase in net assets resulting from operations by the weighted average number of shares of common stock outstanding for the period. As the Company has no common stock equivalents outstanding, diluted per share amounts are the same as basic per share amounts. NAV per share is computed by dividing total net assets by the number of common shares outstanding as of the end of the period.

2. Agreements and Related Party Transactions

Investment Advisory Agreement

On June 24, 2020, the Company entered into an investment advisory agreement (the "Advisory Agreement")

with the Adviser. Pursuant to the Advisory Agreement, the Adviser manages the Company’s day-to-day operations and provides the Company with investment advisory services. Among other things, the Adviser (i) determines the composition of the portfolio of the Company, the nature and timing of the changes therein and the manner of implementing such changes; (ii) identifies, evaluates and negotiates the structure of the investments made by the Company; (iii) executes, closes, services and monitors the investments that the Company makes; (iv) determines the

F-61

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

securities and other assets that the Company will purchase, retain or sell; (v) performs due diligence on prospective portfolio companies and (vi) provides the Company with such other investment advisory, research and related services as the Company may, from time to time, reasonably require for the investment of its funds.

The Advisory Agreement provides that, absent fraud, willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of the reckless disregard of its duties and obligations, the Adviser, and its officers, managers, partners, agents, employees, controlling persons, members and any other person or entity affiliated with the Adviser (collectively, the “IA Indemnified Parties”), are entitled to indemnification from the Company for any damages, liabilities, costs, demands, charges, claims and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) incurred by the IA Indemnified Parties in or by reason of any pending, threatened or completed action, suit, investigation or other proceeding (including an action or suit by or in the right of the Company or its security holders) arising out of any actions or omissions or otherwise based upon the performance of any of the Adviser’s duties or obligations under the Advisory Agreement or otherwise as an investment adviser of the Company. The Adviser’s services under the Advisory Agreement are not exclusive, and the Adviser is generally free to furnish similar services to other entities so long as its performance under the Advisory Agreement is not adversely affected.

The Adviser has retained its indirect, wholly-owned subsidiary, Baring International Investment Limited (“BIIL”), as a sub-adviser to manage European investments for the Company. BIIL is an investment adviser registered with the SEC in the United States and the Financial Conduct Authority in the United Kingdom with its principal office located in London, England. As of December 31, 2023, BIIL had approximately £15.2 billion in assets under management.

Under the Advisory Agreement, the Company pays the Adviser (i) a base management fee (the “Base Management Fee”) and (ii) an incentive fee (the “Incentive Fee”) as compensation for the investment advisory and management services it provides the Company thereunder.

Base Management Fee

The Base Management Fee is calculated at an annual rate of 0.15% of the Company’s gross assets, including assets purchased with borrowed funds or other forms of leverage but excluding (i) cash and cash equivalents (as defined below) and (ii) net unsettled purchases and sales of investments. For services rendered under the Advisory Agreement, the Base Management Fee is payable quarterly in arrears. The Base Management Fee is calculated based on the average value of the Company’s gross assets at the end of the two most recently completed calendar quarters (including the quarter for which such fees are being calculated) and appropriately adjusted for any share issuances or repurchases during the quarter. For the Company’s first quarter, the Base Management Fee was calculated based on the value of the Company’s gross assets as of such quarter-end. The Base Management Fee for any partial quarter is appropriately pro-rated. For purposes of the Advisory Agreement, “cash equivalents” means U.S. government securities, money market fund investments, commercial paper instruments and other similar cash equivalent investments maturing within one year of purchase.

For the years ended December 31, 2023, December 31, 2022 and December 31, 2021, the Base Management Fees determined in accordance with the terms of the Advisory Agreement were approximately $2.0 million, $1.6 million, and $0.7 million, respectively. As of December 31, 2023, the Base Management Fee of $0.5 million for the three months ended December 31, 2023 was unpaid and included in “Base management fees payable” in the accompanying Consolidated Balance Sheet. As of December 31, 2022, the Base Management Fee of $0.4 million for the three months ended December 31, 2022 was unpaid and included in “Base management fees payable” in the accompanying Consolidated Balance Sheet.

The Incentive Fee

The Incentive Fee consists of two parts: (i) an incentive fee based on pre-incentive fee net investment income (the “Income-Based Fee”) and (ii) an incentive fee based on capital gains (the “Capital Gains Fee”), which are described in more detail below.

F-62

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

Income-Based Fee

The Income-Based Fee is payable quarterly in arrears to the extent the Company’s Pre-Incentive Fee Net Investment Income (as defined below) for the most recently completed calendar quarter divided by the Company’s net assets as of the end of such calendar quarter (defined as total assets less indebtedness and before taking into account any Income-Based Fees and Capital Gains Fees payable during the calendar quarter, and appropriately adjusted for any share issuances or repurchases during the calendar quarter) (the “PIFNII Return”) exceeds the Hurdle Rate (as defined below) and is an amount less than or equal to the Incentive Fee Cap (as defined below). The Income-Based Fee is calculated as follows:

(a) No Income-Based Fee in any calendar quarter in which the PIFNII Return does not exceed the Hurdle Rate;

(b) 25% of Pre-Incentive Fee Net Investment Income with respect to that portion of the PIFNII Return that exceeds the Hurdle Rate but is less than or equal to the Catch-Up Hurdle Rate (as defined below) for such calendar quarter, which is referred to as the “Catch-Up”. The Catch-Up is intended to provide the Adviser with an Income-Based Fee equal to 12.5% of all of our Pre-Incentive Fee Net Investment Income if the Company’s PIFNII Return equals or exceeds the quarterly Catch-Up Hurdle Rate in any calendar quarter; plus

(c) 12.5% of all Pre-Incentive Fee Net Investment Income with respect to that portion of the PIFNII Return that exceeds the Catch-Up Hurdle Rate.

The Income-Based Fee paid to the Adviser is subject to the Incentive Fee Cap.

(a) In any quarter that the Incentive Fee Cap is zero or a negative value, the Company pays no Income-Based Fee to the Adviser for such quarter.

(b) In any quarter that the Incentive Fee Cap for such quarter is a positive value but is less than the Income-Based Fee that is payable to the Adviser for such quarter (before giving effect to the Incentive Fee Cap), the Company pays an Income-Based Fee to the Adviser equal to the Incentive Fee Cap for such quarter.

(c) In any quarter that the Incentive Fee Cap for such quarter is equal to or greater than the Income-Based Fee that is payable to the Adviser for such quarter (before giving effect to the Incentive Fee Cap), the Company pays an Income-Based Fee to the Adviser equal to the Income-Based Fee calculated as described above for such quarter without regard to the Incentive Fee Cap.

For purposes of the calculation of the Income-Based Fee, the following terms have the following meaning:

• “Hurdle Rate” for any calendar quarter means one fourth of the average daily Floating Rate over the applicable quarter.

• “Floating Rate” means, initially, the three-month LIBOR; provided that if a Floating Rate Transition Event and its related Floating Rate Replacement Date have occurred with respect to LIBOR, then “Floating Rate” means the Replacement Rate. In the event that the Floating Rate is a negative value, then the Floating Rate shall be zero. Beginning with the quarter ended June 30, 2023, the Floating Rate means the Replacement Rate following the occurrence of a Floating Rate Transition Event and its related Floating Rate Replacement Date.

• “Floating Rate Transition Event” means the occurrence of one or more of the following events with respect to the Floating Rate:

1. a public statement or publication of information by or on behalf of the administrator of the Floating Rate announcing that the administrator has ceased or will cease to provide the Floating Rate permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide the Floating Rate;

F-63

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

2. a public statement or publication of information by the regulatory supervisor for the administrator of the Floating Rate, the central bank for the currency of the Floating Rate, an insolvency official with jurisdiction over the administrator for the Floating Rate, a resolution authority with jurisdiction over the administrator for the Floating Rate or a court or an entity with similar insolvency or resolution authority over the administrator for the Floating Rate, which states that the administrator of the Floating Rate has ceased or will cease to provide the Floating Rate permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide the Floating Rate; or

3. a public statement or publication of information by the regulatory supervisor for the administrator of the Floating Rate announcing that the Floating Rate is no longer representative.

• “Floating Rate Replacement Date” means:

1. in the case of clause (1) or (2) of the definition of “Floating Rate Transition Event,” the later of (a) the date of the public statement or publication of information referenced therein and (b) the date on which the administrator of the relevant Floating Rate permanently or indefinitely ceases to provide such Floating Rate; or

2. in the case of clause (3) of the definition of “Floating Rate Transition Event,” the date of the public statement or publication of information.

• “Replacement Rate” means the first alternative set forth in the order below that can be determined as of the Floating Rate Replacement Date.

1. the sum of: (a) Term SOFR and (b) the Benchmark Replacement Adjustment; and

2. the sum of: (a) Compounded SOFR and (b) the applicable Benchmark Replacement Adjustment.

If a Replacement Rate is selected pursuant to clause (2) above, then each calendar quarter following such selection, if a redetermination of the Replacement Rate on such date would result in the selection of a Replacement Rate under clause (1) above, then (x) the Replacement Rate shall be redetermined on such date utilizing Term SOFR and (y) such redetermined Replacement Rate shall become the Floating Rate on or after such date. If redetermination of the Replacement Rate on such date as described in the preceding sentence would not result in the selection of a Replacement Rate under clause (1), then the Floating Rate shall remain the Replacement Rate as previously determined pursuant to clause (2) above.

• “Term SOFR” means the forward-looking term rate for the applicable Corresponding Tenor based on SOFR that has been selected or recommended by the Relevant Governmental Body.

• “Compounded SOFR” means the compounded average of SOFR for the applicable Corresponding Tenor, with the rate, or methodology for this rate, and conventions for this rate (which, for example, may be compounded in arrears with a lookback and/or suspension period as a mechanism to determine the interest amount payable for the applicable calendar quarter or compounded in advance) being established in accordance with the rate, or methodology for this rate, and conventions for this rate selected or recommended by the Relevant Governmental Body for determining compounded SOFR.

• “SOFR” means with respect to any day means the Secured Overnight Financing Rate published for such day by the Federal Reserve Bank of New York, as the administrator of the benchmark, (or a successor administrator) on the Federal Reserve Bank of New York’s Website.

• “Corresponding Tenor” with respect to a Replacement Rate means a tenor (or observation period) having approximately the same length (disregarding business day adjustment) as the applicable tenor (or observation period) for the then-current Floating Rate.

F-64

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

• “Benchmark Replacement Adjustment” means the spread adjustment, or method for calculating or determining such spread adjustment, (which may be a positive or negative value or zero) that has been selected or recommended by the Relevant Governmental Body for the transition to the applicable Floating Rate.

• “Relevant Governmental Body” means the Federal Reserve Board and/or the Federal Reserve Bank of New York, or a committee officially endorsed or convened by the Federal Reserve Board and/or the Federal Reserve Bank of New York or any successor thereto.

• “Catch-Up Hurdle Rate” for any calendar quarter means a rate that is equal to 200% of the Hurdle Rate.

• “Incentive Fee Cap” means for any calendar quarter an amount equal to (a) 12.5% of the Cumulative Net Return (as defined below) minus (b) the aggregate Income-Based Fee that was paid in respect of the period ending with the calendar quarter immediately preceding the most recently completed calendar quarter (or the portion thereof) included in the period for calculation of the Cumulative Net Return.

• “Cumulative Net Return” means (x) the aggregate Pre-Incentive Fee Net Investment Income in respect of either (i) the trailing twelve calendar quarters ending with the calendar quarter in which the Income-Based Fee is calculated or (ii) prior to the end of the twelfth calendar quarter after the effective date of the Advisory Agreement, the period from the effective date of the Advisory Agreement through the last day of the calendar quarter for which the Income-Based Fee is calculated minus (y) any Net Capital Loss (as defined below), if any, in respect of the relevant period.

• “Net Capital Loss” in respect of a particular period means the difference, if positive, between (i) aggregate capital losses, whether realized or unrealized, in such period and (ii) aggregate capital gains, whether realized or unrealized, in such period.

• “Pre-Incentive Fee Net Investment Income” in respect of a period means interest income, dividend income and any other income (including any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that we receive from portfolio companies) accrued during the calendar quarter, minus operating expenses for the quarter (including the Base Management Fee, any expenses payable under the Administration Agreement, and any interest expense and dividends paid on any outstanding preferred stock, but excluding the incentive fee). Pre-Incentive Fee Net Investment Income includes, in the case of investments with a deferred interest feature such as market discount, original issue discount (“OID”), debt instruments with PIK interest, preferred stock with PIK dividends and zero-coupon securities, accrued income that the Company has not yet received in cash.

Capital Gains Fee

The Capital Gains Fee is determined and payable in arrears as of the end of each calendar year (or upon a liquidity event or a termination of the Advisory Agreement), and will equal 12.5% of the Company’s realized capital gains, if any, on a cumulative basis from inception through the end of the calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid Capital Gains Fees. If such amount is zero or negative, then no Capital Gains Fee is payable for such year.

While the Advisory Agreement neither includes nor contemplates the inclusion of unrealized gains in the calculation of the capital gains incentive fee, as required by U.S. GAAP, the Company accrues capital gains incentive fees on unrealized gains. This accrual reflects the incentive fees that would be payable to the Adviser if the Company’s entire investment portfolio was liquidated at its fair value as of the balance sheet date even though the Adviser is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized. There can be no assurance that such unrealized capital appreciation will be realized in the future.

For the years ended December 31, 2023, December 31, 2022 and December 31, 2021, the Income-Based Fees determined in accordance with the terms of the Advisory Agreement were $11.5 million, $6.8 million and

F-65

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

$3.7 million, respectively. As of December 31, 2023, the Income-Based Fee of $3.1 million for the three months ended December 31, 2023 was unpaid and included in “Incentive management fees payable” in the accompanying Consolidated Balance Sheet. As of December 31, 2022, the Income-Based Fee of $0.8 million for the three months ended December 31, 2022 was unpaid and included in “Incentive management fees payable” in the accompanying Consolidated Balance Sheet.

For the year ended December 31, 2023, the Company did not accrue any Capital Gains Fees. For the year ended December 31, 2022, the Company reduced the Capital Gains Fees accrual by $2.1 million. For the year ended December 31, 2021, the Company accrued $1.2 million of Capital Gains Fees.

The Advisory Agreement had an initial term of two years. The Advisory Agreement was most recently re-approved on May 4, 2023 by our Board, including a majority of the Independent Directors, and will continue automatically for successive one-year periods, provided that such continuance is specifically approved at least annually by (i) the vote of the Board, or by the vote of a majority of the outstanding voting securities of the Company and (ii) the vote of a majority of the Independent Directors. The Advisory Agreement may be terminated at any time, without the payment of any penalty, upon 60 days’ written notice, (i) by the vote of a majority of the outstanding voting securities of the Company or (ii) by the vote of the Board, or (iii) by the Adviser upon 90 days’ written notice. The Advisory Agreement will automatically terminate in the event of its “assignment” (as such term is defined for purposes of Section 15(a)(4) of the 1940 Act).

Payment of Expenses

All investment professionals of Barings and its staff, when and to the extent engaged in providing investment advisory and management services under the Advisory Agreement, and the compensation and routine overhead expenses of such personnel allocable to such services, are provided and paid for by Barings and not by the Company. The Company bears all other costs and expenses of its operations and transactions, including, without limitation, those relating to:

•organizational and offering expenses;

•investment advisory and management fees payable under the Advisory Agreement;

•all other non-investment advisory expenses incurred by the Company or Barings in connection with administering the Company’s business (including payments under the Administration Agreement based upon the Company’s allocable portion of Barings’ overhead in performing its obligations under the Administration Agreement, including rent and the allocable portion of the cost of the Company’s Chief Financial Officer and Chief Compliance Officer and their respective staffs); and

•all other expenses of the Company’s operations and transactions, including those listed in the Advisory Agreement.

Administration Agreement

On June 24, 2020, the Company entered into the Administration Agreement with the Adviser. Under the terms of the Administration Agreement, the Adviser also provides the administrative services necessary for the Company to operate (in such capacity, the “Administrator”), including, but not limited to, office facilities, equipment, clerical, bookkeeping and record-keeping services at such office facilities and such other services as the Administrator, subject to review by the Board, from time to time, determines to be necessary or useful to perform its obligations under the Administration Agreement. The Administrator also, on behalf of the Company and subject to oversight by the Board, arranges for the services of, and oversees, custodians, depositories, transfer agents, dividend disbursing agents, other stockholder servicing agents, accountants, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable.

The Company reimburses Barings for the costs and expenses incurred by it in performing its obligations and providing personnel and facilities under the Administration Agreement in an amount negotiated and mutually agreed to by the Company and Barings quarterly in arrears. In no event will the agreed-upon quarterly expense amount

F-66

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

exceed the amount of expenses that would otherwise be reimbursable by the Company under the Administration Agreement for the applicable quarterly period, and Barings will not be entitled to the recoupment of any amounts in excess of the agreed-upon quarterly expense amount.

The costs and expenses incurred by the Administrator on behalf of the Company under the Administration Agreement include, but are not limited to:

• the allocable portion of the Administrator’s rent for the Company’s Chief Financial Officer and the Chief Compliance Officer and their respective staffs, which is based upon the allocable portion of the usage thereof by such personnel in connection with their performance of administrative services under the Administration Agreement;

• the allocable portion of the salaries, bonuses, benefits and expenses of the Company’s Chief Financial Officer and Chief Compliance Officer and their respective staffs, which is based upon the allocable portion of the time spent by such personnel in connection with performing administrative services for the Company under the Administration Agreement;

• the actual cost of goods and services used for the Company and obtained by the Administrator from entities not affiliated with the Company, which is reasonably allocated to the Company on the basis of assets, revenues, time records or other method conforming with U.S. generally accepted accounting principles, or U.S. GAAP;

• all fees, costs and expenses associated with the engagement of a sub-administrator, if any; and

• costs associated with (a) the monitoring and preparation of regulatory reporting, including filings with the SEC and tax reporting, (b) the coordination and oversight of service provider activities and the direct cost of such contractual matters related thereto and (c) the preparation of all financial statements and the coordination and oversight of audits, regulatory inquiries, certifications and sub-certifications.

For the years ended December 31, 2023, December 31, 2022 and December 31, 2021, the Company incurred and was invoiced by the Adviser for expenses of approximately $0.9 million, $1.3 million and $0.8 million, respectively. As of December 31, 2023, the administrative expenses of $0.2 million incurred during the three months ended December 31, 2023 were unpaid and included in “Administrative fees payable” in the accompanying Consolidated Balance Sheet. As of December 31, 2022, the administrative expenses of $0.3 million incurred during the three months ended December 31, 2022 were unpaid and included in “Administrative fees payable” in the accompanying Consolidated Balance Sheet.

The Administration Agreement had an initial term of two years. The Administration Agreement was most recently re-approved on May 4, 2023 by our Board, including a majority of the Independent Directors, and will continue automatically for successive one-year periods so long as such continuance is specifically approved at least annually by the Board, including a majority of the Independent Directors. The Administration Agreement may be terminated at any time, without the payment of any penalty, by vote of the Board, or by the Adviser, upon 90 days’ written notice to the other party. The Administration Agreement may not be assigned by a party without the consent of the other party.

3. Investments

Portfolio Composition

The Company predominately invests in senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries, as well as syndicated senior secured loans, structured products, bonds and other fixed income securities. Structured products include collateralized loan obligations and asset-backed securities. The Adviser’s existing SEC co-investment exemptive relief under the 1940 Act permits the Company and the Adviser’s affiliated private funds and SEC-registered funds to co-invest in loans originated by the Adviser, which allows the Adviser to efficiently implement its senior secured private debt investment strategy for the Company.

F-67

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

The cost basis of the Company’s debt investments includes any unamortized purchased premium or discount, unamortized loan origination fees and PIK interest, if any. Summaries of the composition of the Company’s investment portfolio at cost and fair value, and as a percentage of total investments and net assets, are shown in the following tables:

($ in thousands)	Cost		Percent of Total Portfolio		Fair Value		Percent of Total Portfolio		Percent of Total Net Assets
December 31, 2023:
Senior debt and 1st lien notes	$	1,000,294	74	%	$	985,158	73	%	151	%
Subordinated debt and 2nd lien notes	108,487		8		106,894		8		16
Structured products	29,479		2		26,173		2		4
Equity shares	162,731		12		192,641		14		30
Equity warrants	2		—		1,043		—		—
Investments in joint ventures	51,123		4		37,212		3		6
	$	1,352,116	100	%	$	1,349,121	100	%	207	%
December 31, 2022:
Senior debt and 1st lien notes	$	950,985	75	%	$	920,219	72	%	153	%
Subordinated debt and 2nd lien notes	127,970		10		123,244		11		20
Structured products	32,015		3		28,321		3		5
Equity shares	94,592		8		113,666		7		19
Equity warrants	70		—		476		—		—
Investments in joint ventures	55,971		4		47,479		7		8
	$	1,261,603	100	%	$	1,233,405	100	%	205	%

During the year ended December 31, 2023, the Company made new investments totaling $99.2 million, made investments in existing portfolio companies totaling $91.7 million, made additional investments in joint venture equity portfolio companies totaling $2.5 million and made a $50.5 million equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation.

During the year ended December 31, 2022, the Company made new investments totaling $495.6 million, made investments in existing portfolio companies totaling $83.9 million and made additional investments in joint venture equity portfolio companies totaling $10.8 million.

F-68

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

Industry Composition

The industry composition of investments at fair value at December 31, 2023 and December 31, 2022 was as follows:

($ in thousands)	December 31, 2023		Percent of Portfolio		Percent of Total Net Assets		December 31, 2022		Percent of Portfolio		Percent of Total Net Assets
Aerospace and Defense	$	81,217	6.0	%	12.5	%	$	69,976	5.7	%	11.6	%
Automotive	16,830		1.2		2.6		16,920		1.4		2.8
Banking, Finance, Insurance and Real Estate	227,415		16.9		34.9		164,399		13.3		27.3
Beverage, Food and Tobacco	24,197		1.8		3.7		37,156		3.0		6.2
Capital Equipment	46,500		3.5		7.1		42,407		3.4		7.1
Chemicals, Plastics, and Rubber	25,679		1.9		3.9		28,445		2.3		4.7
Construction and Building	10,070		0.7		1.6		10,146		0.8		1.7
Consumer goods: Durable	25,563		1.9		3.9		22,888		1.9		3.8
Consumer goods: Non-durable	9,987		0.7		1.5		9,078		0.7		1.5
Containers, Packaging and Glass	23,032		1.7		3.5		23,430		1.9		3.9
Energy: Electricity	6,676		0.5		1.0		—		—		—
Energy: Oil and Gas	2,670		0.2		0.4		2,742		0.2		0.5
Environmental Industries	30,266		2.2		4.7		29,343		2.4		4.9
Healthcare and Pharmaceuticals	130,845		9.7		20.1		105,574		8.6		17.5
High Tech Industries	141,704		10.5		21.7		129,594		10.5		21.5
Hotel, Gaming and Leisure	19,595		1.5		3.0		18,221		1.5		3.0
Investment Funds and Vehicles	37,212		2.8		5.7		47,479		3.8		7.9
Media: Advertising, Printing and Publishing	32,570		2.4		5.0		33,725		2.7		5.6
Media: Broadcasting and Subscription	8,867		0.7		1.4		13,068		1.1		2.2
Media: Diversified and Production	45,924		3.4		7.1		25,862		2.1		4.3
Metals and Mining	—		—		—		9,923		0.8		1.7
Services: Business	201,007		14.9		30.8		204,822		16.6		34.0
Services: Consumer	69,643		5.2		10.7		62,441		5.1		10.4
Structured Products	32,763		2.4		5.0		33,387		2.7		5.5
Telecommunications	18,341		1.4		2.8		15,795		1.3		2.6
Transportation: Cargo	68,703		5.1		10.5		63,654		5.2		10.6
Transportation: Consumer	1,900		0.1		0.3		5,442		0.4		0.9
Utilities: Electric	9,945		0.7		1.5		7,488		0.6		1.2
Total	$	1,349,121	100.0	%	206.9	%	$	1,233,405	100.0	%	204.9	%

F-69

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

The following table presents the Company’s investment portfolio at fair value as of December 31, 2023 and 2022, categorized by the ASC Topic 820 valuation hierarchy, as previously described:

	Fair Value at December 31, 2023
($ in thousands)	Level 1		Level 2		Level 3		Total
Senior debt and 1st lien notes	$	—	$	36,079	$	949,079	$	985,158
Subordinated debt and 2nd lien notes	—		10,043		96,851		106,894
Structured products	—		11,258		14,915		26,173
Equity shares	78		—		192,563		192,641
Equity warrants	—		—		1,043		1,043
Investments subject to leveling	$	78	$	57,380	$	1,254,451	$	1,311,909
Investment in joint ventures (1)							37,212
							$	1,349,121
	Fair Value at December 31, 2022
($ in thousands)	Level 1		Level 2		Level 3		Total
Senior debt and 1st lien notes	$	—	$	48,026	$	872,193	$	920,219
Subordinated debt and 2nd lien notes	—		25,439		97,805		123,244
Structured products	—		14,111		14,210		28,321
Equity shares	32		756		112,878		113,666
Equity warrants	—		—		476		476
Investments subject to leveling	$	32	$	88,332	$	1,097,562	$	1,185,926
Investment in joint ventures (1)							47,479
							$	1,233,405
(1) The Company's investments in Banff, Thompson Rivers and Waccamaw River (each as defined below) are measured at fair value using NAV and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Balance Sheet.

F-70

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

The following tables reconcile the beginning and ending balances of the Company’s investment portfolio measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the years ended December 31, 2023 and 2022:

Year Ended December 31, 2023: ($ in thousands)	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Structured Products		Equity Shares		Warrants		Total
Fair value, beginning of period	$	872,193	$	97,805	$	14,210	$	112,878	$	476	$	1,097,562
New investments	162,890		23,187		—		63,883		—		249,960
Transfers into (out of) Level 3, net	(2)		16,664		1,767		517		—		18,946
Proceeds from sales of investments	(35,122)		—		—		(821)		—		(35,943)
Loan origination fees received	(3,542)		(61)		—		—		—		(3,603)
Principal repayments received	(64,347)		(46,433)		(1,777)		—		—		(112,557)
Payment in kind interest/dividends	3,069		2,849		—		6,797		—		12,715
Accretion of loan premium/discount	418		728		—		—		—		1,146
Accretion of deferred loan origination revenue	4,510		391		—		—		—		4,901
Realized gain (loss)	(3,017)		(161)		—		140		(68)		(3,106)
Unrealized appreciation (depreciation)	12,029		1,882		715		9,169		635		24,430
Fair value, end of period	$	949,079	$	96,851	$	14,915	$	192,563	$	1,043	$	1,254,451

F-71

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

Year Ended December 31, 2022: ($ in thousands)	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Structured Products		Equity Shares		Warrants		Total
Fair value, beginning of period	$	584,289	$	76,826	$	—	$	57,526	$	—	$	718,641
New investments	458,612		39,565		7,533		32,106		2		537,818
Transfers into (out of) Level 3, net	(14,271)		(10,825)		9,811		3,518		28		(11,739)
Proceeds from sales of investments	(75,419)		(3,407)		—		—		—		(78,826)
Loan origination fees received	(10,074)		(707)		—		—		—		(10,781)
Principal repayments received	(45,838)		(449)		(714)		—		—		(47,001)
Payment in kind interest/dividends	1,338		1,492		—		1,089		—		3,919
Accretion of loan premium/discount	221		114		—		—		—		335
Accretion of deferred loan origination revenue	3,706		223		—		—		—		3,929
Realized gain (loss)	(4,213)		7		—		—		—		(4,206)
Unrealized appreciation (depreciation)	(26,158)		(5,034)		(2,420)		18,639		446		(14,527)
Fair value, end of period	$	872,193	$	97,805	$	14,210	$	112,878	$	476	$	1,097,562

All realized gains and losses and unrealized appreciation and depreciation are included in earnings (changes in net assets) and are reported on separate line items within the Company’s Consolidated Statements of Operations. Pre-tax net unrealized appreciation on Level 3 investments of $19.4 million during the year ended December 31, 2023 was related to portfolio company investments that were still held by the Company as of December 31, 2023. Pre-tax net unrealized appreciation on Level 3 investments of $17.1 million during the year ended December 31, 2022 was related to portfolio company investments that were still held by the Company as of December 31, 2022.

During the year ended December 31, 2023, the Company made investments of approximately $181.6 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the year ended December 31, 2023, the Company made investments of $62.2 million in companies to which it was previously committed to provide such financing.

During the year ended December 31, 2022, the Company made investments of approximately $532.3 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the year ended December 31, 2022, the Company made investments of $58.1 million in companies to which it was previously committed to provide such financing.

Banff Partners LP

On February 18, 2021, the Company established a joint venture, Banff Partners LP (“Banff”), with a controlled affiliate of Alberta Investment Management Corporation to invest in senior secured, middle-market, private debt investments, syndicated senior secured loans and structured product investments. During the year ended December 31, 2023, the Company held a 10.0% partnership interest in Banff. As of December 31, 2023, the cost and fair value of the Company's investment in Banff was $14.6 million and $16.2 million, respectively. As of December 31, 2022, the cost and fair value of the Company’s investment in Banff was $14.6 million and $14.7 million, respectively.

For the years ended December 31, 2023 and December 31, 2022, Banff declared nil and $9.4 million in dividends, respectively, of which nil and $0.9 million, respectively was recognized as dividend income in the Company’s Consolidated Statements of Operations.

F-72

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

The total value of Banff’s investment portfolio was $146.5 million as of December 31, 2023, as compared to $159.5 million as of December 31, 2022. As of December 31, 2023, Banff’s investments had an aggregate cost of $151.9 million, as compared to $167.8 million as of December 31, 2022. As of December 31, 2023 and December 31, 2022, the Banff investment portfolio consisted of the following investments:

($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
December 31, 2023:
Senior debt and 1st lien notes	$	147,990	97	%	$	142,490	97	%
Subordinated debt and 2nd lien notes	3,917		3		3,987		3
	$	151,907	100	%	$	146,477	100	%
December 31, 2022:
Senior debt and 1st lien notes	$	163,928	98	%	$	155,695	98	%
Subordinated debt and 2nd lien notes	3,905		2		3,828		2
	$	167,833	100	%	$	159,523	100	%

As of December 31, 2023 and December 31, 2022, the weighted average yield on the principal amount of Banff’s outstanding debt investments was approximately 10.6% and 8.9%, respectively.

The industry composition of Banff’s investments at fair value at December 31, 2023 and December 31, 2022 was as follows:

($ in thousands)	December 31, 2023				December 31, 2022
Aerospace and Defense	$	15,125	10.3	%	$	14,758	9.3	%
Banking, Finance, Insurance and Real Estate	16,325		11.2		21,747		13.6
Beverage, Food and Tobacco	7,531		5.1		5,718		3.6
Chemicals, Plastics, and Rubber	1,269		0.9		1,269		0.8
Construction and Building	1,364		0.9		1,490		0.9
Consumer Goods: Durable	1,725		1.2		1,886		1.2
Consumer Goods: Non-durable	6,205		4.2		5,958		3.7
Containers, Packaging and Glass	6,607		4.5		6,450		4.0
Healthcare and Pharmaceuticals	17,205		11.8		17,003		10.7
High Tech Industries	20,942		14.3		17,086		10.7
Media: Advertising, Printing and Publishing	1,957		1.3		—		—
Media: Diversified and Production	4,306		2.9		2,234		1.4
Services: Business	21,900		15.0		39,363		24.7
Services: Consumer	12,509		8.5		12,272		7.7
Telecommunications	3,243		2.2		3,038		1.9
Transportation: Cargo	8,264		5.7		9,251		6
Total	$	146,477	100	%	$	159,523	100	%

F-73

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

The geographic composition of Banff’s investments at fair value at December 31, 2023 and December 31, 2022 was as follows:

($ in thousands)	December 31, 2023				December 31, 2022
Australia	$	4,449	3.0	%	$	4,357	2.7	%
Belgium	7,531		5.1		5,718		3.6
Canada	2,221		1.5		2,466		1.5
France	28,669		19.6		34,467		21.6
Germany	7,277		5.0		6,980		4.4
Hong Kong	6,033		4.1		6,830		4.3
Netherlands	9,193		6.3		8,619		5.4
New Zealand	2,596		1.8		2,469		1.5
Singapore	3,984		2.7		3,964		2.5
United Kingdom	20,401		13.9		28,634		18.0
USA	54,123		37.0		55,019		34.5
Total	$	146,477	100.0	%	$	159,523	100.0	%

Banff’s credit facility with Wells Fargo Bank, N.A., which is non-recourse to the Company, initially closed on August 26, 2022 and had approximately $19.2 million and $19.0 million outstanding as of December 31, 2023 and December 31, 2022, respectively.

The Company may sell portions of its investments via assignment to Banff. Since inception, as of both December 31, 2023 and December 31, 2022, the Company had sold $187.9 million of its investments to Banff. For the years ended December 31, 2023 and December 31, 2022, the Company realized a loss on the sales of its investments to Banff of nil  and $2.4 million, respectively. As of both December 31, 2023 and December 31, 2022, the Company did not have any unsettled receivables due from Banff. The sale of the investments met the criteria set forth in ASC 860, Transfers and Servicing for treatment as a sale and satisfies the following conditions:

•assigned investments have been isolated from the Company, and put presumptively beyond the reach of the Company and its creditors, even in bankruptcy or other receivership;

•each participant has the right to pledge or exchange the assigned investments it received, and no condition both constrains the participant from taking advantage of its right to pledge or exchange and provides more than a trivial benefit to the Company; and

•the Company, its consolidated affiliates or its agents do not maintain effective control over the assigned investments through either: (i) an agreement that entitles and/or obligates the Company to repurchase or redeem the assets before maturity, or (ii) the ability to unilaterally cause the holder to return specific assets, other than through a cleanup call.

The Company has determined that Banff is an investment company under ASC, Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Banff as it is not a substantially wholly owned investment company subsidiary. In addition, Banff is not an operating company and the Company does not control Banff due to the allocation of voting rights among Banff members.

F-74

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

Thompson Rivers LLC

On April 28, 2020, Thompson Rivers LLC (“Thompson Rivers”) was formed as a Delaware limited liability company. Under Thompson Rivers’ current operating agreement, as amended to date, pursuant to which the Company became a party in June 2021, the Company has a capital commitment of $30.0 million of equity capital to Thompson Rivers, all of which has been funded as of December 31, 2023. As of December 31, 2023, aggregate commitments to Thompson Rivers by the Company and the other members under the current operating agreement total $450.0 million, all of which has been funded.

For the years ended December 31, 2023 and 2022, Thompson Rivers declared $111.0 million and $261.9 million in dividends, respectively, of which nil and $3.8 million, respectively, was recognized as dividend income in the Company’s Consolidated Statements of Operations. In addition, for the years ended December 31, 2023 and 2022, the Company recognized $7.3 million and $13.5 million, respectively, of the dividends as a return of capital.

As of December 31, 2023, Thompson Rivers had $366.7 million in Ginnie Mae early buyout loans and $7.1 million in cash. As of December 31, 2022, Thompson Rivers had $890.9 billion in Ginnie Mae early buyout loans and $65.1 million in cash. As of December 31, 2023, Thompson Rivers had 2,305 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%. As of December 31, 2022, Thompson Rivers had 5,414 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%.

As of December 31, 2023 and December 31, 2022, the Thompson Rivers investment portfolio consisted of the following investments:

($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
December 31, 2023:
Federal Housing Administration (“FHA”) loans	$	360,847	93	%	$	342,240	93	%
Veterans Affairs (“VA”) loans	25,810		7		24,491		7
	$	386,657	100	%	$	366,731	100	%
December 31, 2022:
Federal Housing Administration (“FHA”) loans	$	864,625	91	%	$	811,358	91	%
Veterans Affairs (“VA”) loans	84,654		9		79,553		9
	$	949,279	100	%	$	890,911	100	%

Thompson Rivers’ repurchase agreement with JPMorgan Chase Bank, which is non-recourse to the Company, had approximately $83.5 million and $224.2 million outstanding as of December 31, 2023 and December 31, 2022, respectively. Thompson Rivers’ repurchase agreement with Bank of America N.A., which is non-recourse to the Company, had approximately $170.8 million and $428.0 million outstanding as of December 31, 2023 and December 31, 2022, respectively. Thompson Rivers’ repurchase agreement with Barclays Bank, which is non-recourse to the Company, had approximately $50.0 million and $184.2 million outstanding as of December 31, 2023 and December 31, 2022, respectively.

F-75

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

The Company has determined that Thompson Rivers is an investment company under ASC, Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Thompson Rivers as it is not a substantially wholly owned investment company subsidiary. In addition, Thompson Rivers is not an operating company and the Company does not control Thompson Rivers due to the allocation of voting rights among Thompson Rivers members.

As of December 31, 2023 and December 31, 2022, Thompson Rivers had the following contributed capital and unfunded commitments from its members:

($ in thousands)	As of December 31, 2023		As of December 31, 2022
Total contributed capital by Barings Capital Investment Corporation(1)	$	32,318	$	32,318
Total contributed capital by all members(2)	$	482,083	$	482,083
Total unfunded commitments by Barings Capital Investment Corporation	$	—	$	—
Total unfunded commitments by all members	$	—	$	—

(1)Includes $2.3 million of dividend re-investments.

(2)Includes dividend re-investments of $32.1 million and $209.2 million of total contributed capital by related parties.

Waccamaw River LLC

On January 4, 2021, Waccamaw River LLC (“Waccamaw River”) was formed as a Delaware limited liability company. Under Waccamaw River’s current operating agreement, as amended to date, pursuant to which the Company became a party in May 2021, the Company has a capital commitment of $25.0 million of equity capital to Waccamaw River, all of which has been funded (including approximately $1.7 million of recallable return of capital) as of December 31, 2023. As of December 31, 2023, aggregate commitments to Waccamaw River by the Company and the other members under the current operating agreement total $125.0 million, all of which has been funded (including $14.0 million of recallable return of capital).

F-76

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

For the years ended December 31, 2023 and 2022, Waccamaw River declared $7.3 million and $9.3 million in dividends, respectively, of which $1.5 million and $1.9 million, respectively, was recognized as dividend income in the Company’s Consolidated Statements of Operations.

As of December 31, 2023, Waccamaw River had $182.3 million in unsecured consumer loans and $6.6 million in cash. As of December 31, 2022, Waccamaw River had $200.5 million in unsecured consumer loans and $8.0 million in cash. As of December 31, 2023, Waccamaw River had 21,435 outstanding loans with an average loan size of $10,338, remaining average life to maturity of 40.0 months and weighted average interest rate of 12.7%. As of December 31, 2022, Waccamaw River had 18,335 outstanding loans with an average loan size of $11,542, remaining average life to maturity of 44.0 months and weighted average interest rate of 12.0%.

Waccamaw River’s secured loan borrowing with JPMorgan Chase Bank, N.A., which is non-recourse to the Company, had approximately $71.0 million and $72.3 million outstanding as of December 31, 2023 and December 31, 2022, respectively. Waccamaw River’s secured loan borrowing with Barclays Bank PLC, which is non-recourse to the Company, had approximately $51.3 million and $44.8 million outstanding as of December 31, 2023 and December 31, 2022, respectively.

The Company has determined that Waccamaw River is an investment company under ASC, Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Waccamaw River as it is not a substantially wholly owned investment company subsidiary. In addition, Waccamaw River is not an operating company and the Company does not control Waccamaw River due to the allocation of voting rights among Waccamaw River members.

F-77

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

As of December 31, 2023, Waccamaw River had the following contributed capital and unfunded commitments from its members:

($ in thousands)	As of December 31, 2023		As of December 31, 2022
Total contributed capital by Barings Capital Investment Corporation	$	26,730	$	24,250
Total contributed capital by all members(1)	$	139,020	$	126,620
Total return of capital (recallable) by Barings Capital Investment Corporation	$	—	$	(1,730)
Total return of capital (recallable) by all members	$	—	$	(14,020)	(2)
Total unfunded commitments by Barings Capital Investment Corporation	$	—	$	2,480
Total unfunded commitments by all members	$	—	$	12,400	(3)

(1)Includes $85.6 million and $78.1 million of total contributed capital by related parties as of December 31, 2023 and December 31, 2022, respectively.

(2)Includes ($10.6) million of total return of capital (recallable) by related parties.

(3)Includes $7.4 million of unfunded commitments by related parties.

Eclipse Business Capital Holdings LLC

On July 8, 2021, the Company made an equity investment in Eclipse Business Capital Holdings LLC (“Eclipse”) of $44.4 million, a second lien senior secured loan of $2.2 million and unfunded revolver of $6.7 million, alongside other related party affiliates. On August 12, 2022, the Company increased the unfunded revolver to $11.2 million. As of December 31, 2023 and December 31, 2022, $2.7 million and $2.6 million, respectively of the revolver was funded. Eclipse conducts its business through Eclipse Business Capital LLC. Eclipse is one of the country’s leading independent asset-based lending (“ABL”) platforms that provides financing to middle-market borrowers in the U.S. and Canada. Eclipse provides revolving lines of credit and term loans ranging in size from $10 – $125 million that are secured by collateral such as accounts receivable, inventory, equipment, or real estate. Eclipse lends to both privately-owned and publicly-traded companies across a range of industries, including manufacturing, retail, automotive, oil & gas, services, distribution, and consumer products. The addition of Eclipse to the portfolio allows the Company to participate in an asset class and commercial finance operations that offer differentiated income returns as compared to directly originated loans. Eclipse is led by a seasoned team of ABL experts.

The Company has determined that Eclipse is not an investment company under ASC, Topic 946, Financial Services - Investment Companies. Under ASC 810-10-15-12(d), an investment company generally does not consolidate an investee that is not an investment company other than a controlled operating company whose business consists of providing services to the company. Thus, the Company is not required to consolidate Eclipse because it does not provide services to the Company. Instead the Company accounts for its equity investment in Eclipse in accordance with ASC 946-320, presented as a single investment measured at fair value.

F-78

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

Rocade Holdings LLC

On February 1, 2023, the Company made an equity investment in Rocade Holdings LLC (“Rocade”) of $45.0 million, alongside other related party affiliates and made additional investments thereafter during the fiscal year ended December 31, 2023 of $5.5 million. The total equity invested in Rocade as of December 31, 2023, was $50.5 million and the Company had $4.5 million of unfunded preferred equity commitments. Rocade conducts its business through Rocade LLC and operates as Rocade Capital. Rocade is one of the country’s leading litigation finance platforms that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. Rocade typically provides loans to law firms that are secured by the borrowing firm’s interests in award settlements, including contingency fees expected to be earned from successful litigation. The loans generally bear floating rate PIK interest with an overall expected annualized return between 10% and 25% and collect debt service upon receipt of settlement awards and/or contingency fees. The addition of Rocade to the portfolio allows the Company to participate in an uncorrelated asset class that offer differentiated income returns as compared to directly originated loans. Rocade is led by a seasoned team of litigation finance experts.

The Company has determined that Rocade is not an investment company under ASC Topic 946, Financial Services - Investment Companies. Under ASC 810-10-15-12(d), an investment company generally does not consolidate an investee that is not an investment company other than a controlled operating company whose business consists of providing services to the company. Thus, the Company is not required to consolidate Rocade because it does not provide services to the Company. Instead the Company accounts for its equity investment in Rocade in accordance with ASC 946-320, presented as a single investment measured at fair value.

4. Borrowings

The Company had the following borrowings outstanding as of December 31, 2023 and 2022: 

Issuance Date ($ in thousands)	Maturity Date	Interest Rate as of December 31, 2023	December 31, 2023		December 31, 2022
Credit Facility:
January 15, 2021	April 30, 2026	7.401%	$	644,463	$	581,436
Total Credit Facility			$	644,463	$	581,436
Notes:
February 22, 2022	February 22, 2027	4.750%	$	100,000	$	100,000
(Less: Deferred financing fees)			(157)		(284)
Total Notes			$	99,843	$	99,716

The Company is required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of the Company’s total assets (less all liabilities and indebtedness not represented by senior securities) to its outstanding senior securities, of at least 150% after each issuance of senior securities. The Company’s asset coverage ratio was 188.7% as of December 31, 2023.

September 2020 Subscription Facility

On September 21, 2020, the Company entered into a revolving credit agreement (as subsequently amended, the “September 2020 Subscription Facility”) with Société Générale, as administrative agent and a lender, and the other lenders from time to time party thereto. The September 2020 Subscription Facility initially allowed the Company to borrow up to $160 million, reduced to $110 million in October 2021, at any one time outstanding, subject to certain restrictions, including availability under the borrowing base, which was based on unused capital commitments from different categories of investors (with varying advance rates amongst the different categories of investors).

The amount of permissible borrowings under the September 2020 Subscription Facility could be increased to an agreed-upon amount with the consent of the administrative agent. The September 2020 Subscription Facility had a maturity date of September 21, 2022. On March 25, 2022, following the repayment of all borrowings, interest, and fees payable thereunder, and at the election of the Company, the September 2020 Subscription Facility was

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Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

terminated, including all commitments and obligations with Société Générale to lend and make advances to the Company. In connection with the termination, the pro rata portion of the unamortized deferred financing costs related to the September 2020 Subscription Facility was written off and recognized as a loss on extinguishment of debt in the Company’s Consolidated Statements of Operations.

Borrowings under the September 2020 Subscription Facility bore interest at a rate equal to, at the election of the Company, either (i) with respect to loans bearing interest at a rate based on LIBOR (as such term is defined in the September 2020 Subscription Facility which definition includes different LIBOR calculations based on the applicable currency), the rate per annum determined by the administrative agent to be equal to (a) the quotient obtained by dividing: (1) LIBOR for such loan for such one-month, three-months or other period requested by the Company or otherwise consented to by the administrative agent; by (2) one minus the maximum rate at which reserves (including, without limitation, any marginal, special, supplemental, or emergency reserves) are required to be maintained under regulations issued from time to time by the Board of Governors of the Federal Reserve System (or any successor) by member banks of the Federal Reserve System against “Eurocurrency liabilities” (as such term is used in Regulation D) for such loan for such one-month, three-months or other period requested by the Company, provided that if the calculation above results in a rate of less than zero (0), the rate shall be deemed to be zero (0) for all purposes, plus (b) 185 basis points per annum; or (ii) with respect to loans bearing interest at a rate based on the rate of interest per annum publicly announced from time to time by the administrative agent as its prime rate (the “Prime Rate”) or the rate per annum equal to the weighted average of the rates on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers (the “Federal Funds Rate”) the greater of (a) the Prime Rate plus 185 basis points and (b) the Federal Funds Rate plus fifty basis points plus 185 basis points. The Company was required to pay a commitment fee on the unused portion of the September 2020 Subscription Facility.

The Company and the administrative agent, for the benefit of the secured parties, entered into a borrower security agreement pursuant to which the Company’s obligations under the September 2020 Subscription Facility were secured by a first-priority security interest in the Company’s right, title and interest in the capital commitments of the Company’s investors. In addition, the Company and the administrative agent, for the benefit of the secured parties, entered into a borrower pledge of collateral account pursuant to which the Company’s obligations under the September 2020 Subscription Facility were secured by a first-priority security interest in the Company’s account held at State Street Bank and all of the Company’s right, title and interest in the amounts or property held in such account.

Borrowings under the September 2020 Subscription Facility were subject to the leverage restrictions applicable to the Company that are contained in the 1940 Act.

ING Capital Credit Facility

On January 15, 2021, the Company entered into the ING Credit Facility with ING Capital LLC (“ING”), as administrative agent, and the lenders party thereto. The initial commitments under the ING Credit Facility totaled $65.0 million.

On April 30, 2021, the Company amended and restated the credit agreement governing the ING Credit Facility to increase the total commitments under the facility to $325.0 million and include a $25.0 million letter of credit sub-facility. On July 22, 2021, the Company entered into an incremental commitment and assumption agreement to increase the aggregate commitments under the ING Credit Facility to $500.0 million. As amended as of March 31, 2022, the Company had aggregate commitments from lenders of $500.0 million under the ING Credit Facility, the maximum commitment then allowed under the ING Credit Facility. On April 25, 2022, the Company amended the ING Credit Facility to, among other things, (i) increase total commitments from lenders to $625.0 million from $500.0 million, (ii) upsize the accordion feature under the ING Credit Facility to allow for an increase in aggregate commitments thereunder from new and existing lenders on the same terms and conditions as the existing commitments up to a total of $800.0 million, subject to certain conditions and the satisfaction of specified financial covenants, and (iii) replace the LIBOR benchmark provisions under the ING Credit Facility with SOFR benchmark provisions. On October 13, 2022, the Company amended the ING Credit Facility to increase total commitments from lenders to $710.0 million from $625.0 million.

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Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

The Company can borrow foreign currencies directly under the ING Credit Facility. The ING Credit Facility is secured primarily by a material portion of the Company’s present and future property and assets and is guaranteed by certain of the Company’s subsidiaries. The revolving period under the ING Credit Facility terminates on April 30, 2025, and the final maturity date of the ING Credit Facility is scheduled for April 30, 2026.

Borrowings under the ING Credit Facility bear interest on a per annum basis equal to (i) for borrowings denominated in U.S. Dollars, subject to the Company’s election, the alternate base rate plus 1.15% or the adjusted eurocurrency rate plus 2.15%, (ii) for borrowings denominated in Pounds Sterling, Swiss Francs, Euros, Canadian Dollars, Danish Krone, Norwegian Krone or Swedish Krona, the adjusted eurocurrency rate plus 2.15%, (iii) for borrowings denominated in Australian Dollars, the adjusted eurocurrency rate plus 2.35%, or (iv) for borrowings denominated in New Zealand Dollars, the adjusted eurocurrency rate plus 2.45%. The alternate base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.50%, (iii) the overnight bank funding rate plus 0.50%, (iv) the adjusted three-month SOFR plus 1.00% and (v) 1.00%. The adjusted eurocurrency rate is equal to the eurocurrency rate for the applicable interest period plus any applicable statutory reserve rate for such interest period, subject to a 0.00% floor. The Company pays a commitment fee on undrawn amounts under the ING Credit Facility.

The ING Credit Facility contains certain affirmative and negative covenants, including but not limited to (i) maintaining minimum stockholders’ equity, (ii) maintaining a minimum asset coverage ratio of (a) 150% at any time that more than 70% of the total fair value of the Company’s portfolio comprises cash, cash equivalents, long-term U.S. government securities or first lien loans to portfolio companies, or (b) 167% or 200% at specified concentrations of such assets at amounts less than or equal to 70% of the total fair value of the Company’s portfolio, (iii) meeting a minimum liquidity test, (iv) meeting a minimum net worth test, and (v) maintaining the Company’s status as a RIC under the Code and as a BDC under the 1940 Act. The ING Credit Facility also contains customary events of default with customary cure and notice provisions, including, without limitation, nonpayment, misrepresentation of representations and warranties in a material respect, breach of covenant, cross-default to other indebtedness, bankruptcy, certain change of control events, and the occurrence of a material adverse effect. The ING Credit Facility also permits the administrative agent to select an independent third-party valuation firm to determine valuations of certain portfolio investments for purposes of borrowing base provisions. ING and other lenders under the ING Credit Facility, and their respective affiliates, may from time to time receive customary fees and expenses in the performance of investment banking, financial advisory or other services for the Company. As of December 31, 2023, the Company was in compliance with all covenants of the ING Credit Facility.

The Company, one of its subsidiaries, BCIC Holdings, Inc., ING, as administrative agent, the financing agents and designated indebtedness holders that become parties thereto and ING, as collateral agent, also entered into a guarantee, pledge and security agreement, dated as of January 15, 2021, pursuant to which the Company’s obligations under the ING Credit Facility are secured by a first-priority security interest (subject to certain exceptions) in substantially all of the Company’s and its subsidiary guarantors’ present and future property and assets.

As of December 31, 2023, the Company had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an interest rate of 7.584% (with Term SOFR borrowings subject to one month SOFR of 5.334%), borrowings denominated in British pounds sterling of £31.2 million ($39.8 million U.S. dollars) with an interest rate of 7.370% (one month SONIA of 5.220%), borrowings denominated in Euros of €61.5 million ($67.9 million U.S. dollars) with an interest rate of 6.025% (one month EURIBOR of 3.875%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.8 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.500%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date. The impact resulting from changes in foreign exchange rates on the ING Credit Facility borrowings is included in “unrealized appreciation (depreciation) - foreign currency transactions” in the Company’s Consolidated Statements of Operations.

As of December 31, 2022, the Company had U.S. dollar borrowings of $470.0 million under the ING Credit Facility with an interest rate of 6.571% (with Term SOFR borrowings subject to one month SOFR of 4.321%), borrowings denominated in British pounds sterling of £33.2 million ($39.9 million U.S. dollars) with an interest rate of 5.110% (one month SONIA of 2.960%), borrowings denominated in Euros of €63.5 million ($67.8 million U.S.

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Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

dollars) with an interest rate of 3.772% (one month EURIBOR of 1.622%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.7 million U.S. dollars) with an interest rate of 5.400% (one month AUD Screen Rate of 3.250%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date. The impact resulting from changes in foreign exchange rates on the ING Credit Facility borrowings is included in “unrealized appreciation (depreciation) - foreign currency transactions” in the Company’s Consolidated Statements of Operations.

As of December 31, 2023 and December 31, 2022, the fair values of the borrowings outstanding under the ING Credit Facility was $644.5 million, and $581.4 million, respectively. The fair values of the borrowings outstanding under the ING Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

February 2027 Notes

On February 22, 2022, the Company entered into a Note Purchase Agreement (the “February 2022 NPA”) governing the issuance of $100.0 million in aggregate principal amount of senior unsecured notes due February 22, 2027 (the “February 2027 Notes”), in each case, to qualified institutional investors in a private placement. The February 2027 Notes were delivered and paid for on February 22, 2022.

The February 2027 Notes, for which the Company was required to obtain an initial rating by June 30, 2022, have a fixed interest rate of 4.75% per year, subject to a step up of 0.75% per year, to the extent the February 2027 Notes fail to satisfy certain investment grade rating conditions.

The February 2027 Notes will mature on February 22, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the February 2022 NPA. Interest on the February 2027 Notes will be due semiannually in February and August of each year, beginning in August 2022. In addition, the Company is obligated to offer to repay the February 2027 Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the February 2022 NPA, the Company may redeem the February 2027 Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before August 22, 2026, a make-whole premium.

The February 2022 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for agreements of this type, including, without limitation, information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, and certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, liens, restricted payments, and investments. In addition, the February 2022 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter-end; (b) not permitting the Company’s asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to stockholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.

The February 2022 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of the Company’s subsidiary guarantors, if any, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of certain events of default, the holders of at least 66-2/3% in principal amount of the February 2027 Notes at the time outstanding may declare all February 2027 Notes then outstanding to be immediately due and payable.

The Company’s obligations under the February 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company. As of December 31, 2023, the Company was in compliance with all covenants under the February 2022 NPA.

The February 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The February 2027 Notes have not and will not be registered under the Securities Act or any

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Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.

As of December 31, 2023 and December 31, 2022, the fair values of the February 2027 Notes was $90.2 million and $85.7 million, respectively. The fair value determinations of the February 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

5. Income Taxes

The Company has elected for federal income tax purposes to be treated, and intends to qualify annually, as a RIC under the Code and intends to make the required distributions to its stockholders as specified therein. In order to maintain its tax treatment as a RIC, the Company must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then the Company is generally required to pay taxes only on the portion of its taxable income and gains it does not distribute (actually or constructively). The Company has historically met its minimum distribution requirements and continually monitors its distribution requirements with the goal of ensuring compliance with the Code.

Depending on the level of investment company taxable income (“ICTI”) and net capital gains, if any, or taxable income, the Company may choose to carry forward undistributed taxable income and pay a 4% nondeductible U.S. federal excise tax on certain undistributed income unless the Company distributes, in a timely manner, an amount at least equal to the sum of (i) 98% of net ordinary income for each calendar year, (ii) 98.2% of the amount by which capital gains exceed capital losses (adjusted for certain ordinary losses) for the one-year period ending October 31 in that calendar year and (iii) certain undistributed amounts from previous years on which the Company paid no U.S. federal income tax. Any such carryover of taxable income must be distributed before the end of that next tax year through a dividend declared prior to filing of the tax return related to the year which generated such taxable income not to be subject to U.S. federal income tax. For the years ended December 31, 2023 and 2022, the Company recorded a net expense of $0.8 million and $0.5 million, respectively, for U.S. federal excise tax.

Taxable income generally differs from increase in net assets resulting from operations due to temporary and permanent differences in the recognition of income and expenses, and generally excludes net unrealized gains or losses, as unrealized gains or losses are generally not included in taxable income until they are realized. The Company makes certain adjustments to the classification of net assets as a result of permanent book-to-tax differences, which include differences in the book and tax basis of certain assets and liabilities, and nondeductible federal taxes or losses among other items. To the extent these differences are permanent, they are charged or credited to additional paid in capital, or total distributable earnings (loss), as appropriate.

During the years ended December 31, 2023, 2022 and 2021, the Company reclassified for book purposes amounts arising from permanent book/tax differences primarily related to non-deductible excise taxes and non-deductible offering costs during the year as follows:

($ in thousands)	December 31,
	2023		2022		2021
Additional paid-in capital	$	50	$	(472)	$	(373)
Total distributable earnings	$	(50)	$	472	$	373

Tax positions taken or expected to be taken in the course of preparing the Company’s tax returns are evaluated to determine whether the tax positions are more-likely-than-not of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than not threshold would be recorded as a tax benefit or expense in the current year. Management has analyzed the Company’s tax positions taken, or to be taken, on federal income tax returns for all open tax years (fiscal years 2020-2022), and has concluded that the provision for uncertain tax positions in the Company's financial statements is appropriate.

For income tax purposes, distributions paid to stockholders are reported as ordinary income, long-term capital gains, return of capital or a combination thereof. The tax character of distributions paid for the years ended December 31, 2023, 2022 and 2021 is as follows:

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Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

($ in thousands)	Year Ended December 31,
	2023		2022		2021
Ordinary income	$	68,692	$	54,301	$	22,512
Distribution of realized gains	1,591		—		—
Distributions on a tax basis	$	70,283	$	54,301	$	22,512

At December 31, 2023, 2022 and 2021, the components of distributable earnings on a tax basis detailed below differ from the amounts reflected in the Company’s Consolidated Balance Sheets by temporary and other book/tax differences, primarily relating to accruals of Capital Gains Fees, organizational costs and the tax treatment of certain partnership investments, as follows:

($ in thousands)	December 31,
	2023		2022		2021
Undistributed net investment income	$	19,917	$	13,499	$	5,583
Accumulated capital gains (losses)	(5,866)		887		—
Other temporary differences	(157)		(172)		(2,245)
Unrealized appreciation (depreciation)	2,622		(15,145)		15,838
Components of distributable earnings at year end	$	16,516	$	(931)	$	19,176

Tax information for the fiscal year ended December 31, 2023 is estimated and is not considered final until the Company files its tax return.

Under current law, the Company may carry forward net capital losses indefinitely to use to offset capital gains realized in future years. As of December 31, 2023, the Company estimates that it will have a capital loss carryforward of approximately $5.9 million ($2.3 million of short-term capital losses and $3.6 million long-term capital losses), none of which will expire. Because of the loss limitation rules of the Code, some of the tax basis losses may be limited in their use. The unused balance will be carried forward and utilized as gains are realized, subject to such limitations. As of December 31, 2022, the Company did not have a capital loss carryforward.

For federal income tax purposes, the cost of investments owned as of December 31, 2023 and 2022 was approximately $1,344.7 million and $1,249.1 million, respectively. As of December 31, 2023, net unrealized appreciation on the Company’s investments (tax basis) was approximately $2.6 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $63.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $60.6 million. As of December 31, 2022, net unrealized depreciation on the Company’s investments (tax basis) was approximately $15.1 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $56.1 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $71.3 million.

In addition, the Company has a wholly-owned taxable subsidiary (the “Taxable Subsidiary”), which holds certain portfolio investments that are listed on the Consolidated Schedules of Investments. The Taxable Subsidiary is consolidated for financial reporting purposes, such that the Company’s consolidated financial statements reflects the Company’s investments in the portfolio companies owned by the Taxable Subsidiary. The purpose of the Taxable Subsidiary is to permit the Company to hold certain portfolio companies that are organized as limited liability companies (“LLCs”) (or other forms of pass-through entities) and still satisfy the RIC tax requirement that at least 90% of the RIC’s gross revenue for income tax purposes must consist of qualifying investment income. Absent the Taxable Subsidiary, a proportionate amount of any gross income of an LLC (or other pass-through entity) portfolio investment would flow through directly to the RIC. To the extent that such income did not consist of qualifying investment income, it could jeopardize the Company’s ability to qualify as a RIC and therefore cause the Company to incur significant amounts of federal income taxes. When LLCs (or other pass-through entities) are owned by the Taxable Subsidiary, their income is taxed to the Taxable Subsidiary and does not flow through to the RIC, thereby

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Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

helping the Company preserve its RIC tax treatment and resultant tax advantages. The Taxable Subsidiary is not consolidated for income tax purposes and may generate income tax expense or benefit as a result of its ownership of the portfolio companies. This income tax expense or benefit, if any, is reflected in the Company’s Consolidated Statements of Operations. Additionally, any unrealized appreciation related to portfolio investments held by the Taxable Subsidiary (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiary), is reflected net of applicable federal and state income taxes, if any, in the Company’s Consolidated Statements of Operations, with the related deferred tax assets or liabilities, if any, included in “Accounts payable and accrued liabilities” in the Company’s Consolidated Balance Sheet. As of December 31, 2023, the Company had a net deferred tax liability of $0.4 million pertaining to operating losses and tax basis differences related to certain partnership interests. As of December 31, 2022, the Company had a net deferred tax liability of $0.4 million pertaining to operating losses and tax basis differences related to certain partnership interests

6. Derivative Instruments

The Company enters into forward currency contracts from time to time to primarily help mitigate the impact that an adverse change in foreign exchange rates would have on net interest income from the Company’s investments and related borrowings denominated in foreign currencies. Forward currency contracts are considered undesignated derivative instruments.

The following tables present the Company’s foreign currency forward contracts as of December 31, 2023 and 2022:

As of December 31, 2023: Description ($ in thousands)	Notional Amount to be Purchased	Notional Amount to be Sold	Maturity Date	Gross Amount of Recognized Assets (Liabilities)		Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)	$22,960	A$35,907	01/10/24	$	(1,568)	Derivative liabilities
Foreign currency forward contract (AUD)	$569	A$867	01/10/24	(23)		Derivative liabilities
Foreign currency forward contract (CAD)	$4,087	C$5,577	01/10/24	(137)		Derivative liabilities
Foreign currency forward contract (CAD)	$182	C$245	01/10/24	(4)		Derivative liabilities
Foreign currency forward contract (DKK)	$548	3,873kr.	01/10/24	(27)		Derivative liabilities
Foreign currency forward contract (DKK)	$17	120kr.	01/10/24	(1)		Derivative liabilities
Foreign currency forward contract (EUR)	$93,155	€88,305	01/10/24	(4,541)		Derivative liabilities
Foreign currency forward contract (EUR)	$7,409	€6,840	01/10/24	(158)		Derivative liabilities
Foreign currency forward contract (GBP)	$18,602	£15,328	01/10/24	(927)		Derivative liabilities
Foreign currency forward contract (NZD)	$5,813	NZ$9,760	01/10/24	(373)		Derivative liabilities
Foreign currency forward contract (NZD)	$126	NZ$215	01/10/24	(10)		Derivative liabilities
Foreign currency forward contract (NOK)	$1,946	kr21,024	01/10/24	(130)		Derivative liabilities
Foreign currency forward contract (SEK)	$1,523	16,000kr	01/10/24	(69)		Derivative liabilities
Foreign currency forward contract (CHF)	$1,843	1,672Fr.	01/10/24	(148)		Derivative liabilities
Total				$	(8,116)

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Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

As of December 31, 2022: Description ($ in thousands)	Notional Amount to be Purchased	Notional Amount to be Sold	Maturity Date	Gross Amount of Recognized Assets (Liabilities)		Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)	A$39,294	$26,337	01/09/23	$	408	Derivative assets
Foreign currency forward contract (AUD)	A$2,000	$1,374	01/09/23	(12)		Derivative liabilities
Foreign currency forward contract (AUD)	$26,835	A$41,294	01/09/23	(1,272)		Derivative liabilities
Foreign currency forward contract (AUD)	$26,797	A$39,836	04/11/23	(420)		Derivative liabilities
Foreign currency forward contract (CAD)	C$6,033	$4,435	01/09/23	23		Derivative assets
Foreign currency forward contract (CAD)	$4,428	C$6,033	01/09/23	(29)		Derivative liabilities
Foreign currency forward contract (CAD)	$4,301	C$5,844	04/11/23	(22)		Derivative liabilities
Foreign currency forward contract (DKK)	3,720kr.	$531	01/09/23	4		Derivative assets
Foreign currency forward contract (DKK)	$494	3,720kr.	01/09/23	(42)		Derivative liabilities
Foreign currency forward contract (DKK)	$542	3,770kr.	04/11/23	(4)		Derivative liabilities
Foreign currency forward contract (EUR)	€83,782	$88,963	01/09/23	711		Derivative assets
Foreign currency forward contract (EUR)	$82,670	€83,782	01/09/23	(7,005)		Derivative liabilities
Foreign currency forward contract (EUR)	$91,411	€85,552	04/11/23	(734)		Derivative liabilities
Foreign currency forward contract (GBP)	£19,224	$23,352	01/09/23	(132)		Derivative liabilities
Foreign currency forward contract (GBP)	$21,343	£19,224	01/09/23	(1,878)		Derivative liabilities
Foreign currency forward contract (GBP)	$19,375	£16,013	04/11/23	(9)		Derivative liabilities
Foreign currency forward contract (NZD)	NZ$9,080	$5,707	01/09/23	53		Derivative assets
Foreign currency forward contract (NZD)	NZ$3,000	$1,936	01/09/23	(33)		Derivative liabilities
Foreign currency forward contract (NZD)	$6,701	NZ$11,738	01/09/23	(745)		Derivative liabilities
Foreign currency forward contract (NZD)	$213	NZ$342	01/09/23	(4)		Derivative liabilities
Foreign currency forward contract (NZD)	$5,747	NZ$9,139	04/11/23	(54)		Derivative liabilities
Foreign currency forward contract (NOK)	kr19,278	$1,960	01/09/23	—		Derivative liabilities
Foreign currency forward contract (NOK)	$1,767	kr18,890	01/09/23	(153)		Derivative liabilities
Foreign currency forward contract (NOK)	$39	kr388	01/09/23	—		Derivative liabilities
Foreign currency forward contract (NOK)	$1,970	kr19,301	04/11/23	—		Derivative liabilities
Foreign currency forward contract (NOK)	$74	kr725	04/11/23	—		Derivative liabilities
Foreign currency forward contract (CHF)	1,423Fr.	$1,537	01/09/23	3		Derivative assets
Foreign currency forward contract (CHF)	$1,262	1,223Fr.	01/09/23	(62)		Derivative liabilities
Foreign currency forward contract (CHF)	$206	200Fr.	01/09/23	(10)		Derivative liabilities
Foreign currency forward contract (CHF)	$1,552	1,422Fr.	04/11/23	(2)		Derivative liabilities
Total				$	(11,420)

As of December 31, 2023 and 2022, the total fair value of the Company’s foreign currency forward contracts was $(8.1) million and $(11.4) million, respectively. The fair values of the Company’s foreign currency forward contracts are based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.

7. Commitments and Contingencies

As of both December 31, 2023 and December 31, 2022, the Company had $568.7 million in total capital commitments from investors of which $5.0 million was from C.M. Life Insurance Company, an affiliate of MassMutual and the Adviser, and $95.0 million was from MassMutual. As of both December 31, 2023 and December 31, 2022, all commitments have been funded.

In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company’s portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of December 31, 2023 and 2022, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of December 31, 2023 and 2022 were as follows:

F-86

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

Portfolio Company ($ in thousands)	Investment Type	December 31, 2023		December 31, 2022
Accurus Aerospace Corporation (1)(2)	Revolver	$	254	$	461
Adhefin International(1)(3)	Delayed Draw Term Loan	419		—
AirX Climate Solutions, Inc.(1)(2)	Delayed Draw Term Loan	236		—
AirX Climate Solutions, Inc.(1)(2)	Revolver	96		—
AlliA Insurance Brokers NV(1)(3)	Delayed Draw Term Loan	1,634		—
Americo Chemical Products, LLC(1)	Revolver	471		—
Amtech LLC(1)	Delayed Draw Term Loan	—		909
Amtech LLC(1)	Revolver	145		182
AnalytiChem Holding GmbH(1)(2)(3)	Bridge Revolver	—		171
APC1 Holding(1)(3)	Delayed Draw Term Loan	—		354
Aquavista Watersides 2 LTD(1)(2)(4)	Capex / Acquisition Facility	665		761
Arc Education(1)(3)	Delayed Draw Term Loan	1,291		1,900
Argus Bidco Limited(1)(2)(4)	CAF Term Loan	271		395
Argus Bidco Limited(1)(2)(4)	RCF Bridge Term Loan	—		84
ASC Communications, LLC(1)	Revolver	659		659
Astra Bidco Limited(1)(2)(4)	Delayed Draw Term Loan	471		683
ATL II MRO Holdings Inc.(1)	Revolver	1,250		1,250
Avance Clinical Bidco Pty Ltd(1)(5)	Delayed Draw Term Loan	982		976
Azalea Buyer, Inc.(1)(2)	Delayed Draw Term Loan	429		641
Azalea Buyer, Inc.(1)(2)	Revolver	321		321
Bariacum S.A(1)(3)	Acquisition Facility	—		640
Beyond Risk Management, Inc.(1)	Delayed Draw Term Loan	2,007		2,423
Biolam Group(1)(2)(3)	Delayed Draw Term Loan	1,006		3,189
Bounteous, Inc.(1)(2)	Delayed Draw Term Loan	2,580		2,580
Brightpay Limited(1)(2)(3)	Delayed Draw Term Loan	126		122
BrightSign LLC(1)(2)	Revolver	238		715
CAi Software, LLC(1)(2)	Revolver	707		707
Canadian Orthodontic Partners Corp.(1)(2)(6)	Delayed Draw Term Loan	—		106
Cascade Residential Services LLC(1)(2)	Delayed Draw Term Loan	993		—
Cascade Residential Services LLC(1)(2)	Revolver	165		—
Ceres Pharma NV(1)(3)	Delayed Draw Term Loan	—		1,610
CGI Parent, LLC(1)(2)	Revolver	1,653		1,653
Comply365, LLC(1)(2)	Revolver	556		472
Coyo Uprising GmbH(1)(2)(3)	Delayed Draw Term Loan	523		505
CSL DualCom(1)(4)	Capex / Acquisition Term Loan	187		177
DataServ Integrations, LLC(1)	Revolver	481		481
DecksDirect, LLC(1)(2)	Revolver	381		218
DISA Holdings Corp.(1)	Delayed Draw Term Loan	714		912
DISA Holdings Corp.(1)	Revolver	226		277
Dune Group(1)(2)(3)	Delayed Draw Term Loan	704		980
Dwyer Instruments, Inc.(1)	Delayed Draw Term Loan	—		1,845

F-87

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

Portfolio Company ($ in thousands)	Investment Type	December 31, 2023	December 31, 2022
Eclipse Business Capital, LLC(1)	Revolver	8,490	8,625
EMI Porta Holdco LLC(1)(2)	Delayed Draw Term Loan	—	3,532
EMI Porta Holdco LLC(1)(2)	Revolver	173	631
EPS NASS Parent, Inc.(1)	Delayed Draw Term Loan	—	187
eShipping, LLC(1)	Delayed Draw Term Loan	—	1,923
eShipping, LLC(1)	Revolver	1,122	1,122
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)	Delayed Draw Term Loan	—	352
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)	Delayed Draw Term Loan	1,821	1,759
Events Software BidCo Pty Ltd(1)(2)	Delayed Draw Term Loan	620	640
Express Wash Acquisition Company, LLC(1)	Revolver	77	77
Faraday(1)(3)	Delayed Draw Term Loan	990	—
Fineline Technologies, Inc.(1)(2)	Delayed Draw Term Loan	—	240
Finexvet(1)(3)	Delayed Draw Term Loan	650	—
Footco 40 Limited(1)(2)(4)	Delayed Draw Term Loan	524	766
Fortis Payment Systems, LLC(1)(2)	Delayed Draw Term Loan	—	925
FragilePak LLC(1)	Delayed Draw Term Loan	—	3,779
GB Eagle Buyer, Inc .(1)	Revolver	1,935	1,935
Global Academic Group Limited(1)(2)(7)	Term Loan	276	301
GPZN II GmbH(1)(2)(3)	CAF Term Loan	—	560
GPZN II GmbH(1)(2)(3)	Delayed Draw Term Loan	53	—
Greenhill II BV(1)(3)	Capex Acquisition Facility	120	255
Groupe Product Life(1)(2)(3)	Delayed Draw Term Loan	—	441
Gusto Aus BidCo Pty Ltd(1)(5)	Delayed Draw Term Loan	167	223
HeartHealth Bidco Pty Ltd(1)(5)	Delayed Draw Term Loan	253	313
Heartland Veterinary Partners, LLC(1)(2)	Delayed Draw Term Loan	—	95
HEKA Invest(1)(3)	Delayed Draw Term Loan	575	555
HemaSource, Inc.(1)	Revolver	710	—
HomeX Services Group LLC(1)	Delayed Draw Term Loan	338	—
HomeX Services Group LLC(1)	Revolver	135	—
HTI Technology & Industries(1)	Delayed Draw Term Loan	1,023	1,023
HTI Technology & Industries(1)	Revolver	682	682
Innovad Group II BV(1)(2)(3)	Delayed Draw Term Loan	176	834
INOS 19-090 GmbH(1)(2)(3)	Acquisition Facility	971	1,235
Interstellar Group B.V.(1)(2)(3)	Delayed Draw Term Loan	—	1,310
Interstellar Group B.V.(1)(3)	Delayed Draw Term Loan	57	55
Interstellar Group B.V.(1)(3)	Delayed Draw Term Loan	620	—
InvoCare Limited(1)(5)	Delayed Draw Term Loan	155	—
Isolstar Holding NV (IPCOM)(1)(3)	Delayed Draw Term Loan	656	744
ISTO Technologies II, LLC(1)(2)	Revolver	238	—
ITI Intermodal, Inc.(1)	Delayed Draw Term Loan	—	103

F-88

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

Portfolio Company ($ in thousands)	Investment Type	December 31, 2023	December 31, 2022
ITI Intermodal, Inc.(1)(2)	Revolver	595	118
Jaguar Merger Sub Inc.(1)	Delayed Draw Term Loan	—	422
Jaguar Merger Sub Inc.(1)	Revolver	—	490
Jon Bidco Limited(1)(2)(7)	Capex & Acquisition Facility	334	428
Jones Fish Hatcheries & Distributors LLC(1)	Revolver	418	418
Kano Laboratories LLC(1)	Delayed Draw Term Loan	1,574	1,574
Kano Laboratories LLC(1)	Delayed Draw Term Loan	1,203	1,203
Lambir Bidco Limited(1)(2)(3)	Delayed Draw Term Loan	1,121	1,250
LeadsOnline, LLC(1)	Revolver	1,640	1,952
LivTech Purchaser, Inc.(1)(2)	Delayed Draw Term Loan	—	530
Marmoutier Holding B.V.(1)(3)	Delayed Draw Term Loan	18	24
Marmoutier Holding B.V.(1)(2)(3)	Revolver	106	106
Marshall Excelsior Co.(1)(2)	Revolver	133	250
MC Group Ventures Corporation(1)	Delayed Draw Term Loan	290	311
Mercell Holding AS(1)(2)(8)	Capex Acquisition Facility	387	398
Modern Star Holdings Bidco Pty Limited(1)(2)(5)	Term Loan	338	335
Modern Star Holdings Bidco Pty Limited(1)(2)(5)	Term Loan	77	—
Moonlight Bidco Limited(1)(2)	Delayed Draw Term Loan	562	—
Murphy Midco Limited(1)(2)(4)	Delayed Draw Term Loan	—	553
Narda Acquisitionco., Inc.(1)	Revolver	684	615
NAW Buyer, LLC(1)	Delayed Draw Term Loan	1,515	—
NAW Buyer, LLC(1)	Revolver	303	—
NeoxCo(1)(3)	Delayed Draw Term Loan	497	—
Next Holdco, LLC(1)	Delayed Draw Term Loan	189	—
Next Holdco, LLC(1)	Revolver	73	—
Nexus Underwriting Management Limited(1)(2)(4)	Acquisition Facility	—	810
NF Holdco, LLC(1)(2)	Revolver	442	—
Novotech Aus Bidco Pty Ltd(1)(2)	Capex & Acquisition Facility	1,042	1,042
NPM Investments 28 B.V.(1)(3)	Delayed Draw Term Loan	479	463
OA Buyer, Inc.(1)	Revolver	1,331	1,331
OAC Holdings I Corp(1)(2)	Revolver	685	303
Omni Intermediate Holdings, LLC(1)(2)	Delayed Draw Term Loan	—	2,505
OSP Hamilton Purchaser, LLC(1)(2)	Revolver	315	187
Parkview Dental Holdings LLC(1)(2)	Delayed Draw Term Loan	262	—
Polara Enterprises, L.L.C.(1)	Revolver	273	273
Premium Invest(1)(3)	Delayed Draw Term Loan	—	3,629
Premium Invest(1)(3)	Acquisition Facility	428	—
Process Insights Acquisition, Inc.(1)	Delayed Draw Term Loan	623	—
Process Insights Acquisition, Inc.(1)	Revolver	676	—
ProfitOptics, LLC(1)(2)	Revolver	84	194
Protego Bidco B.V.(1)(2)(3)	Delayed Draw Term Loan	174	210

F-89

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

Portfolio Company ($ in thousands)	Investment Type	December 31, 2023	December 31, 2022
PSP Intermediate 4, LLC(1)(2)(3)	Delayed Draw Term Loan	206	727
Qualified Industries, LLC(1)	Revolver	242	—
Questel Unite(1)(2)(3)	Incremental Term Loan	2,860	2,763
R1 Holdings, LLC(1)	Delayed Draw Term Loan	841	1,311
R1 Holdings, LLC(1)	Revolver	973	801
Randys Holdings, Inc.(1)	Delayed Draw Term Loan	3,309	3,309
Randys Holdings, Inc.(1)	Revolver	995	1,178
Rep Seko Merger Sub LLC(1)	Delayed Draw Term Loan	—	362
Reward Gateway (UK) Ltd(1)(2)(4)	Acquisition Facility	—	735
Rocade Holdings LLC(1)	Preferred Equity	4,500	—
Rock Labor, LLC(1)	Delayed Draw Term Loan	625	—
Royal Buyer, LLC(1)	Delayed Draw Term Loan	461	1,104
Royal Buyer, LLC(1)	Revolver	670	670
Safety Products Holdings, LLC(1)(2)	Delayed Draw Term Loan	—	2,451
Sanoptis S.A.R.L.(1)(3)	Acquisition Capex Facility	16	2,076
SBP Holdings LP(1)	Delayed Draw Term Loan	75	—
SBP Holdings LP(1)	Revolver	532	—
Scaled Agile, Inc.(1)	Delayed Draw Term Loan	—	416
Scaled Agile, Inc.(1)(2)	Revolver	280	336
Scout Bidco B.V.(1)(3)	Delayed Draw Term Loan	—	1,135
Scout Bidco B.V.(1)(2)(3)	Revolver	320	515
Sereni Capital NV(1)(3)	Term Loan	—	109
Sinari Invest(1)(3)	Delayed Draw Term Loan	617	—
SISU ACQUISITIONCO., INC.(1)(2)	Delayed Draw Term Loan	312	—
Smartling, Inc.(1)(2)	Delayed Draw Term Loan	—	1,176
Smartling, Inc.(1)	Revolver	588	588
SmartShift Group, Inc.(1)	Delayed Draw Term Loan	2,294	—
SmartShift Group, Inc.(1)	Revolver	1,101	—
Soho Square III Debtco II SARL(1)(2)(4)	Delayed Draw Term Loan	—	2,255
Solo Buyer, L.P.(1)(2)	Revolver	798	1,197
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)	Delayed Draw Term Loan	399	666
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)	Revolver	90	156
Spatial Business Systems LLC(1)	Delayed Draw Term Loan	937	3,750
Spatial Business Systems LLC(1)	Revolver	703	703
SSCP Pegasus Midco Limited(1)(4)	Delayed Draw Term Loan	1,487	1,683
Superjet Buyer, LLC(1)	Revolver	1,095	1,460
Syntax Systems Ltd(1)(2)	Delayed Draw Term Loan	—	1,142
Syntax Systems Ltd(1)	Revolver	231	199
Tank Holding Corp.(1)	Revolver	480	545
Tank Holding Corp.(1)	Delayed Draw Term Loan	409	—
Tanqueray Bidco Limited(1)(2)(4)	Capex Facility	1,153	1,088

F-90

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

Portfolio Company ($ in thousands)	Investment Type	December 31, 2023		December 31, 2022
Techone B.V.(1)(2)(3)	Revolver	94		61
Tencarva Machinery Company, LLC(1)	Revolver	752		752
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)	Delayed Draw Term Loan	1,758		2,707
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)	Revolver	796		796
The Cleaver-Brooks Company, Inc.(1)	Revolver	1,615		1,413
Trader Corporation(1)(6)	Revolver	177		173
Trintech, Inc.(1)	Revolver	255		—
TSYL Corporate Buyer, Inc.(1)	Delayed Draw Term Loan	1,469		1,681
TSYL Corporate Buyer, Inc.(1)	Revolver	177		177
Turbo Buyer, Inc.(1)(2)	Delayed Draw Term Loan	974		974
UBC Ledgers Holding AB(1)(9)	Delayed Draw Term Loan	840		—
UBC Ledgers Holding AB(1)(9)	Revolver	278		—
Union Bidco Limited(1)(4)	Acquisition Facility	83		78
United Therapy Holding III GmbH(1)(2)(3)	Acquisition Facility	683		1,170
Unither (Uniholding)(1)(3)	Delayed Draw Term Loan	479		—
W2O Holdings, Inc.(1)(2)	Delayed Draw Term Loan	234		1,060
Waccamaw River LLC(2)	Joint Venture	—		2,480
West-NR AcquisitionCo., LLC(1)	Delayed Draw Term Loan	1,250		—
Whitcraft Holdings, Inc.(1)	Revolver	880		—
White Bidco Limited(1)(2)	Delayed Draw Term Loan	257		—
Woodland Foods, LLC(1)(2)	Line of Credit	318		213
WWEC Holdings III Corp(1)(2)	Delayed Draw Term Loan	—		1,165
WWEC Holdings III Corp(1)	Revolver	757		512
Xeinadin Bidco Limited(1)(4)	CAF Term Loan	2,062		2,372
ZB Holdco LLC(1)	Delayed Draw Term Loan	1,466		676
ZB Holdco LLC(1)	Revolver	423		423
Zeppelin Bidco Limited(1)(2)(4)	Capex / Acquisition Facility	1,333		1,258
Total unused commitments to extend financing		$	114,328	$	143,252

(1)The Adviser’s estimate of the fair value of the current investments in this portfolio company includes an analysis of the fair value of any unfunded commitments.

(2)Represents a commitment to extend financing to a portfolio company where one or more of the Company’s current investments in the portfolio company are carried at less than cost.

(3)Actual commitment amount is denominated in Euros. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(4)Actual commitment amount is denominated in British pounds sterling. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(5)Actual commitment amount is denominated in Australian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(6)Actual commitment amount is denominated in Canadian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(7)Actual commitment amount is denominated in New Zealand dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(8)Actual commitment amount is denominated in Norwegian Kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(9)Actual commitment amount is denominated in Swedish Kronor. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

F-91

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

8. Financial Highlights

	Year Ended			Year Ended			Year Ended			For the period from July 13, 2020 (commencement of operations) to
($ in thousands, except share and per share amounts)	December 31, 2023			December 31, 2022			December 31, 2021			December 31, 2020
Per share data:
Net asset value at beginning of period	$	21.66		$	22.43		$	21.58		$	—
Net investment income(1)	2.81			2.43			2.06			0.25
Net realized gain (loss) on investments / foreign currency transactions(1)	(0.53)			0.58			(0.37)			0.46
Net unrealized appreciation (depreciation) on investments / foreign currency transactions(1)	0.81			(1.67)			1.00			0.87
Total increase from investment operations(1)	3.09			1.34			2.69			1.58
Dividends paid to stockholders from net investment income	(2.42)			(2.00)			(1.63)			—
Dividends paid to stockholders from short-term realized gains	(0.06)			(0.10)			(0.20)			—
Total dividends declared	(2.48)			(2.10)			(1.83)			—
Issuance of common stock	—			—			—			20.00
Loss on extinguishment of debt(1)	—			(0.01)			(0.01)
Net asset value at end of period	$	22.27		$	21.66		$	22.43		$	21.58
Shares outstanding at end of period	29,270,679			27,795,215			21,614,872			4,976,474
Net assets at end of period	$	651,996		$	602,099		$	484,828		$	107,391
Average net assets	$	629,533		$	580,945		$	252,500		$	47,452
Ratio of total expenses to average net assets (annualized)(2)(3)	11.05		%	6.31		%	6.67		%	9.41		%
Ratio of net investment income to average net assets (annualized)(2)(3)	12.70		%	10.81		%	9.62		%	7.19		%
Portfolio turnover ratio (annualized)	13.23		%	16.42		%	51.91		%	57.14		%
Total return(4)	14.93		%	5.95		%	12.85		%	7.90		%

(1)Weighted average per share data—basic and diluted; per share data was derived by using the weighted average shares outstanding during the applicable period.

(2)Does not include the expenses of underlying investment companies, including joint ventures and short-term investments.

(3)For the period, from July 13, 2020 (commencement of operations) through December 31, 2020, reflects annualized amounts, except in the case of non-recurring expenses (e.g. initial organization expenses, offering costs, capital gains fee and excise tax).

(4)Total return is calculated as the change in NAV per share during the period, divided by the beginning NAV per share and assumes reinvestment of dividends at prices obtained by the Company’s dividend reinvestment plan during the period. For purposes of the total return calculation for the period from July 13, 2020 (commencement of operations) to December 31, 2020, beginning NAV is assumed to be the first share issuance at $20.00 per share. The total return calculation for the period from July 13, 2020 (commencement of operations) to December 31, 2020 is not annualized.

F-92

Barings Capital Investment Corporation

Notes to Consolidated Financial Statements — (Continued)

9. Selected Quarterly Financial Data (Unaudited)

The following tables set forth certain quarterly financial information for each of the eight quarters in the two

years ended December 31, 2023. Results for any quarter are not necessarily indicative of results for the full year or

for any future quarter.

	Quarter Ended
($ in thousands, except per share amounts)	March 31, 2023		June 30, 2023		September 30, 2023		December 31, 2023
Total investment income	$	34,239	$	38,048	$	37,314	$	39,899
Net investment income	18,871		20,756		19,502		20,818
Net increase (decrease) in net assets resulting from operations	25,493		17,552		24,080		20,654
Net investment income per share	$	0.68	$	0.74	$	0.68	$	0.72

	Quarter Ended
($ in thousands, except per share amounts)	March 31, 2022		June 30, 2022		September 30, 2022		December 31, 2022
Total investment income	$	19,320	$	23,076	$	26,431	$	30,671
Net investment income	$	12,016	$	16,256	$	15,398	$	19,339
Net increase in net assets resulting from operations	$	17,083	$	2,882	$	15,143	$	(1,386)
Net investment income per share	$	0.54	$	0.60	$	0.56	$	0.70

10. Subsequent Events

On February 22, 2024, the Board declared a quarterly distribution of $0.64 per share payable on March 13, 2024 to holders of record as of February 28, 2024.

F-93