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Systems Management (Ex-Security2025-03-310001919369Zinnia Corporate Holdings, LLC,2024-12-310001919369ck0001919369:SMBCCreditFacilityMember2025-03-310001919369us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberck0001919369:OtherEquitySecuritiesMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMember2024-12-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:ValuationTechniqueYieldAnalysisMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:PreferredStockMembersrt:MaximumMember2025-03-310001919369Acronis International2025-03-310001919369us-gaap:FairValueInputsLevel1Memberck0001919369:DebtSecuritiesFirstLienMember2025-03-310001919369country:NLus-gaap:InvestmentUnaffiliatedIssuerMember2025-03-310001919369Softeon, Inc., Revolver2025-03-310001919369Metropolis Technologies, Inc. - Preferred Equity 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Intermediate Holdings, Inc., CData Software, Inc., CB Buyer Inc., McKissock Investment Holdings, Aptean, Inc., Diligent Corporation, Integrity Marketing Acquisition, LLC, Flash Charm, Inc., Redwood Services Group, LLC, InhabitIq, Inc., Ark Data Centers, LLC, Softeon, Inc., Enverus Holdings, Inc.2025-03-310001919369ck0001919369:InvestmentAdvisoryAgreementMembersrt:AffiliatedEntityMember2025-03-3100019193692025-03-032025-03-030001919369srt:AffiliatedEntityMemberck0001919369:AdministrationAgreementMember2024-07-010001919369us-gaap:FairValueInputsLevel3Memberck0001919369:ValuationTechniqueYieldAnalysisMemberus-gaap:MeasurementInputDiscountRateMemberck0001919369:DebtSecuritiesFirstLienMembersrt:MaximumMember2025-03-310001919369Dragon Buyer Inc2025-03-310001919369Enverus Holdings, Inc.2024-12-310001919369Mews Systems B.V., Delayed Draw 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Revolver2024-12-310001919369Metropolis Technologies, Inc. - Preferred Equity 22024-12-310001919369CData Software, Inc.2024-12-310001919369srt:AffiliatedEntityMemberck0001919369:InvestmentManagementAgreementIncentiveRatePreIncentiveFeeNetInvestmentIncomeBelowCatchUpThresholdMember2023-06-162023-06-160001919369srt:AffiliatedEntityMemberck0001919369:PrivateOffereingMember2023-06-162023-06-160001919369ck0001919369:InvestmentOwnedAtAmortizedCostMemberus-gaap:InvestmentUnaffiliatedIssuerMemberus-gaap:GeographicConcentrationRiskMembercountry:US2025-01-012025-03-310001919369ck0001919369:ValuationTechniqueRecentTransactionsMemberus-gaap:FairValueInputsLevel3Memberck0001919369:MeasurementInputTransactionPriceMemberck0001919369:DebtSecuritiesFirstLienMember2024-12-310001919369ck0001919369:InvestmentOwnedAtAmortizedCostMemberus-gaap:InvestmentUnaffiliatedIssuerMemberus-gaap:GeographicConcentrationRiskMembercountry:US2024-01-012024-12-310001919369ck0001919369:SMBCCreditFacilityMemberus-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMember2025-03-310001919369Redwood Services Group, LLC, Delayed Draw 22025-03-310001919369ck0001919369:OtherEquitySecuritiesMemberus-gaap:FairValueInputsLevel1Member2024-12-310001919369Cdata Software, Inc., Delayed Draw 22024-12-310001919369srt:AffiliatedEntityMemberck0001919369:AdministrationAgreementMember2025-01-012025-03-310001919369us-gaap:BaseRateMemberck0001919369:SMBCCreditFacilityMemberus-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMember2024-10-042024-10-040001919369us-gaap:FairValueInputsLevel3Memberus-gaap:PreferredStockMember2025-03-3100019193692025-03-060001919369Databricks, Inc., Delayed Draw2024-12-310001919369SMR Holdings, 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IT & Technology2024-12-310001919369Metropolis Technologies, Inc.2024-12-310001919369us-gaap:SubsequentEventMember2025-04-072025-04-070001919369us-gaap:FairValueInputsLevel1Memberck0001919369:DebtSecuritiesFirstLienMember2024-12-310001919369ck0001919369:DebtSecuritiesFirstLienMember2025-01-012025-03-310001919369Total Preferred Equity2024-12-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:DebtSecuritiesFirstLienMember2025-03-310001919369ck0001919369:DBCreditFacilityDuringRevolvingPeriodMemberus-gaap:BaseRateMemberus-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMember2024-12-102024-12-100001919369SMR Holdings, LLC, Revolver2025-03-310001919369Data & Analytics2024-12-310001919369ck0001919369:InvestmentAdvisoryAgreementMembersrt:AffiliatedEntityMember2023-06-162023-06-160001919369ck0001919369:ExpenseSupportAgreementExcessOperatingFundsPaymentMembersrt:AffiliatedEntityMember2025-01-012025-03-310001919369us-gaap:FairValueInputsLevel1Member2024-12-310001919369us-gaap:AdditionalPaidInCapitalMember2024-12-310001919369ck0001919369:OtherEquitySecuritiesMember2025-03-310001919369ASG III, LLC, Mews Systems B.V. , Acronis International, SMR Holdings, LLC, MRI Software, LLC,2024-12-310001919369us-gaap:CommonStockMember2024-03-310001919369MH Sub I, LLC2025-03-310001919369SMR Holdings, LLC, Revolver2024-12-310001919369us-gaap:FairValueInputsLevel3Memberus-gaap:PreferredStockMember2024-12-310001919369Databricks, Inc., Delayed Draw2025-03-310001919369Noynim, LLC,2024-12-310001919369us-gaap:CarryingReportedAmountFairValueDisclosureMemberus-gaap:LineOfCreditMember2025-03-310001919369Blackhawk Network Holdings, Inc.2025-03-3100019193692024-03-262024-03-260001919369Diversified Software2024-12-310001919369InhabitIq, Inc.2025-03-310001919369Zelis Healthcare Corporation2024-12-3100019193692025-01-060001919369Total Investments, Cash and Cash Equivalents and Restricted Cash and Cash Equivalents2025-03-310001919369ck0001919369:DebtSecuritiesFirstLienMember2023-12-310001919369Cdata Software, Inc., Revolver2025-03-310001919369Mews Systems B.V. - Other Equity2024-12-310001919369Redwood Services Group, LLC, Delayed Draw 12025-03-310001919369us-gaap:SubsequentEventMember2025-04-282025-04-280001919369us-gaap:EstimateOfFairValueFairValueDisclosureMember2025-03-310001919369us-gaap:RetainedEarningsMember2025-03-310001919369us-gaap:RelatedPartyMember2025-01-012025-03-310001919369Diligent Corporation2025-03-310001919369CB Buyer Inc.2024-12-310001919369SumUp Holdings Midco S.à r.l2024-12-310001919369ck0001919369:SMBCCreditFacilityMemberus-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMemberck0001919369:EURIBORSOFROrSONIAOrOneMonthTermSOFRMember2024-10-042024-10-040001919369Zinnia Corporate Holdings, LLC2024-12-310001919369Ark Data Centers, LLC2024-12-310001919369Integrity Marketing Acquisition, LLC2025-03-310001919369us-gaap:FairValueInputsLevel2Memberus-gaap:PreferredStockMember2025-03-310001919369Data & Analytics2025-03-310001919369ck0001919369:DebtSecuritiesFirstLienMember2025-03-310001919369Inmar, Inc., Rocket Software, Inc., Athenahealth Group, Inc., Perforce Software, Inc., MH Sub I, LLC2025-03-310001919369Azurite Intermediate Hold, Inc., Revolver2024-12-310001919369Ark Data Centers, LLC, Delayed Draw2025-03-310001919369us-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMemberck0001919369:DBCreditFacilityMembersrt:MinimumMemberus-gaap:SubsequentEventMember2025-04-070001919369Mews Systems B.V. - Other Equity2025-03-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:OtherEquitySecuritiesMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMembersrt:MaximumMember2025-03-310001919369ck0001919369:DebtSecuritiesFirstLienMember2024-12-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:OtherEquitySecuritiesMemberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputRevenueMultipleMember2025-03-310001919369Integrity Marketing Acquisition, LLC2024-12-3100019193692025-01-082025-01-080001919369Zinnia Corporate Holdings, LLC2025-03-310001919369srt:AffiliatedEntityMemberck0001919369:VHGCapitalLPMember2025-01-012025-03-310001919369us-gaap:CommonStockMember2024-01-012024-03-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:OtherEquitySecuritiesMember2025-03-310001919369us-gaap:AssetsMemberck0001919369:NonqualifyingAssetMemberck0001919369:AssetConcentrationRiskMember2024-01-012024-12-310001919369Total Investments, Cash and Cash Equivalents and Restricted Cash and Cash Equivalents2024-12-310001919369ck0001919369:DebtSecuritiesFirstLienMember2024-01-012024-03-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:OtherEquitySecuritiesMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMember2024-12-310001919369Noynim, LLC, Delayed Draw2024-12-310001919369Healthcare IT & Technology2025-03-310001919369Perforce Software, Inc.2024-12-3100019193692025-01-080001919369CB Buyer Inc.2025-03-310001919369Zinnia Corporate Holdings, LLC, Delayed Draw2025-03-310001919369ck0001919369:SMBCCreditFacilityMemberus-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMemberus-gaap:FederalFundsEffectiveSwapRateMember2024-10-042024-10-040001919369us-gaap:InvestmentUnaffiliatedIssuerMembercountry:US2025-03-310001919369Telecom Services & IT Hardware2024-12-310001919369Blackhawk Network Holdings, Inc., ASG III, LLC, Mews Systems B.V., Acronis International, SMR Holdings, LLC, MRI Software, LLC2025-03-310001919369srt:AffiliatedEntityMemberck0001919369:VHGCapitalLPMember2024-01-012024-12-310001919369Softeon, Inc.2025-03-310001919369us-gaap:InvestmentUnaffiliatedIssuerMembercountry:LUck0001919369:InvestmentOwnedAtFairValueMemberus-gaap:GeographicConcentrationRiskMember2025-01-012025-03-310001919369us-gaap:AdditionalPaidInCapitalMember2024-03-310001919369Databricks, Inc.2024-12-310001919369Insurance2024-12-310001919369us-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMemberck0001919369:DBCreditFacilityMember2024-12-100001919369ASG III, LLC2024-12-310001919369us-gaap:InvestmentsMember2025-03-310001919369us-gaap:RelatedPartyMember2024-01-012024-03-310001919369srt:MinimumMember2025-01-012025-03-310001919369us-gaap:FairValueInputsLevel2Memberck0001919369:DebtSecuritiesFirstLienMember2025-03-310001919369srt:AffiliatedEntityMember2025-03-310001919369Cash and Cash Equivalents and Restricted Cash and Cash Equivalents2025-03-310001919369ck0001919369:OtherEquitySecuritiesMember2024-12-310001919369ck0001919369:InvestmentOwnedAtAmortizedCostMemberus-gaap:InvestmentUnaffiliatedIssuerMemberus-gaap:GeographicConcentrationRiskMember2024-01-012024-12-310001919369us-gaap:FairValueInputsLevel3Member2025-03-310001919369us-gaap:InvestmentUnaffiliatedIssuerMember2024-01-012024-03-310001919369us-gaap:CommonStockMember2024-12-310001919369srt:MaximumMember2025-01-012025-03-310001919369us-gaap:InvestmentsMember2024-01-012024-03-310001919369ck0001919369:O2025M3DividendsMember2025-01-012025-03-310001919369MRI Software, LLC, Revolver2024-12-310001919369Aptean, Inc., Delayed Draw 22025-03-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:ValuationTechniqueYieldAnalysisMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:PreferredStockMember2024-12-310001919369OEConnection LLC, Delayed Draw 12025-03-310001919369us-gaap:PreferredStockMember2025-03-310001919369ASG III, LLC, Delayed Draw2024-12-310001919369Flash Charm, Inc.2025-03-310001919369country:NLus-gaap:InvestmentUnaffiliatedIssuerMember2024-12-310001919369Inmar, Inc., Rocket Software, Inc. , Athenahealth Group, Inc. , Perforce Software, Inc. , MH Sub I, LLC ,2024-12-310001919369country:CHus-gaap:InvestmentUnaffiliatedIssuerMemberck0001919369:InvestmentOwnedAtFairValueMemberus-gaap:GeographicConcentrationRiskMember2024-01-012024-12-310001919369country:NLus-gaap:InvestmentUnaffiliatedIssuerMemberck0001919369:InvestmentOwnedAtFairValueMemberus-gaap:GeographicConcentrationRiskMember2024-01-012024-12-310001919369ck0001919369:SMBCCreditFacilityMemberus-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMember2024-12-310001919369us-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMemberck0001919369:DBCreditFacilityMember2024-06-260001919369Total First-Lien Debt2024-12-3100019193692024-03-260001919369Enverus Holdings, Inc., Delayed Draw2024-12-310001919369Redwood Services Group, LLC2024-12-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:ValuationTechniqueYieldAnalysisMemberus-gaap:MeasurementInputDiscountRateMembersrt:MinimumMemberck0001919369:DebtSecuritiesFirstLienMember2025-03-310001919369Central Parent, Inc.2025-03-310001919369Softeon, Inc., Delayed Draw 12025-03-310001919369MH Sub I, LLC2024-12-310001919369SumUp Holdings Midco S.à r.l, Delayed Draw2024-12-310001919369Rapyd Netherlands B.V., Zinnia Corporate Holdings, LLC2025-03-310001919369us-gaap:RetainedEarningsMember2025-01-012025-03-310001919369Aptean, Inc., Delayed Draw 32025-03-310001919369MRI Software, LLC2024-12-310001919369Diversified Software2025-03-310001919369Dragon Buyer Inc2024-12-310001919369country:CHus-gaap:InvestmentUnaffiliatedIssuerMember2024-12-310001919369us-gaap:RetainedEarningsMember2024-12-310001919369us-gaap:InvestmentUnaffiliatedIssuerMembercountry:LU2025-03-310001919369Solarwinds Holdings, Inc.2025-03-310001919369ck0001919369:DBCreditFacilityMember2025-03-310001919369Cdata Software, Inc., Delayed Draw 12025-03-310001919369us-gaap:InvestmentUnaffiliatedIssuerMembercountry:LU2024-12-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:ValuationTechniqueYieldAnalysisMembersrt:WeightedAverageMemberus-gaap:MeasurementInputDiscountRateMemberck0001919369:DebtSecuritiesFirstLienMember2024-12-310001919369ASG III, LLC, Revolver2025-03-310001919369Azurite Intermediate Holdings, Inc.2024-12-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:ValuationTechniqueYieldAnalysisMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:PreferredStockMember2025-03-310001919369ck0001919369:O2025M1DividendsMember2025-01-012025-03-310001919369ck0001919369:InvestmentManagementAgreementIncentiveRateRealizedCapitalGainsMembersrt:AffiliatedEntityMember2024-03-3100019193692025-02-032025-02-030001919369Insurance2025-03-310001919369Mews Systems B.V.2024-12-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:OtherEquitySecuritiesMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMembersrt:MaximumMember2025-03-310001919369us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberck0001919369:ValuationTechniqueYieldAnalysisMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:PreferredStockMember2025-03-310001919369Mews Systems B.V.2025-03-310001919369us-gaap:RetainedEarningsMember2023-12-310001919369CB Buyer Inc., Delayed Draw2024-12-310001919369ck0001919369:DebtSecuritiesRevolvingLoanCommitmentsMember2025-03-310001919369Diversified Financial Institutions & Services2025-03-310001919369country:CHus-gaap:InvestmentUnaffiliatedIssuerMember2025-03-310001919369us-gaap:CarryingReportedAmountFairValueDisclosureMember2025-03-310001919369Enverus Holdings, Inc., Revolver2025-03-3100019193692024-01-012024-03-310001919369us-gaap:FairValueInputsLevel2Memberck0001919369:OtherEquitySecuritiesMember2024-12-310001919369Diligent Corporation, Delayed Draw2025-03-310001919369CData Software, Inc.2025-03-310001919369ck0001919369:DebtSecuritiesFirstLienMember2024-12-310001919369Integrity Marketing Acquisition, LLC, Delayed Draw2024-12-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:ValuationTechniqueYieldAnalysisMemberus-gaap:MeasurementInputDiscountRateMemberck0001919369:DebtSecuritiesFirstLienMember2024-12-310001919369Aptean, Inc.2024-12-310001919369us-gaap:InvestmentsMember2024-03-310001919369us-gaap:RelatedPartyMember2024-12-310001919369Aptean, Inc., Delayed Draw 12025-03-310001919369Inmar, Inc.2025-03-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:ValuationTechniqueYieldAnalysisMembersrt:WeightedAverageMemberus-gaap:MeasurementInputDiscountRateMemberck0001919369:DebtSecuritiesFirstLienMember2025-03-310001919369Redwood Services Group, LLC, Delayed Draw2024-12-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:OtherEquitySecuritiesMember2024-12-310001919369ck0001919369:SMBCCreditFacilityMemberus-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMember2024-10-040001919369us-gaap:CommonStockMember2025-03-310001919369us-gaap:AdditionalPaidInCapitalMember2025-03-3100019193692024-12-310001919369us-gaap:FairValueInputsLevel1Memberus-gaap:PreferredStockMember2024-12-310001919369us-gaap:AdditionalPaidInCapitalMember2023-12-310001919369Cdata Software, Inc., Delayed Draw 12024-12-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:ValuationTechniqueRecentTransactionsMemberck0001919369:MeasurementInputTransactionPriceMemberck0001919369:DebtSecuritiesFirstLienMembersrt:MaximumMember2024-12-310001919369IT Security2025-03-310001919369OEConnection LLC, Delayed Draw 22024-12-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:ValuationTechniqueRecentTransactionsMemberck0001919369:MeasurementInputTransactionPriceMemberck0001919369:DebtSecuritiesFirstLienMember2025-03-310001919369Cdata Software, Inc., Revolver2024-12-310001919369OEConnection LLC2024-12-310001919369Cash and Cash Equivalents and Restricted Cash and Cash Equivalents2024-12-3100019193692025-02-030001919369Metropolis Technologies, Inc. - Preferred Equity 22025-03-310001919369ck0001919369:ValuationTechniqueRecentTransactionsMemberus-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberck0001919369:MeasurementInputTransactionPriceMemberck0001919369:DebtSecuritiesFirstLienMember2025-03-310001919369ck0001919369:InvestmentOwnedAtAmortizedCostMembercountry:NLus-gaap:InvestmentUnaffiliatedIssuerMemberus-gaap:GeographicConcentrationRiskMember2025-01-012025-03-310001919369Ark Data Centers, LLC, Delayed Draw2024-12-3100019193692025-02-062025-02-060001919369us-gaap:FairValueInputsLevel3Memberck0001919369:OtherEquitySecuritiesMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMember2025-03-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:ValuationTechniqueYieldAnalysisMemberus-gaap:MeasurementInputDiscountRateMemberck0001919369:DebtSecuritiesFirstLienMember2025-03-310001919369Total Investments - non-controlled/non-affiliated2024-12-3100019193692025-05-070001919369Noynim, LLC, Revolver2025-03-310001919369Noynim, LLC2024-12-310001919369ck0001919369:InvestmentManagementAgreementIncentiveRateQuarterlyCatchUpThresholdMembersrt:AffiliatedEntityMember2023-06-162023-06-160001919369us-gaap:FairValueInputsLevel2Memberck0001919369:OtherEquitySecuritiesMember2025-03-310001919369Transportation, Logistics & Supply Chain2024-12-310001919369SumUp Holdings Midco S.à r.l2025-03-310001919369us-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberck0001919369:OtherEquitySecuritiesMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMember2025-03-310001919369CB Buyer Inc., Revolver2024-12-310001919369us-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMemberck0001919369:DBCreditFacilityMemberus-gaap:SubsequentEventMembersrt:MaximumMember2025-04-070001919369Rapyd Financial Network, Ltd. - Other Equity2025-03-310001919369McKissock Investment Holdings2025-03-3100019193692024-03-310001919369Zinnia Corporate Holdings, LLC, Delayed Draw2024-12-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:OtherEquitySecuritiesMemberus-gaap:MarketApproachValuationTechniqueMembersrt:MinimumMemberus-gaap:MeasurementInputEbitdaMultipleMember2025-03-310001919369Zelis Healthcare Corporation2025-03-310001919369us-gaap:BaseRateMemberus-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMember2024-10-042024-10-040001919369Aptean, Inc., Delayed Draw2024-12-310001919369us-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMemberck0001919369:DBCreditFacilityMember2024-12-310001919369Metropolis Technologies, Inc. - Other Equity2025-03-310001919369ck0001919369:PreferredEquityAndOtherEquityMember2024-12-310001919369us-gaap:InvestmentUnaffiliatedIssuerMemberck0001919369:InvestmentOwnedAtFairValueMembercountry:USus-gaap:GeographicConcentrationRiskMember2025-01-012025-03-310001919369us-gaap:EstimateOfFairValueFairValueDisclosureMember2024-12-310001919369OEConnection LLC, Revolver2024-12-310001919369Databricks, Inc.2025-03-310001919369Transportation, Logistics & Supply Chain2025-03-310001919369us-gaap:InvestmentUnaffiliatedIssuerMember2024-12-310001919369Softeon, Inc., Delayed Draw 12024-12-310001919369us-gaap:InvestmentUnaffiliatedIssuerMemberck0001919369:InvestmentOwnedAtFairValueMemberus-gaap:GeographicConcentrationRiskMember2025-01-012025-03-310001919369ck0001919369:SMBCCreditFacilityMemberus-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMember2024-10-042024-10-040001919369Athenahealth Group, Inc.2024-12-310001919369ck0001919369:InvestmentManagementAgreementIncentiveRateRealizedCapitalGainsMembersrt:AffiliatedEntityMember2023-06-162023-06-160001919369us-gaap:FairValueInputsLevel3Memberck0001919369:OtherEquitySecuritiesMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputRevenueMultipleMembersrt:MaximumMember2024-12-310001919369ck0001919369:InvestmentAdvisoryAgreementMembersrt:AffiliatedEntityMember2024-12-310001919369us-gaap:CommonStockMember2025-01-012025-03-310001919369Cdata Software, Inc., Delayed Draw 22025-03-310001919369Rocket Software, Inc.2025-03-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:DebtSecuritiesFirstLienMember2024-12-310001919369us-gaap:FairValueInputsLevel2Member2024-12-310001919369us-gaap:RetainedEarningsMember2024-01-012024-03-310001919369us-gaap:CarryingReportedAmountFairValueDisclosureMemberus-gaap:LineOfCreditMember2024-12-310001919369srt:AffiliatedEntityMemberck0001919369:AdministrationAgreementMember2024-01-012024-03-310001919369Banff Merger Sub, Inc.2024-12-310001919369OEConnection LLC2025-03-310001919369ck0001919369:DebtSecuritiesFirstLienMember2025-03-310001919369ck0001919369:InvestmentAdvisoryAgreementMembersrt:AffiliatedEntityMember2024-01-012024-03-310001919369ck0001919369:OtherEquitySecuritiesMemberus-gaap:FairValueInputsLevel1Member2025-03-310001919369us-gaap:InvestmentUnaffiliatedIssuerMemberck0001919369:InvestmentOwnedAtFairValueMembercountry:USus-gaap:GeographicConcentrationRiskMember2024-01-012024-12-310001919369country:CHus-gaap:InvestmentUnaffiliatedIssuerMemberck0001919369:InvestmentOwnedAtFairValueMemberus-gaap:GeographicConcentrationRiskMember2025-01-012025-03-310001919369ck0001919369:SMBCCreditFacilityMemberus-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMember2023-11-140001919369ck0001919369:InvestmentAdvisoryAgreementMembersrt:AffiliatedEntityMember2025-01-012025-03-310001919369us-gaap:AdditionalPaidInCapitalMember2024-01-012024-03-3100019193692025-03-310001919369srt:AffiliatedEntityMemberck0001919369:AdministrationAgreementMember2023-06-160001919369ck0001919369:InvestmentOwnedAtAmortizedCostMembercountry:CHus-gaap:InvestmentUnaffiliatedIssuerMemberus-gaap:GeographicConcentrationRiskMember2024-01-012024-12-3100019193692025-01-012025-03-310001919369Aptean, Inc.2025-03-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:OtherEquitySecuritiesMemberus-gaap:MarketApproachValuationTechniqueMemberus-gaap:MeasurementInputEbitdaMultipleMember2024-12-310001919369ck0001919369:PrivateOfferingMembersrt:AffiliatedEntityMemberck0001919369:VHGCapitalLPMember2025-01-012025-03-310001919369us-gaap:InvestmentUnaffiliatedIssuerMember2025-01-012025-03-310001919369us-gaap:RetainedEarningsMember2024-03-310001919369Aptean, Inc., Revolver2024-12-310001919369us-gaap:FairValueInputsLevel2Memberus-gaap:PreferredStockMember2024-12-310001919369Mews Systems B.V., Delayed Draw2024-12-310001919369ck0001919369:InvestmentManagementAgreementIncentiveRateQuarterlyHurdleRateMembersrt:AffiliatedEntityMember2023-06-162023-06-160001919369SumUp Holdings Midco S.à r.l ,2024-12-310001919369Total First-Lien Debt2025-03-310001919369us-gaap:InvestmentUnaffiliatedIssuerMembercountry:LUck0001919369:InvestmentOwnedAtFairValueMemberus-gaap:GeographicConcentrationRiskMember2024-01-012024-12-310001919369us-gaap:BaseRateMemberus-gaap:LineOfCreditMemberus-gaap:RevolvingCreditFacilityMemberck0001919369:DBCreditFacilityFollowingExpirationOfRevolvingPeriodMember2024-12-102024-12-100001919369ck0001919369:O2025M2DividendsMember2025-01-012025-03-310001919369Integrity Marketing Acquisition, LLC, Delayed Draw2025-03-310001919369srt:AffiliatedEntityMember2024-12-310001919369us-gaap:FairValueInputsLevel3Memberck0001919369:ValuationTechniqueYieldAnalysisMemberus-gaap:MeasurementInputDiscountRateMembersrt:MinimumMemberus-gaap:PreferredStockMember2024-12-310001919369us-gaap:AdditionalPaidInCapitalMember2025-01-012025-03-310001919369ck0001919369:PrivateOfferingMembersrt:AffiliatedEntityMemberck0001919369:VHGCapitalLPMember2024-01-012024-03-310001919369Rapyd Netherlands B.V.2025-03-310001919369ASG III, LLC2025-03-310001919369us-gaap:AssetsMemberck0001919369:QualifyingAssetMemberck0001919369:AssetConcentrationRiskMember2024-01-012024-12-310001919369OEConnection LLC, Revolver2025-03-310001919369ck0001919369:DebtSecuritiesFirstLienMember2024-03-3100019193692025-03-312025-03-310001919369srt:AffiliatedEntityMemberck0001919369:InvestmentManagementAgreementIncentiveRateAnnualizedHurdleRateMember2023-06-162023-06-160001919369OEConnection LLC, Delayed Draw 12024-12-310001919369Total Other Equity2024-12-310001919369Diligent Corporation2024-12-31ck0001919369:Loanck0001919369:Transferxbrli:purexbrli:sharesiso4217:USDxbrli:sharesiso4217:USDck0001919369:Component

Table of Contents

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

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

For the quarterly period ended March 31, 2025

OR

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

For the transition period from to

Commission File Number 000-56562

 

VISTA CREDIT STRATEGIC LENDING CORP.

(Exact name of Registrant as specified in its Charter)

 

 

Maryland

88-1906598

(State or other jurisdiction

of incorporation or

organization)

(I.R.S. Employer

Identification

No.)

 

 

50 Hudson Yards, Floor 77, New York, New York

10001

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (212) 804-9100

 

 

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

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which

registered

None

 

None

 

None

 

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

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes x 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 definition of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

Small reporting company

Emerging growth company

Non-accelerated filer

Accelerated filer

 

 

 

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. x

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

As of May 7, 2025, the registrant had 16,606,502.285 shares of common stock, $0.01 par value per share, outstanding.

 

 


Table of Contents

 

Table of Contents

 

Page

PART I

CONSOLIDATED FINANCIAL INFORMATION

 

Item 1.

Consolidated Financial Statements

 

 

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

5

 

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

6

 

Consolidated Statements of Changes in Net Assets for the three months ended March 31, 2025 and 2024 (unaudited)

7

 

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

8

 

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

10

 

Notes to the Consolidated Financial Statements (unaudited)

18

Item 2.

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

35

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

49

Item 4.

Controls and Procedures

50

PART II

OTHER INFORMATION

 

Item 1.

Legal Proceedings

51

Item 1A.

Risk Factors

51

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

51

Item 3.

Defaults upon Senior Securities

51

Item 4.

Mine Safety Disclosures

51

Item 5.

Other Information

51

Item 6.

Exhibits

52

 

Signatures

 

 

2


Table of Contents

 

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10Q contains forward-looking statements that involve substantial risks and uncertainties. Such statements involve known and unknown risks, uncertainties and other factors and undue reliance should not be placed thereon. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about Vista Credit Strategic Lending Corp, our current and prospective portfolio investments, our industry, our beliefs and opinions and our assumptions. Words such as “anticipates,” “expects,” “intends,” “plans,” “will,” “may,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “should,” “targets,” “projects,” “outlook,” “potential,” “predicts” and variations of these words and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including without limitation:

fluctuations in our operating results;
our ability to source investment opportunities;
our inability to control the business operations of our portfolio companies, and potential inability to dispose of our interests in our portfolio companies;
the timing of cash flows, if any, from the operations of our portfolio companies;
our use of borrowed money to finance a portion of our investments;
provisions of a credit facility or other borrowings that may limit discretion in operating our business;
the impact of changes in interest rates;
the impact of competition for investment opportunities;
our dependence on the ability of Vista Credit BDC Management, L.P. (the “Adviser”) to manage and support our investment process;
the valuation of our investments in portfolio companies, particularly those having no liquid trading market;
actual and potential conflicts of interest with our Adviser;
our access to confidential information which may restrict our ability to take action with respect to some investments;
restrictions on our ability to enter into transactions with our affiliates;
the ability of the Adviser or their respective affiliates to attract and retain highly talented professionals;
our ability to qualify and maintain our qualification as a regulated investment company (a “RIC”) and as a business development company;
regulations governing our operations as a business development company and RIC which impact our ability to raise capital or borrow for investment purposes;
the impact of global economic, political and market conditions, including the risks of a slowing economy, rising inflation, tariffs and trade disputes with other countries and risk of recession;
the impact of global health crises on our or our portfolio companies’ business and the U.S. and global economies;
the impact of the Russian invasion of Ukraine and the conflicts in the Middle East on our portfolio companies and the global economy and general uncertainty surrounding the financial and political stability of the United States, the United Kingdom, the European Union, the Middle East and China;
the impact of adverse developments affecting the financial services and banking industries, including events or concerns involving liquidity, defaults or non-performance by financial institutions;
the fact that our portfolio companies are expected to operate in the enterprise software, data and technology-enabled business sector and are subject to risks particular to that industry; and
changes in laws or regulations governing our operations.

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Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this Quarterly Report on Form 10-Q should not be regarded as a representation by us that our plans and objectives will be achieved. These risks and uncertainties include those described or identified in the section entitled “Item 1A. Risk Factors” and elsewhere in this Quarterly Report on Form 10-Q. These forward-looking statements apply only as of the date of this Quarterly Report on Form 10-Q. Moreover, we assume no duty and do not undertake any obligation to update or revise these forward-looking statements or any other information, except as required by applicable law. Because we are an investment company, the forward-looking statements and projections contained in this Quarterly Report on Form 10-Q are excluded from the safe harbor protection provided by Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

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PART I. CONSOLIDATED FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

VISTA CREDIT STRATEGIC LENDING CORP.

CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES

(dollars in thousands, except share and per share data)

 

 

March 31,
2025

 

 

December 31,
2024

 

 

(unaudited)

 

 

 

 

Assets

 

 

 

 

 

 

Investments – non-controlled/non-affiliated, at fair value (amortized cost of $597,969 and $504,119, respectively)

 

$

598,463

 

 

$

506,574

 

Cash and cash equivalents

 

 

7,106

 

 

 

22,417

 

Restricted cash and cash equivalents

 

 

47,806

 

 

 

10,918

 

Receivable for interest, other income, and investments sold

 

 

7,899

 

 

 

3,516

 

Deferred offering costs

 

 

242

 

 

 

96

 

Prepaid expenses and other assets

 

 

2,524

 

 

 

2,978

 

Expense support reimbursement (Note 4)

 

 

3,000

 

 

 

3,000

 

Total assets

 

$

667,040

 

 

$

549,499

 

Liabilities

 

 

 

 

 

 

Secured borrowings (Note 5)

 

$

295,150

 

 

$

227,150

 

Payable for investments purchased

 

 

35,418

 

 

 

43,024

 

Interest and credit facility fees payable (Note 5)

 

 

1,816

 

 

 

1,483

 

Administrative service fees payable (Note 4)

 

 

485

 

 

 

275

 

Management and incentive fees payable (Note 4)

 

 

1,707

 

 

 

1,517

 

Due to Adviser (Note 4)

 

 

4,078

 

 

 

3,332

 

Distribution payable

 

 

2,251

 

 

 

1,663

 

Accrued expenses and other liabilities

 

 

1,008

 

 

 

1,530

 

Common stock proceeds received in advance

 

 

10,631

 

 

 

3,701

 

Total liabilities

 

 

352,544

 

 

 

283,675

 

 

 

 

 

 

 

Commitments and contingencies (Note 6)

 

 

 

 

 

 

 

 

 

 

 

 

Net Assets (Note 8)

 

 

 

 

 

 

Common stock, $0.01 par value, 500,000,000.000 shares authorized, 16,052,310.855 and 13,426,673.156 issued and outstanding as of March 31, 2025 and December 31, 2024, respectively

 

 

160

 

 

 

134

 

Paid-in-capital in excess of par value

 

 

314,108

 

 

 

262,626

 

Total distributable earnings

 

 

228

 

 

 

3,064

 

Total net assets

 

 

314,496

 

 

 

265,824

 

 

 

 

 

 

 

Total liabilities and net assets

 

$

667,040

 

 

$

549,499

 

 

 

 

 

 

 

Net asset value per share

 

$

19.59

 

 

$

19.80

 

 

The accompanying notes are an integral part of these consolidated financial statements.

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VISTA CREDIT STRATEGIC LENDING CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)

(dollars in thousands, except share and per share data)

 

 

Three Months Ended March 31,

 

 

2025

 

 

2024

 

Investment income:

 

 

 

 

 

 

From non-controlled/non-affiliated investments

 

 

 

 

 

 

Interest income

 

$

13,483

 

 

$

3,378

 

Dividend income

 

 

191

 

 

 

-

 

Other income

 

 

288

 

 

 

142

 

Total investment income from non-controlled/non-affiliated investments

 

 

13,962

 

 

 

3,520

 

Total investment income

 

 

13,962

 

 

 

3,520

 

Expenses:

 

 

 

 

 

 

Interest expense and credit facility fees (Note 5)

 

 

5,305

 

 

 

1,525

 

Offering costs

 

 

21

 

 

 

629

 

Professional fees

 

 

456

 

 

 

439

 

Administrative service fees (Note 4)

 

 

319

 

 

 

404

 

Management fees (Note 4)

 

 

854

 

 

 

240

 

Other general and administrative expenses

 

 

522

 

 

 

363

 

Incentive fees (Note 4)

 

 

547

 

 

 

28

 

Directors fees

 

 

66

 

 

 

68

 

Insurance costs

 

 

56

 

 

 

61

 

Total expenses before expense support and waivers

 

 

8,146

 

 

 

3,757

 

Expense support and waivers (Note 4)

 

 

(109

)

 

 

(313

)

Net expenses after expense support and waivers

 

 

8,037

 

 

 

3,444

 

Net investment income

 

 

5,925

 

 

 

76

 

Net realized gain (loss) and change in unrealized appreciation (depreciation):

 

 

 

 

 

 

Net realized gain (loss) on investments

 

 

 

 

 

 

Non-controlled/non-affiliated investments

 

 

(136

)

 

 

-

 

Net change in unrealized appreciation (depreciation) on investments:

 

 

 

 

 

 

Non-controlled/non-affiliated investments

 

 

(1,962

)

 

 

225

 

Net realized and unrealized gain (loss) on investments

 

 

(2,098

)

 

 

225

 

Net increase (decrease) in net assets resulting from operations

 

$

3,827

 

 

$

301

 

Per common share data:

 

 

 

 

 

 

Basic and diluted earnings per share (Note 9)

 

$

0.27

 

 

$

0.08

 

Basic and diluted weighted average shares outstanding (Note 9)

 

 

13,990,345.513

 

 

 

3,921,709.266

 

 

The accompanying notes are an integral part of these consolidated financial statements.

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VISTA CREDIT STRATEGIC LENDING CORP.

CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS (unaudited)

(dollars in thousands, except share and per share data)

 

 

Common Stock

 

 

 

 

 

 

 

 

 

 

 

Shares

 

 

Par
Amount

 

 

Paid in
Capital in
Excess
of Par

 

 

Distributable
Earnings (Loss)

 

 

Total Net
Assets

 

Balance at December 31, 2024

 

 

13,426,673.156

 

 

$

134

 

 

$

262,626

 

 

$

3,064

 

 

$

265,824

 

Net investment income (loss)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

5,925

 

 

 

5,925

 

Net realized and unrealized gain (loss) on investments

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(2,098

)

 

 

(2,098

)

Net increase (decrease) in net assets resulting from operations

 

 

-

 

 

 

-

 

 

 

-

 

 

 

3,827

 

 

 

3,827

 

Shareholder distributions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Distributions declared from net investment income

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(6,663

)

 

 

(6,663

)

Net increase (decrease) in net assets from shareholder distributions

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(6,663

)

 

 

(6,663

)

Capital share transactions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Issuance of common stock

 

 

2,604,259.886

 

 

 

26

 

 

 

51,060

 

 

 

-

 

 

 

51,086

 

Reinvestment of shareholder distributions, net

 

 

21,377.813

 

 

 

-

 

 

 

422

 

 

 

-

 

 

 

422

 

Net increase (decrease) in net assets resulting from capital share transactions

 

 

2,625,637.699

 

 

 

26

 

 

 

51,482

 

 

 

-

 

 

 

51,508

 

Total increase (decrease) for the three months ended

 

 

2,625,637.699

 

 

 

26

 

 

 

51,482

 

 

 

(2,836

)

 

 

48,672

 

Balance at March 31, 2025

 

 

16,052,310.855

 

 

$

160

 

 

$

314,108

 

 

$

228

 

 

$

314,496

 

Balance at Decemeber 31, 2023

 

 

3,809,576.503

 

 

$

38

 

 

$

74,472

 

 

$

167

 

 

$

74,677

 

Net investment income (loss)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

76

 

 

 

76

 

Net realized and unrealized gain (loss) on investments

 

 

-

 

 

 

-

 

 

 

-

 

 

 

225

 

 

 

225

 

Net increase (decrease) in net assets resulting from operations

 

 

-

 

 

 

-

 

 

 

-

 

 

 

301

 

 

 

301

 

Capital share transactions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Issuance of common stock

 

 

2,040,816.328

 

 

 

21

 

 

 

39,979

 

 

 

-

 

 

 

40,000

 

Net increase (decrease) in net assets resulting from capital share transactions

 

 

2,040,816.328

 

 

 

21

 

 

 

39,979

 

 

 

-

 

 

 

40,000

 

Total increase (decrease) for the three months ended

 

 

2,040,816.328

 

 

 

21

 

 

 

39,979

 

 

 

301

 

 

 

40,301

 

Balance at March 31, 2024

 

 

5,850,392.831

 

 

$

59

 

 

$

114,451

 

 

$

468

 

 

$

114,978

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

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VISTA CREDIT STRATEGIC LENDING CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

(dollars in thousands, except share and per share data)

 

 

Three Months Ended March 31,

 

 

 

2025

 

 

2024

 

Cash flows from operating activities

 

 

 

 

 

 

Net increase (decrease) in net assets resulting from operations

 

$

3,827

 

 

$

301

 

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

 

 

 

 

 

 

Amortization of deferred offering costs

 

 

21

 

 

 

629

 

Amortization of deferred financing costs

 

 

397

 

 

 

218

 

Net accretion of discount on investments

 

 

(356

)

 

 

(202

)

Net change in unrealized (appreciation) depreciation on investments

 

 

1,962

 

 

 

(225

)

Net realized loss on investments

 

 

136

 

 

 

-

 

Cost of investments purchased

 

 

(126,314

)

 

 

(67,638

)

Proceeds from repayments of investments

 

 

25,128

 

 

 

13,509

 

Payment-in-kind interest capitalized

 

 

(51

)

 

 

(2

)

Change in operating assets and liabilities:

 

 

 

 

 

 

Deferred offering costs

 

 

(167

)

 

 

(409

)

Prepaid expenses and other assets

 

 

57

 

 

 

117

 

Receivable for interest, other income, and investments sold

 

 

(4,383

)

 

 

(590

)

Due to Adviser

 

 

746

 

 

 

(1,885

)

Management and incentive fees payable

 

 

190

 

 

 

174

 

Administrative service fee payable

 

 

210

 

 

 

14

 

Interest and credit facility fees payable

 

 

333

 

 

 

410

 

Accrued expenses and other liabilities

 

 

(522

)

 

 

46

 

Net cash used in operating activities

 

 

(98,786

)

 

 

(55,533

)

Cash flows from financing activities

 

 

 

 

 

 

Proceeds from issuance of common stock

 

 

51,086

 

 

 

40,000

 

Shareholder distributions paid

 

 

(5,653

)

 

 

-

 

Borrowings on debt

 

 

106,000

 

 

 

55,000

 

Repayments on debt

 

 

(38,000

)

 

 

(48,000

)

Common stock proceeds received in advance

 

 

6,930

 

 

 

-

 

Net cash provided by (used in) financing activities

 

 

120,363

 

 

 

47,000

 

Net increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents

 

 

21,577

 

 

 

(8,533

)

Cash and cash equivalents and restricted cash and cash equivalents, beginning of period

 

 

33,335

 

 

 

61,943

 

Cash and cash equivalents and restricted cash and cash equivalents, end of period

 

$

54,912

 

 

$

53,410

 

Supplemental disclosures

 

 

 

 

 

 

Interest, including credit facility fees, paid during the period

 

$

4,972

 

 

$

1,115

 

Reinvestment of shareholder distributions

 

 

422

 

 

 

-

 

 

The accompanying notes are an integral part of these consolidated financial statements.

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VISTA CREDIT STRATEGIC LENDING CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - (continued)

(dollars in thousands, except share and per share data)

The following table provides a reconciliation of cash and cash equivalents and restricted cash and cash equivalents reported within the Consolidated Statements of Financial Condition that sum to the total of the same such amounts in the Consolidated Statements of Cash Flows:

 

 

As of

 

 

March 31, 2025

 

 

December 31, 2024

 

Cash and cash equivalents

 

$

7,106

 

 

$

22,417

 

Restricted cash and cash equivalents

 

 

47,806

 

 

 

10,918

 

Total cash and cash equivalents and restricted cash and cash equivalents

 

$

54,912

 

 

$

33,335

 

 

See Note 2. Significant Accounting Policies for a description of cash and cash equivalents and restricted cash and cash equivalents.

The accompanying notes are an integral part of these consolidated financial statements.

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VISTA CREDIT STRATEGIC LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited)

March 31, 2025

(dollars in thousands, except share and per share data)

 

Investments(1)(16)(22)

 

Footnotes

 

Reference
Rate and
Spread

 

Interest
Rate
(2) (14)

 

 

Maturity
Date

 

Par
Amount/
Units
(1)

 

 

Amortized
Cost
(3)

 

 

Fair
Value

 

 

% of Net
Assets

 

Investments – non-controlled/non-affiliated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

First-Lien Debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Automobiles & Automobile Parts

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Central Parent, Inc.

 

(7) (20)

 

SOFR + 3.25%

 

 

7.55

%

 

7/6/2029

 

 

9,950

 

 

$

9,971

 

 

$

8,758

 

 

 

2.8

%

OEConnection LLC

 

(9) (20) (21)

 

SOFR + 5.00%

 

 

9.32

%

 

4/22/2031

 

 

22,729

 

 

 

22,499

 

 

 

22,796

 

 

 

7.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

32,470

 

 

 

31,554

 

 

 

10.0

 

Data & Analytics

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Azurite Intermediate Holdings, Inc.

 

(4) (9) (20) (21)

 

SOFR + 6.50%

 

 

10.82

%

 

3/19/2031

 

 

17,578

 

 

 

17,318

 

 

 

17,529

 

 

 

5.6

 

CData Software, Inc.

 

(4) (9) (20) (21)

 

SOFR + 5.75%

 

 

10.05

%

 

7/18/2030

 

 

23,163

 

 

 

22,759

 

 

 

22,973

 

 

 

7.3

 

Databricks, Inc.

 

(7) (14) (21)

 

SOFR + 4.50%

 

 

8.82

%

 

12/31/2030

 

 

20,000

 

 

 

19,903

 

 

 

20,184

 

 

 

6.4

 

Inmar, Inc.

 

(8) (20)

 

SOFR + 5.00%

 

 

9.31

%

 

10/30/2031

 

 

9,950

 

 

 

9,902

 

 

 

9,956

 

 

 

3.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

69,882

 

 

 

70,642

 

 

 

22.5

 

Diversified Business Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CB Buyer Inc.

 

(4) (9) (20) (21)

 

SOFR + 5.00%

 

 

9.30

%

 

7/1/2031

 

 

15,181

 

 

 

15,013

 

 

 

15,061

 

 

 

4.8

 

Diversified Consumer Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blackhawk Network Holdings, Inc.

 

(10) (14) (20)

 

SOFR + 4.00%

 

 

 

 

3/12/2029

 

 

7,000

 

 

 

7,013

 

 

 

6,975

 

 

 

2.2

 

Diversified Financial Institutions & Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dragon Buyer Inc

 

(7) (20)

 

SOFR + 3.00%

 

 

7.30

%

 

9/30/2031

 

 

1,995

 

 

 

1,986

 

 

 

1,978

 

 

 

0.6

 

SumUp Holdings Midco S.à r.l

 

(4) (5) (12) (18) (20) (21)

 

SOFR + 6.50%

 

 

10.83

%

 

5/23/2031

 

 

10,127

 

 

 

10,034

 

 

 

10,063

 

 

 

3.2

 

Rapyd Netherlands B.V.

 

(4) (13) (19) (20)

 

SOFR + 11.00%

 

 

15.18

%

 

9/13/2030

 

 

30,742

 

 

 

27,515

 

 

 

27,496

 

 

 

8.7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

39,535

 

 

 

39,537

 

 

 

12.5

 

Diversified Software

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASG III, LLC

 

(4) (10) (20) (21)

 

SOFR + 6.50%

 

 

10.79

%

 

10/31/2029

 

 

13,261

 

 

 

12,943

 

 

 

13,090

 

 

 

4.2

 

Rocket Software, Inc.

 

(8) (20)

 

SOFR + 4.25%

 

 

8.57

%

 

11/28/2028

 

 

19,788

 

 

 

19,710

 

 

 

19,763

 

 

 

6.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

32,653

 

 

 

32,853

 

 

 

10.5

 

Education

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

McKissock Investment Holdings

 

(9) (20)

 

SOFR + 5.00%

 

 

9.31

%

 

3/12/2029

 

 

13,208

 

 

 

13,176

 

 

 

13,166

 

 

 

4.2

 

Government & Public Service

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Aptean, Inc.

 

(9) (20) (21)

 

SOFR + 5.25%

 

 

9.56

%

 

1/30/2031

 

 

29,120

 

 

 

28,881

 

 

 

28,972

 

 

 

9.2

 

Government, Risk & Compliance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diligent Corporation

 

(9) (20) (21)

 

SOFR + 5.00%

 

 

9.31

%

 

8/2/2030

 

 

14,961

 

 

 

14,829

 

 

 

14,920

 

 

 

4.7

 

Healthcare IT & Technology

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Athenahealth Group, Inc.

 

(8) (20)

 

SOFR + 3.00%

 

 

7.32

%

 

2/15/2029

 

 

9,886

 

 

 

9,832

 

 

 

9,787

 

 

 

3.1

 

Zelis Healthcare Corporation

 

(7) (20)

 

SOFR + 3.25%

 

 

7.57

%

 

11/26/2031

 

 

4,988

 

 

 

4,963

 

 

 

4,866

 

 

 

1.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

14,795

 

 

 

14,653

 

 

 

4.6

 

 

10


Table of Contents

 

VISTA CREDIT STRATEGIC LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) - (continued)

March 31, 2025

(dollars in thousands, except share and per share data)

 

Investments(1)(16)(22)

 

Footnotes

 

Reference
Rate and
Spread

 

Interest
Rate
(2) (14)

 

 

Maturity
Date

 

Par
Amount/
Units
(1)

 

 

Amortized
Cost
(3)

 

 

Fair
Value

 

 

% of Net
Assets

 

Hotels, Restaurants & Leisure

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mews Systems B.V.

 

(4) (5) (10) (19) (20) (21)

 

SOFR + 9.00%

 

 

13.30

%

 

9/14/2029

 

 

16,686

 

 

$

15,478

 

 

$

16,012

 

 

 

5.1

%

Infrastructure Software & DevOps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Perforce Software, Inc.

 

(8) (20)

 

SOFR + 4.75%

 

 

9.07

%

 

3/21/2031

 

 

19,900

 

 

 

19,712

 

 

 

18,851

 

 

 

6.0

 

Insurance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Integrity Marketing Acquisition, LLC

 

(4) (9) (20) (21)

 

SOFR + 5.00%

 

 

9.31

%

 

8/25/2028

 

 

2,026

 

 

 

2,012

 

 

 

2,013

 

 

 

0.6

 

Zinnia Corporate Holdings, LLC

 

(4) (13) (20) (21)

 

SOFR + 8.00%

 

 

12.30

%

 

8/30/2029

 

 

26,471

 

 

 

25,984

 

 

 

26,201

 

 

 

8.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

27,996

 

 

 

28,214

 

 

 

8.9

 

IT Security

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noynim, LLC

 

(4) (11) (20) (21)

 

SOFR + 6.00%

 

 

10.32

%

 

11/12/2029

 

 

18,026

 

 

 

17,773

 

 

 

17,720

 

 

 

5.6

 

Solarwinds Holdings, Inc.

 

(7) (14) (20)

 

SOFR + 4.00%

 

 

 

 

3/12/2032

 

 

17,500

 

 

 

17,000

 

 

 

16,991

 

 

 

5.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

34,773

 

 

 

34,711

 

 

 

11.0

 

IT Services & IT Systems Management (Ex-Security)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acronis International

 

(4) (5) (6) (10) (17) (20)

 

SOFR + 6.85% (1.00% PIK)

 

 

11.27

%

 

4/1/2027

 

 

20,206

 

 

 

19,979

 

 

 

20,206

 

 

 

6.4

 

Flash Charm, Inc.

 

(9) (20)

 

SOFR + 3.50%

 

 

7.79

%

 

3/2/2028

 

 

9,980

 

 

 

9,371

 

 

 

9,269

 

 

 

2.9

 

Redwood Services Group, LLC

 

(4) (6) (9) (20) (21)

 

SOFR + 5.25%

 

 

9.55

%

 

6/15/2029

 

 

26,563

 

 

 

26,165

 

 

 

26,196

 

 

 

8.3

 

SMR Holdings, LLC

 

(4) (10) (20) (21)

 

SOFR + 5.75%

 

 

10.05

%

 

12/24/2029

 

 

41,000

 

 

 

40,334

 

 

 

40,387

 

 

 

12.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

95,849

 

 

 

96,058

 

 

 

30.4

 

Media, Entertainment & Publishing

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MH Sub I, LLC

 

(8) (20)

 

SOFR + 4.25%

 

 

8.57

%

 

12/31/2031

 

 

17,840

 

 

 

17,609

 

 

 

16,769

 

 

 

5.3

 

Real Estate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

InhabitIq, Inc.

 

(4) (9) (20) (21)

 

SOFR + 4.50%

 

 

8.82

%

 

1/12/2032

 

 

20,671

 

 

 

20,539

 

 

 

20,521

 

 

 

6.5

 

MRI Software, LLC

 

(10) (20) (21)

 

SOFR + 4.75%

 

 

9.05

%

 

2/10/2027

 

 

23,482

 

 

 

23,364

 

 

 

23,267

 

 

 

7.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

43,903

 

 

 

43,788

 

 

 

13.9

 

Telecom Services & IT Hardware

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ark Data Centers, LLC

 

(4) (9) (20) (21)

 

SOFR + 4.75%

 

 

9.05

%

 

11/27/2030

 

 

21,625

 

 

 

21,029

 

 

 

20,950

 

 

 

6.7

 

Transportation, Logistics & Supply Chain

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Metropolis Technologies, Inc.

 

(4) (6) (7) (20)

 

SOFR + 6.00%

 

 

10.42

%

 

5/16/2031

 

 

15,774

 

 

 

15,486

 

 

 

16,247

 

 

 

5.2

 

Softeon, Inc.

 

(4) (9) (20) (21)

 

SOFR + 5.75%

 

 

10.05

%

 

11/20/2030

 

 

12,375

 

 

 

12,109

 

 

 

12,201

 

 

 

3.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

27,595

 

 

 

28,448

 

 

 

9.1

 

Utilities & Utility Equipment and Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Enverus Holdings, Inc.

 

(9) (20) (21)

 

SOFR + 5.50%

 

 

9.82

%

 

12/24/2029

 

 

17,000

 

 

 

16,775

 

 

 

16,962

 

 

 

5.4

 

Total First-Lien Debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

588,967

 

 

 

589,096

 

 

 

187.0

 

 

11


Table of Contents

 

VISTA CREDIT STRATEGIC LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) - (continued)

March 31, 2025

(dollars in thousands, except share and per share data)

 

Investments(1)(16)(22)

 

Footnotes

 

Reference
Rate and
Spread

 

Interest
Rate
(2) (14)

 

 

Maturity
Date

 

Par
Amount/
Units
(1)

 

 

Amortized
Cost
(3)

 

 

Fair
Value

 

 

% of Net
Assets

 

Preferred Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Transportation, Logistics & Supply Chain

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Metropolis Technologies, Inc.

 

(4)

 

N/A

 

 

16.00

%

 

5/16/2034

 

 

4,320

 

 

$

4,276

 

 

$

4,320

 

 

 

1.4

%

Metropolis Technologies, Inc.

 

(4)

 

N/A

 

 

17.50

%

 

5/16/2034

 

 

480

 

 

 

456

 

 

 

480

 

 

 

0.2

 

Total Preferred Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,732

 

 

 

4,800

 

 

 

1.6

 

Other Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diversified Financial Institutions & Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rapyd Financial Network, Ltd.

 

(4) (15) (19)

 

 

 

 

 

 

9/13/2030

 

 

80,991

 

 

 

2,938

 

 

 

2,938

 

 

 

0.9

 

Transportation, Logistics & Supply Chain

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Metropolis Technologies, Inc.

 

(4) (15)

 

 

 

 

 

 

5/16/2034

 

 

280

 

 

 

20

 

 

 

285

 

 

 

0.1

 

Hotels, Restaurants & Leisure

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mews Systems B.V.

 

(4) (5) (15) (19)

 

 

 

 

 

 

9/14/2029

 

 

19,200

 

 

 

1,312

 

 

 

1,344

 

 

 

0.4

 

Total Other Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,270

 

 

 

4,567

 

 

 

1.4

 

Total Investments - non-controlled/non-affiliated

 

 

 

 

 

 

 

 

597,969

 

 

 

598,463

 

 

 

190.0

 

Cash and Cash Equivalents and Restricted Cash and Cash Equivalents

 

 

 

 

 

54,912

 

 

 

54,912

 

 

 

17.5

 

Total Investments, Cash and Cash Equivalents and Restricted Cash and Cash Equivalents

 

 

$

652,881

 

 

$

653,375

 

 

 

207.5

%

 

1.
Unless otherwise indicated, all investments held by the Company (the “Company” includes the Company’s consolidated subsidiaries for purposes of this Consolidated Schedule of Investments) are denominated in U.S. dollars and headquartered in the United States. All investments are income producing unless otherwise indicated. Certain portfolio company investments are subject to contractual restrictions on sales. The total par amount (in thousands) is presented for all debt investment and preferred equity. Unit amount is presented for Other Equity.
2.
Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to the Secured Overnight Financing Rate (“SOFR”) or an alternate base rate (commonly based on the Federal Funds Rate (“F”) or the U.S. Prime Rate (“P”)), which generally resets periodically. For each loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of March 31, 2025. Variable rate loans typically include an interest reference rate floor feature.
3.
The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
4.
These investments were valued using unobservable inputs and are considered Level 3 investments. Fair value was determined in good faith by the Adviser or under the direction of the Board of Directors (the “Board”) (see Note 3, Fair Value Investments), pursuant to the Company’s valuation policy.
5.
The investment is not a qualifying asset under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940 Act”). The Company may not acquire any nonqualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of March 31, 2025, nonqualifying assets represented 11.4% of total assets as calculated in accordance with regulatory requirements.
6.
Loans include a credit spread adjustment of 0.10%.
7.
There are no interest rate floors on these investments.
8.
The interest rate floor on these investments as of March 31, 2025 was 0.50%.
9.
The interest rate floor on these investments as of March 31, 2025 was 0.75%.
10.
The interest rate floor on these investments as of March 31, 2025 was 1.00%.
11.
The interest rate floor on these investments as of March 31, 2025 was 1.25%.
12.
The interest rate floor on these investments as of March 31, 2025 was 1.50%.
13.
The interest rate floor on these investments as of March 31, 2025 was 2.00%.
14.
For unsettled positions the interest rate is not presented.
15.
Equity investment that is a non-income producing security.
16.
The Company uses an internally developed industry classification system which was developed using the Global Industry Classification Standard ("GICS"®) as a reference. All investments are ultimately focused in enterprise software, data and technology-enabled business sectors.
17.
The headquarters of this portfolio company is located in Switzerland.
18.
The headquarters of this portfolio company is located in Luxembourg.
19.
The headquarters of this portfolio company is located in Netherlands.
20.
All or a portion of these investments are being secured as collateral in relation to the DB Credit Facility (as defined in Note 5. Borrowings).
21.
Position or portion thereof is an unfunded commitment, and no interest is being earned on the unfunded portion, although the investment may be subject to unused commitment fees. Negative cost and fair value, if applicable, results primarily from unamortized fees, which are capitalized to the investment cost. The unfunded commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. See below for more information on the Company’s unfunded commitments:

12


Table of Contents

 

VISTA CREDIT STRATEGIC LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) - (continued)

March 31, 2025

(dollars in thousands, except share and per share data)

 

Investments – non-controlled/non-affiliated

 

Commitment Type

 

Commitment
Expiration
Date

 

Unfunded
Commitment

 

 

Fair Value

 

Aptean, Inc.

 

Delayed Draw

 

1/30/2031

 

$

10,640

 

 

$

-

 

Aptean, Inc.

 

Delayed Draw

 

1/30/2031

 

 

9,460

 

 

 

-

 

Aptean, Inc.

 

Revolver

 

1/30/2031

 

 

2,969

 

 

 

(74

)

Aptean, Inc.

 

Delayed Draw

 

1/30/2031

 

 

861

 

 

 

(2

)

Ark Data Centers, LLC

 

Delayed Draw

 

11/27/2030

 

 

12,125

 

 

 

(218

)

Ark Data Centers, LLC

 

Revolver

 

11/27/2030

 

 

3,750

 

 

 

(68

)

ASG III, LLC

 

Delayed Draw

 

10/31/2029

 

 

4,388

 

 

 

(55

)

ASG III, LLC

 

Revolver

 

10/31/2029

 

 

1,325

 

 

 

(10

)

Azurite Intermediate Hold, Inc.

 

Revolver

 

3/19/2031

 

 

1,953

 

 

 

(5

)

CB Buyer Inc.

 

Delayed Draw

 

7/1/2031

 

 

3,168

 

 

 

(19

)

CB Buyer Inc.

 

Revolver

 

7/1/2031

 

 

1,579

 

 

 

(9

)

Cdata Software, Inc.

 

Delayed Draw

 

7/18/2030

 

 

2,041

 

 

 

(13

)

Cdata Software, Inc.

 

Delayed Draw

 

7/18/2030

 

 

1,735

 

 

 

(11

)

Cdata Software, Inc.

 

Revolver

 

7/18/2030

 

 

2,449

 

 

 

(16

)

Databricks, Inc.

 

Delayed Draw

 

12/31/2030

 

 

4,500

 

 

 

34

 

Diligent Corporation

 

Delayed Draw

 

8/2/2030

 

 

3,400

 

 

 

-

 

Diligent Corporation

 

Revolver

 

8/2/2030

 

 

1,657

 

 

 

(41

)

Enverus Holdings, Inc.

 

Delayed Draw

 

12/24/2029

 

 

316

 

 

 

-

 

Enverus Holdings, Inc.

 

Revolver

 

12/24/2029

 

 

1,267

 

 

 

(38

)

InhabitIQ, Inc.

 

Delayed Draw

 

1/12/2032

 

 

5,742

 

 

 

(29

)

InhabitIQ, Inc.

 

Revolver

 

1/12/2032

 

 

3,589

 

 

 

(18

)

Integrity Marketing Acquisition, LLC

 

Delayed Draw

 

8/25/2028

 

 

2,958

 

 

 

(7

)

Mews Systems B.V.

 

Delayed Draw

 

9/14/2029

 

 

377

 

 

 

(15

)

MRI Software, LLC

 

Revolver

 

2/10/2027

 

 

1,378

 

 

 

(38

)

Noynim, LLC

 

Delayed Draw

 

11/12/2029

 

 

14,019

 

 

 

(126

)

Noynim, LLC

 

Revolver

 

11/12/2029

 

 

1,986

 

 

 

(18

)

OEConnection LLC

 

Delayed Draw

 

4/22/2031

 

 

1,693

 

 

 

4

 

OEConnection LLC

 

Revolver

 

4/22/2031

 

 

2,116

 

 

 

5

 

Redwood Services Group, LLC

 

Delayed Draw

 

6/15/2029

 

 

9,961

 

 

 

(100

)

Redwood Services Group, LLC

 

Delayed Draw

 

6/15/2029

 

 

215

 

 

 

(2

)

SMR Holdings, LLC

 

Revolver

 

12/24/2029

 

 

2,750

 

 

 

(39

)

Softeon, Inc.

 

Delayed Draw

 

11/20/2030

 

 

3,333

 

 

 

(33

)

Softeon, Inc.

 

Delayed Draw

 

11/20/2030

 

 

1,667

 

 

 

-

 

Softeon, Inc.

 

Revolver

 

11/20/2030

 

 

1,667

 

 

 

(17

)

SumUp Holdings Midco S.à r.l

 

Delayed Draw

 

5/23/2031

 

 

2,532

 

 

 

(13

)

Zinnia Corporate Holdings, LLC

 

Delayed Draw

 

8/30/2029

 

 

3,529

 

 

 

(32

)

Total unfunded commitments

 

 

 

 

 

$

129,095

 

 

$

(1,023

)

 

22.
The following table shows the portfolio composition by geographic region at amortized cost and fair value as a percentage of total investments in portfolio companies. The geographic composition is determined by the location of the corporate headquarters of the portfolio company, which is not always indicative of the primary source of the portfolio company’s business:

 

 

As of March 31, 2025

 

Geography - % of Fair Value

 

Amortized Cost

 

 

Fair Value

 

United States

 

$

520,712

 

 

 

87.1

%

 

$

520,404

 

 

 

86.9

%

Luxembourg

 

 

10,034

 

 

 

1.7

 

 

 

10,063

 

 

 

1.7

 

Netherlands

 

 

47,244

 

 

 

7.9

 

 

 

47,790

 

 

 

8.0

 

Switzerland

 

 

19,979

 

 

 

3.3

 

 

 

20,206

 

 

 

3.4

 

Total

 

$

597,969

 

 

 

100.0

%

 

$

598,463

 

 

 

100.0

%

 

13


Table of Contents

 

VISTA CREDIT STRATEGIC LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(dollars in thousands, except share and per share data)

 

Investments(1)(16)(22)

 

Footnotes

 

Reference
Rate and
Spread

 

Interest
Rate
(2) (14)

 

 

Maturity
Date

 

Par
Amount/
Units
(1)

 

 

Amortized
Cost
(3)

 

 

Fair
Value

 

 

% of Net
Assets

 

Investments – non-controlled/non-affiliated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

First-Lien Debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Automobiles & Automobile Parts

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Central Parent, Inc.

 

(7) (20)

 

SOFR + 3.25%

 

 

7.58

%

 

7/6/2029

 

 

9,975

 

 

$

9,997

 

 

$

9,856

 

 

 

3.7

%

OEConnection LLC

 

(9) (20) (21)

 

SOFR + 5.00%

 

 

9.36

%

 

4/22/2031

 

 

19,402

 

 

 

19,178

 

 

 

19,352

 

 

 

7.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

29,175

 

 

 

29,208

 

 

 

11.0

 

Data & Analytics

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Azurite Intermediate Holdings, Inc.

 

(4) (9) (20) (21)

 

SOFR + 6.50%

 

 

10.86

%

 

3/19/2031

 

 

17,578

 

 

 

17,310

 

 

 

17,480

 

 

 

6.6

 

CData Software, Inc.

 

(4) (9) (20) (21)

 

SOFR + 6.25%

 

 

10.57

%

 

7/18/2030

 

 

23,163

 

 

 

22,743

 

 

 

22,796

 

 

 

8.6

 

Databricks, Inc.

 

(7) (14)

 

SOFR + 4.50%

 

 

-

%

 

12/31/2030

 

 

20,000

 

 

 

19,878

 

 

 

20,061

 

 

 

7.5

 

Inmar, Inc.

 

(8) (20)

 

SOFR + 5.00%

 

 

9.33

%

 

10/30/2031

 

 

9,975

 

 

 

9,926

 

 

 

10,020

 

 

 

3.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

69,857

 

 

 

70,357

 

 

 

26.5

 

Diversified Business Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CB Buyer Inc.

 

(4) (9) (20) (21)

 

SOFR + 5.25%

 

 

9.61

%

 

7/1/2031

 

 

14,336

 

 

 

14,166

 

 

 

14,216

 

 

 

5.3

 

Diversified Financial Institutions & Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dragon Buyer Inc

 

(7) (20)

 

SOFR + 3.25%

 

 

7.58

%

 

9/30/2031

 

 

7,000

 

 

 

6,966

 

 

 

7,023

 

 

 

2.6

 

SumUp Holdings Midco S.à r.l

 

(4) (5) (12) (18) (20) (21)

 

SOFR + 6.50%

 

 

11.01

%

 

5/23/2031

 

 

10,127

 

 

 

10,031

 

 

 

10,032

 

 

 

3.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

16,997

 

 

 

17,055

 

 

 

6.4

 

Diversified Software

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASG III, LLC

 

(4) (10) (20) (21)

 

SOFR + 6.50%

 

 

11.09

%

 

10/31/2029

 

 

13,261

 

 

 

12,929

 

 

 

13,042

 

 

 

4.9

 

Rocket Software, Inc.

 

(8) (20)

 

SOFR + 4.25%

 

 

8.61

%

 

11/28/2028

 

 

19,887

 

 

 

19,804

 

 

 

20,060

 

 

 

7.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

32,733

 

 

 

33,102

 

 

 

12.4

 

Government & Public Service

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Aptean, Inc.

 

(9) (20) (21)

 

SOFR + 5.00%

 

 

9.33

%

 

1/30/2031

 

 

22,087

 

 

 

21,869

 

 

 

22,085

 

 

 

8.3

 

Government, Risk & Compliance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diligent Corporation

 

(9) (20) (21)

 

SOFR + 5.00%

 

 

10.09

%

 

8/2/2030

 

 

14,961

 

 

 

14,824

 

 

 

14,914

 

 

 

5.6

 

Healthcare IT & Technology

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Athenahealth Group, Inc.

 

(8) (20)

 

SOFR + 3.25%

 

 

7.61

%

 

2/15/2029

 

 

9,886

 

 

 

9,829

 

 

 

9,930

 

 

 

3.7

 

Zelis Healthcare Corporation

 

(7) (20)

 

SOFR + 3.25%

 

 

7.61

%

 

11/26/2031

 

 

5,000

 

 

 

4,975

 

 

 

5,014

 

 

 

1.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

14,804

 

 

 

14,944

 

 

 

5.6

 

Hotels, Restaurants & Leisure

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mews Systems B.V.

 

(4) (5) (10) (19) (20) (21)

 

SOFR + 9.00%

 

 

13.36

%

 

9/14/2029

 

 

16,153

 

 

 

14,897

 

 

 

15,069

 

 

 

5.7

 

Infrastructure Software & DevOps

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Perforce Software, Inc.

 

(8) (20)

 

SOFR + 4.75%

 

 

9.11

%

 

3/21/2031

 

 

19,950

 

 

 

19,754

 

 

 

19,734

 

 

 

7.4

 

 

14


Table of Contents

 

VISTA CREDIT STRATEGIC LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS (continued)

DECEMBER 31, 2024

(dollars in thousands, except share and per share data)

 

Investments(1)(16)(22)

 

Footnotes

 

 

Reference
Rate and
Spread

 

Interest
Rate
(2) (14)

 

 

Maturity
Date

 

Par
Amount/
Units
(1)

 

 

Amortized
Cost
(3)

 

 

Fair
Value

 

 

% of Net
Assets

 

Insurance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Integrity Marketing Acquisition, LLC

 

(4) (9) (20) (21)

 

 

SOFR + 5.00%

 

 

9.51

%

 

8/25/2028

 

 

2,031

 

 

$

2,016

 

 

$

2,006

 

 

 

0.8

%

Zinnia Corporate Holdings, LLC

 

(4) (13) (20) (21)

 

 

SOFR + 8.00%

 

 

12.34

%

 

8/30/2029

 

 

26,471

 

 

 

25,964

 

 

 

26,021

 

 

 

9.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

27,980

 

 

 

28,027

 

 

 

10.6

 

IT Security

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noynim, LLC

 

(4) (11) (20) (21)

 

 

SOFR + 6.00%

 

 

10.45

%

 

11/12/2029

 

 

17,132

 

 

 

16,868

 

 

 

16,791

 

 

 

6.3

 

IT Services & IT Systems Management (Ex-Security)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acronis International

 

(4) (5) (6) (10) (17) (20)

 

 

SOFR + 6.85%
1.00% PIK

 

 

11.50

%

 

4/1/2027

 

 

20,156

 

 

 

19,904

 

 

 

20,156

 

 

 

7.6

 

Banff Merger Sub, Inc.

 

(7) (20)

 

 

SOFR + 3.75%

 

 

8.34

%

 

7/30/2031

 

 

6,498

 

 

 

6,476

 

 

 

6,559

 

 

 

2.5

 

Redwood Services Group, LLC

 

(4) (6) (9) (20) (21)

 

 

SOFR + 6.25%

 

 

10.68

%

 

6/15/2029

 

 

18,788

 

 

 

18,498

 

 

 

18,788

 

 

 

7.1

 

SMR Holdings, LLC

 

(4) (10) (20) (21)

 

 

SOFR + 5.75%

 

 

10.09

%

 

12/24/2029

 

 

41,000

 

 

 

40,305

 

 

 

40,345

 

 

 

15.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

85,183

 

 

 

85,848

 

 

 

32.4

 

Media, Entertainment & Publishing

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MH Sub I, LLC

 

(8) (20)

 

 

SOFR + 4.25%

 

 

8.61

%

 

5/3/2028

 

 

17,912

 

 

 

17,727

 

 

 

17,942

 

 

 

6.7

 

Real Estate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MRI Software, LLC

 

(10) (20) (21)

 

 

SOFR + 4.75%

 

 

9.08

%

 

2/10/2027

 

 

23,544

 

 

 

23,411

 

 

 

23,559

 

 

 

8.9

 

Telecom Services & IT Hardware

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ark Data Centers, LLC

 

(4) (9) (20) (21)

 

 

SOFR + 4.75%

 

 

9.08

%

 

11/27/2030

 

 

21,250

 

 

 

20,633

 

 

 

20,500

 

 

 

7.7

 

GoTo Group, Inc.

 

(7) (20)

 

 

SOFR + 4.75%

 

 

9.30

%

 

4/28/2028

 

 

14,077

 

 

 

13,197

 

 

 

12,863

 

 

 

4.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

33,830

 

 

 

33,363

 

 

 

12.5

 

Transportation, Logistics & Supply Chain

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Metropolis Technologies, Inc.

 

(4) (6) (7) (20)

 

 

SOFR + 6.00%

 

 

10.46

%

 

5/16/2031

 

 

15,814

 

 

 

15,517

 

 

 

15,616

 

 

 

5.9

 

Softeon, Inc.

 

(4) (9) (20) (21)

 

 

SOFR + 5.75%

 

 

10.08

%

 

11/20/2030

 

 

12,406

 

 

 

12,130

 

 

 

12,232

 

 

 

4.6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

27,647

 

 

 

27,848

 

 

 

10.5

 

Utilities & Utility Equipment and Services

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Enverus Holdings, Inc.

 

(9) (20) (21)

 

 

SOFR + 5.50%

 

 

9.86

%

 

12/24/2029

 

 

16,563

 

 

 

16,331

 

 

 

16,525

 

 

 

6.2

 

Total First-Lien Debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

498,055

 

 

 

500,587

 

 

 

188.4

 

Preferred Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Transportation, Logistics & Supply Chain

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Metropolis Technologies, Inc.

 

 

(4

)

 

N/A

 

 

16.00

%

 

5/16/2034

 

 

4,320

 

 

 

4,277

 

 

 

4,281

 

 

 

1.6

 

Metropolis Technologies, Inc.

 

 

(4

)

 

N/A

 

 

17.50

%

 

5/16/2034

 

 

480

 

 

 

456

 

 

 

459

 

 

 

0.2

 

Total Preferred Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,732

 

 

 

4,740

 

 

 

1.8

 

 

15


Table of Contents

 

VISTA CREDIT STRATEGIC LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS (continued)

DECEMBER 31, 2024

(dollars in thousands, except share and per share data)

 

Investments(1)(16)(22)

 

Footnotes

 

Reference
Rate and
Spread

 

Interest
Rate
(2) (14)

 

Maturity
Date

 

Par
Amount/
Units
(1)

 

 

Amortized
Cost
(3)

 

 

Fair
Value

 

 

% of Net
Assets

 

Other Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Transportation, Logistics & Supply Chain

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Metropolis Technologies, Inc.

 

(4) (15)

 

 

 

 

 

5/16/2034

 

 

280

 

 

$

20

 

 

$

20

 

 

 

0.0

%

Hotels, Restaurants & Leisure

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mews Systems B.V.

 

(4) (5) (15)
 (19)

 

 

 

 

 

9/14/2029

 

 

192

 

 

 

1,312

 

 

 

1,227

 

 

 

0.5

 

Total Other Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

1,332

 

 

 

1,247

 

 

 

0.5

 

Total Investments - non-controlled/non-affiliated

 

 

 

 

 

 

 

504,119

 

 

 

506,574

 

 

 

190.7

 

Cash and Cash Equivalents and Restricted Cash and Cash Equivalents

 

 

 

 

 

 

 

33,335

 

 

 

33,335

 

 

 

12.5

 

Total Investments, Cash and Cash Equivalents and Restricted Cash and Cash Equivalents

 

 

 

 

 

 

$

537,454

 

 

$

539,909

 

 

 

203.2

%

 

1.
Unless otherwise indicated, all investments held by the Company are denominated in U.S. dollars and headquartered in the United States. All investments are income producing unless otherwise indicated. Certain portfolio company investments are subject to contractual restrictions on sales. The total par amount (in thousands) is presented for all debt investment and preferred equity. Unit amount is presented for Other Equity.
2.
Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to SOFR or an alternate base rate (commonly based on the Federal Funds Rate (“F”) or the U.S. Prime Rate (“P”)), which generally resets periodically. For each loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of December 31, 2024. Variable rate loans typically include an interest reference rate floor feature.
3.
The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method in accordance with U.S. GAAP.
4.
These investments were valued using unobservable inputs and are considered Level 3 investments. Fair value was determined in good faith by the Adviser or under the direction of the Board (see Note 3, Fair Value Investments), pursuant to the Company’s valuation policy.
5.
The investment is not a qualifying asset under Section 55(a) of the 1940 Act. The Company may not acquire any nonqualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of December 31, 2024, nonqualifying assets represented 8.6% of total assets as calculated in accordance with regulatory requirements.
6.
Loans include a credit spread adjustment of 0.10%.
7.
There are no interest rate floors on these investments.
8.
The interest rate floor on these investments as of December 31, 2024 was 0.50%.
9.
The interest rate floor on these investments as of December 31, 2024 was 0.75%.
10.
The interest rate floor on these investments as of December 31, 2024 was 1.00%.
11.
The interest rate floor on these investments as of December 31, 2024 was 1.25%.
12.
The interest rate floor on these investments as of December 31, 2024 was 1.50%.
13.
The interest rate floor on these investments as of December 31, 2024 was 2.00%.
14.
For unsettled positions the interest rate is not presented.
15.
Equity investment that is a non-income producing security.
16.
The Company uses an internally developed industry classification system which was developed using the GICS® as a reference. All investments are ultimately focused in enterprise software, data and technology-enabled business sectors.
17.
The headquarters of this portfolio company is located in Switzerland.
18.
The headquarters of this portfolio company is located in Luxembourg.
19.
The headquarters of this portfolio company is located in Netherlands.
20.
All or a portion of these investments are being secured as collateral in relation to the DB Credit Facility (as defined in Note 5. Borrowings).
21.
Position or portion thereof is an unfunded commitment, and no interest is being earned on the unfunded portion, although the investment may be subject to unused commitment fees. Negative cost and fair value, if applicable, results primarily from unamortized fees, which are capitalized to the investment cost. The unfunded commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. See below for more information on the Company’s unfunded commitments:

16


Table of Contents

 

VISTA CREDIT STRATEGIC LENDING CORP.

CONSOLIDATED SCHEDULE OF INVESTMENTS (continued)

DECEMBER 31, 2024

(dollars in thousands, except share and per share data)

 

Investments – non-controlled/non-affiliated

 

Commitment
Type

 

Commitment
Expiration
Date

 

Unfunded
Commitment

 

 

Fair
Value

 

Aptean, Inc.

 

Delayed Draw

 

1/30/2031

 

$

993

 

 

$

2

 

Aptean, Inc.

 

Revolver

 

1/30/2031

 

 

1,820

 

 

 

(46

)

Ark Data Centers, LLC

 

Delayed Draw

 

11/27/2030

 

 

12,500

 

 

 

(250

)

Ark Data Centers, LLC

 

Revolver

 

11/27/2030

 

 

3,750

 

 

 

(75

)

ASG III, LLC

 

Delayed Draw

 

10/31/2029

 

 

4,388

 

 

 

(66

)

ASG III, LLC

 

Revolver

 

10/31/2029

 

 

1,325

 

 

 

(13

)

Azurite Intermediate Hold, Inc.

 

Revolver

 

3/19/2031

 

 

1,953

 

 

 

(10

)

CB Buyer Inc.

 

Delayed Draw

 

7/1/2031

 

 

4,049

 

 

 

(24

)

CB Buyer Inc.

 

Revolver

 

7/1/2031

 

 

1,579

 

 

 

(9

)

Cdata Software, Inc.

 

Delayed Draw

 

7/18/2030

 

 

2,041

 

 

 

(26

)

Cdata Software, Inc.

 

Delayed Draw

 

7/18/2030

 

 

1,734

 

 

 

(22

)

Cdata Software, Inc.

 

Revolver

 

7/18/2030

 

 

2,449

 

 

 

(31

)

Databricks, Inc.

 

Delayed Draw

 

1/3/2031

 

 

4,500

 

 

 

11

 

Diligent Corporation

 

Delayed Draw

 

8/2/2030

 

 

3,400

 

 

 

-

 

Diligent Corporation

 

Revolver

 

8/2/2030

 

 

1,657

 

 

 

(41

)

Enverus Holdings, Inc.

 

Delayed Draw

 

12/24/2029

 

 

832

 

 

 

-

 

Enverus Holdings, Inc.

 

Revolver

 

12/24/2029

 

 

1,229

 

 

 

(37

)

Integrity Marketing Acquisition, LLC

 

Delayed Draw

 

8/25/2028

 

 

2,958

 

 

 

(15

)

Mews Systems B.V.

 

Delayed Draw

 

9/14/2029

 

 

911

 

 

 

(58

)

MRI Software, LLC

 

Revolver

 

2/10/2027

 

 

1,378

 

 

 

(41

)

Noynim, LLC

 

Delayed Draw

 

11/12/2029

 

 

14,019

 

 

 

(140

)

Noynim, LLC

 

Revolver

 

11/12/2029

 

 

2,921

 

 

 

(29

)

OEConnection LLC

 

Delayed Draw

 

4/22/2031

 

 

3,385

 

 

 

(6

)

OEConnection LLC

 

Delayed Draw

 

4/22/2031

 

 

1,693

 

 

 

(3

)

OEConnection LLC

 

Revolver

 

4/22/2031

 

 

2,116

 

 

 

(4

)

Redwood Services Group, LLC

 

Delayed Draw

 

6/15/2029

 

 

215

 

 

 

-

 

SMR Holdings, LLC

 

Revolver

 

12/24/2029

 

 

2,750

 

 

 

(41

)

Softeon, Inc.

 

Delayed Draw

 

11/20/2030

 

 

3,333

 

 

 

(33

)

Softeon, Inc.

 

Delayed Draw

 

11/20/2030

 

 

1,667

 

 

 

(17

)

Softeon, Inc.

 

Revolver

 

11/20/2030

 

 

1,667

 

 

 

-

 

SumUp Holdings Midco S.à r.l

 

Delayed Draw

 

5/23/2031

 

 

2,532

 

 

 

(19

)

Zinnia Corporate Holdings, LLC

 

Delayed Draw

 

8/30/2029

 

 

3,529

 

 

 

(53

)

Total unfunded commitments

 

 

 

 

 

$

95,273

 

 

$

(1,096

)

 

22.
The following table shows the portfolio composition by geographic region at amortized cost and fair value as a percentage of total investments in portfolio companies. The geographic composition is determined by the location of the corporate headquarters of the portfolio company, which is not always indicative of the primary source of the portfolio company’s business:

 

 

As of December 31, 2024

 

Geography - % of Fair Value

 

Amortized Cost

 

 

Fair Value

 

United States

 

$

457,975

 

 

 

90.8

%

 

$

460,090

 

 

 

90.8

%

Luxembourg

 

 

10,031

 

 

 

2.0

 

 

 

10,032

 

 

 

2.0

 

Netherlands

 

 

16,209

 

 

 

3.2

 

 

 

16,296

 

 

 

3.2

 

Switzerland

 

 

19,904

 

 

 

3.9

 

 

 

20,156

 

 

 

4.0

 

Total

 

$

504,119

 

 

 

100.0

%

 

$

506,574

 

 

 

100.0

%

 

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Table of Contents

 

VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

1.
ORGANIZATION

Vista Credit Strategic Lending Corp. (the “Company”) is incorporated under the laws of the State of Maryland and was formed on March 15, 2022, its date of inception (“Inception Date”). The Company is structured as a closed-end management investment company. The Company has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, for tax purposes, the Company has elected to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Company is externally managed by Vista Credit BDC Management, L.P. (the “Adviser”), an investment adviser that is registered with the U.S. Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940, as amended. The Adviser provides the administrative services necessary for the Company to operate pursuant to an administration agreement (the “Administration Agreement”). The Adviser is a wholly owned subsidiary of VEP Group, LLC (together with its affiliates, including Vista Credit Partners, L.P., “Vista”).

The Company is conducting a private offering (the “Private Offering”) of its shares of common stock to accredited investors, as defined in Regulation D under the Securities Act of 1933, as amended (the “1933 Act”) and outside the United States in accordance with Regulation S or Regulation D under the 1933 Act, in reliance on exemptions from the registration requirements of the 1933 Act. The Company is a privately placed, perpetual-life BDC, which is a BDC whose shares are not listed for trading on a stock exchange or other securities market. Each investor in the Private Offering makes a capital commitment (a “Capital Commitment”) to purchase shares of common stock of the Company pursuant to a subscription agreement entered into with the Company. Stockholders will be required to fund drawdowns to purchase the Company’s shares up to the amount of their respective Capital Commitments on an as-needed basis each time the Company delivers a notice to the Stockholders. On June 16, 2023, the Adviser purchased 1,250 shares of the Company’s common stock at $20.00 per share. On September 8, 2023, the Company began accepting subscription agreements from third-party investors acquiring shares of the Company’s common stock in the Private Offering.

The Company invests in “middle market companies,” which the Company defines to generally mean companies with earnings before interest, taxes, depreciation and amortization (“EBITDA”) of less than $250 million annually and/or annual revenue of $25 million to $2.5 billion at the time of investment, in the enterprise software, data and technology-enabled business sectors. The Company’s investment objective is to generate current income and, to a lesser extent, capital appreciation by investing in a portfolio of investments that primarily consists of senior or subordinated debt, preferred stock or other interests senior to common equity as well as equity securities (or rights to acquire equity securities) acquired in connection with debt financing transactions in management buyouts, recapitalizations and other opportunities.

2.
SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). In the opinion of management, all adjustments considered necessary for the fair presentation of the consolidated financial statements have been included.

The Company is an investment company for the purposes of accounting and financial reporting in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services—Investment Companies (“ASC 946”).

Interim financial statements are prepared in accordance with U.S. GAAP for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Articles 6 or 10 of Regulation S-X. In the opinion of management, all adjustments, consisting solely of normal recurring accruals considered necessary for the fair presentation of financial statements for the interim periods presented, have been included. The current period’s results of operations will not necessarily be indicative of results that ultimately may be achieved for the fiscal year ending December 31, 2025.

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Table of Contents

VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

Use of Estimates

The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. It also requires management to exercise judgment in the process of applying the Company’s accounting policies. Actual results could differ from those estimates.

Consolidation

As provided under ASC 946 and Regulation S-X, the Company will generally not consolidate its investment in a company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the Company consolidated the results of the Company’s wholly-owned subsidiaries, BDC CA Lender, LLC, VCSL Funding 1 LLC (“VCSL Funding 1”) and VCSL Funding 2 LLC. All significant intercompany balances and transactions have been eliminated.

Investments

Investment transactions are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment using the specific identification method without regard to unrealized appreciation or depreciation previously recognized, and includes investments charged off during the period, net of recoveries. Net change in unrealized appreciation or depreciation on investments as presented in the accompanying Consolidated Statements of Operations reflects the net change in the fair value of investments, including the reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized. See Note 3, Fair Value Measurements, for further informations about fair value measurements.

 

Cash and Cash Equivalents and Restricted Cash and Cash Equivalents

 

Cash and cash equivalents consist of demand deposits and highly liquid investments (e.g., money market funds,U.S. treasury notes) with original maturities of three months or less. Cash and cash equivalents are denominated in U.S.dollars and are carried at cost, which approximates fair value. The Company deposits its cash and cash equivalents with highly-rated banking corporations and, at times, cash deposits may exceed the insured limits under applicable law.

 

Restricted cash and cash equivalents include amounts that are collected and are held by trustees who have been appointed as custodians of the assets securing certain of the Company’s financing transactions. Restricted cash and cash equivalents are held by the trustees for payment of interest expense and principal on the outstanding borrowings or reinvestment into new assets. Restricted cash also includes amounts for capital received in advance of the closing date.

Revenue Recognition

Interest income is recorded on an accrual basis and includes the accretion of discounts, amortization of premiums and payment-in-kind (“PIK”) interest. Discounts from and premiums to par value on investments purchased are accreted/amortized into interest income over the life of the respective security using the effective interest method. To the extent loans contain PIK provisions, PIK interest, computed at the contractual rates, is accrued, recorded as interest income and added to the principal balance of the loan. PIK interest income added to the principal balance is generally collected upon repayment of the outstanding principal. As of March 31, 2025 and 2024, there were one and one loans in the portfolio, respectively, that earned PIK income. For the three months ended March 31, 2025 and 2024, the Company earned $51 and $19 of PIK interest income, respectively.

Loans are generally placed on non-accrual status when interest and/or principal payments become materially past due and there is reasonable doubt that principal or interest will be collected in full. Recognition of interest income of that loan will be ceased until all principal and interest is current through payment or until a restructuring occurs, such that the interest income is deemed to be collectible. However, the Company remains contractually entitled to this interest. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon the Company’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest are paid or there is no longer any reasonable doubt that such principal or interest will be collected in full and, in the Company’s judgment, are

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Table of Contents

VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

likely to remain current. The Company may make exceptions to this policy if the loan has sufficient collateral value or is in the process of collection. Accrued interest is written off when it becomes probable that the interest will not be collected, and the amount of uncollectible interest can be reasonably estimated. The Company did not have any loans on non-accrual status as of March 31, 2025 or December 31, 2024.

Other income may include income such as consent, waiver, amendment, unused, underwriting, arranger and prepayment fees associated with the Company’s investment activities as well as any fees for managerial assistance services rendered by the Company to the portfolio companies. Such fees are recognized as income when earned or the services are rendered. For the three months ended March 31, 2025 and 2024, the Company earned $288 and $142, respectively, in other income, primarily from unused fees.

Dividend income on preferred equity is recorded on an 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 record date for private portfolio companies or on the ex-dividend date for publicly traded portfolio companies. To the extent a preferred equity contains PIK provisions, PIK dividends, computed at the contractual rates, are accrued, recorded as dividend income and added to the principal balance of the preferred equity. PIK dividends added to the principal balance are generally collected upon redemption of the equity. For the three months ended March 31, 2025 and 2024, the Company earned $191 and $0, respectively, in dividend income.

Offering Costs

Offering costs will be borne by the Company and have been advanced from the Adviser subject to recoupment. Costs associated with the Private Offering of the Company are capitalized as deferred offering costs on the Consolidated Statements of Assets and Liabilities and amortized over a twelve-month period from the commencement of operations. These costs consist primarily of legal fees and other fees incurred in connection with the Private Offering.

For the three months ended March 31, 2025, the Company incurred $242 of offering costs, and amortized $21 of offering costs. For the three months ended March 31, 2024, the Company incurred $96 of offering costs, and amortized $629 of offering costs. Refer to Note 4. Related Party Transactions for further details on the Expense Support Agreement (as defined below).

Deferred Financing Costs, Interest Expense, and Credit Facility Fees

Interest expense and unused commitment fees on the Company’s borrowings are recorded on an accrual basis. Unused commitment fees are included in interest expense and credit facility fees in the accompanying Consolidated Statements of Operations.

Deferred financing costs represent capitalized fees and other direct incremental costs incurred in connection with the Company’s borrowings. These amounts are amortized on a straight-line basis over the expected term of the credit facility. The unamortized balance of such costs is included in prepaid expenses and other assets in the accompanying Consolidated Statements of Assets and Liabilities. The amortization of such costs is included in interest expense and credit facility fees in the accompanying Consolidated Statements of Operations.

As of March 31, 2025 and December 31, 2024, the Company had $2,470 and $2,867 of deferred financing costs, respectively. Amortization expense for deferred financing costs for the three months ended March 31, 2025 and 2024 were $397 and $218, respectively.

Expenses

The Company is responsible for software costs, insurance costs and other expenses related to the Company’s operations. Such expenses, including expenses incurred and paid by the Adviser on behalf of the Company, are generally expected to be reimbursed by the Company. Costs incurred for annual subscriptions and insurance policies are generally recorded as a deferred charge and are amortized using the straight-line method over the term of the subscription or policy period. Deferred costs related to the Company’s director and officers liability insurance are presented in prepaid expenses and other assets on the Company’s Consolidated Statements of Assets and Liabilities.

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Table of Contents

VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

Income Taxes

The Company has elected to be treated as a RIC under the Code. So long as the Company maintains its status as a RIC, it generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its stockholders as dividends. Therefore, no provision for federal income taxes is recorded in the consolidated financial statements of the Company. Rather, any tax liability related to income earned and distributed by the Company would represent obligations of the Company’s investors.

To qualify for and maintain qualification as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements. In addition, to qualify for RIC tax treatment, the Company must also annually distribute dividends for U.S. federal income tax purposes to its stockholders out of the assets legally available for distribution of an amount generally at least equal to 90% of the sum of its investment company taxable income, determined without regard to any deduction for dividends paid.

Depending on the level of taxable income earned in a tax year, the Company can be expected to carry forward taxable income (including net capital gains, if any) in excess of current year dividend distributions from the current tax year into the next tax year and pay a nondeductible 4% U.S. federal excise tax on such taxable income, as required. To the extent that the Company determines that the estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such income, the Company accrues excise tax on estimated excess taxable income.

The Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reserved and recorded as tax benefits or expenses in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof.

Functional Currency

The functional currency of the Company is the U.S. Dollar, and all transactions were in U.S. Dollars.

Earnings per Common Share

The Company computes earnings per common share in accordance with ASC 260, Earnings Per Share (“ASC 260”). Basic earnings per common share is calculated by dividing the net increase (decrease) in net assets resulting from operations attributable to common stock by the weighted average number of shares of common stock outstanding. Diluted earnings per common share reflects the assumed conversion of all dilutive securities.

 

Segment Reporting

 

In accordance with ASC Topic 280 - Segment Reporting (“ASC 280”), the Company has determined that it has a single operating and reporting segment. As a result, the Company’s segment accounting policies are the same as described herein and the Company does not have any intra-segment sales or transfers of assets.

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Table of Contents

VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

3.
FAIR VALUE MEASUREMENTS

The Company applies fair value accounting in accordance with the terms of ASC 820, Fair Value Measurements (“ASC 820”), as amended, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. ASC 820 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between market participants on the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820, the Company considers its principal market to be the market that has the greatest volume and level of activity. ASC 820 specifies a fair value hierarchy that prioritizes and ranks the level of observability of inputs used in determination of fair value. In accordance with ASC 820, these levels are summarized below:

Level 1—Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access.
Level 2—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of observable input that is significant to the fair value measurement. The assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment.

The Adviser, as the valuation designee pursuant to Rule 2a-5 under the 1940 Act, determines in good faith the fair value of the Company’s investment portfolio for which market quotations are not readily available. In addition to using the above inputs in investment valuations, the Adviser will apply a valuation policy approved by the Board that is consistent with ASC 820. Consistent with the valuation policy, the Company evaluates the source of the inputs, including any markets in which the Company’s investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When an investment is valued based on prices provided by reputable dealers or pricing services (that is, broker quotes), the Company subjects those prices to various criteria in making the determination as to whether a particular investment would qualify for treatment as a Level 2 or Level 3 investment. For example, the Company, or the independent valuation firm(s), reviews pricing support provided by dealers or pricing services in order to determine if observable market information is being used, versus unobservable inputs.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Additionally, the fair value of such investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that may ultimately be realized. Further, such investments are generally less liquid than publicly traded securities and may be subject to contractual and other restrictions on resale. If the Company were required to liquidate a portfolio investment in a forced or liquidation sale, it could realize amounts that are different from the amounts presented and such differences could be material.

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 unrealized gains or losses reflected herein.

Transfers between levels, if any, are recognized at the beginning of the quarter in which the transfers occur. For the three months ended March 31, 2025 and 2024, there were no transfers from level 3 to level 2 that was a result of changes in the observability of significant inputs for these portfolio companies.

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Table of Contents

VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

The following tables summarize the Company’s investments measured at fair value on a recurring basis by the above fair value hierarchy levels as of March 31, 2025 and December 31, 2024.

 

 

As of March 31, 2025

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

First-lien debt

 

$

-

 

 

$

264,230

 

 

$

324,866

 

 

$

589,096

 

Preferred equity

 

 

-

 

 

 

-

 

 

 

4,800

 

 

 

4,800

 

Other equity

 

 

-

 

 

 

-

 

 

 

4,567

 

 

 

4,567

 

Total

 

$

-

 

 

$

264,230

 

 

$

334,233

 

 

$

598,463

 

 

 

As of December 31, 2024

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

First-lien debt

 

$

-

 

 

$

235,497

 

 

$

265,090

 

 

$

500,587

 

Preferred equity

 

 

-

 

 

 

-

 

 

 

4,740

 

 

 

4,740

 

Other equity

 

 

-

 

 

 

-

 

 

 

1,247

 

 

 

1,247

 

Total

 

$

-

 

 

$

235,497

 

 

$

271,077

 

 

$

506,574

 

 

The changes in the Company’s investments at fair value for which the Company has used Level 3 inputs to determine fair value and net change in unrealized appreciation (depreciation) included in earnings for Level 3 investments that continue to be held are as follows:

 

 

Financial Assets
For the Three Months Ended
March 31, 2025

 

 

First-Lien
Debt

 

 

Preferred Equity and Other Equity

 

 

Total

 

Balance, beginning of period

 

$

265,090

 

 

$

5,987

 

 

$

271,077

 

Purchases

 

 

58,455

 

 

 

2,939

 

 

 

61,393

 

Paydowns

 

 

(208

)

 

 

-

 

 

 

(208

)

Accretion of discount

 

 

260

 

 

 

-

 

 

 

260

 

PIK interest

 

 

51

 

 

 

-

 

 

 

51

 

Net change in unrealized appreciation

 

 

1,218

 

 

 

441

 

 

 

1,659

 

Transfers out of Level 3

 

 

-

 

 

 

-

 

 

 

-

 

Balance, end of period

 

$

324,866

 

 

$

9,367

 

 

$

334,233

 

Net change in unrealized appreciation included in earnings related to investments that continue to be held at the reporting date included in net change in unrealized appreciation on investments on the Consolidated Statements of Operations

 

 

1,218

 

 

 

441

 

 

 

1,659

 

 

 

 

 

 

 

 

 

 

 

 

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Table of Contents

VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

 

Financial Assets
For the Three Months Ended
March 31, 2024

 

 

First-Lien
Debt

 

 

Total

 

Balance, beginning of period

 

$

57,510

 

 

$

57,510

 

Purchases

 

 

50,779

 

 

 

50,779

 

Paydowns

 

 

-

 

 

 

-

 

Accretion of discount

 

 

59

 

 

 

59

 

PIK interest

 

 

2

 

 

 

2

 

Net change in unrealized appreciation

 

 

325

 

 

 

325

 

Balance, end of period

 

$

108,675

 

 

$

108,675

 

Net change in unrealized appreciation included in earnings related to investments that continue to be held at the reporting date included in net change in unrealized appreciation on investments on the Consolidated Statements of Operations

 

 

325

 

 

 

325

 

The Company generally uses the following framework when determining the fair value of investments that are categorized as Level 3:

The Company’s Board has appointed the Adviser as its valuation designee, in accordance with Rule 2a-5 under the 1940 Act. The fair value is determined by the Adviser’s valuation committee, subject to oversight by the Board, consistent with a documented valuation policy and consistently applied valuation process. In connection with that determination, investment valuations will be prepared using ranges of valuations obtained from independent valuation firms, and/or proprietary models depending on the materiality of the investments, the availability of information on the Company’s investments and the type of investment being valued, all in accordance with the Company’s valuation policy.

 

Determination of fair value of Level 3 debt and equity investments involves subjective judgments and estimates.As part of the valuation process, the factors that may be taken into account in determining the fair value of the Company’s investments, include, as relevant: the estimated enterprise value of a portfolio company (i.e., the total fair value of the portfolio company’s debt and equity), the nature and realizable value of any collateral, the portfolio company’s ability to make payments based on its earnings and cash flow, the markets in which the portfolio company does business, a comparison of the portfolio company’s securities to any similar publicly traded securities, and overall changes in the interest rate environment and the credit markets that may affect the price at which similar investments may be made in the future. When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, the Adviser’s valuation committee will consider whether the pricing indicated by the external event corroborates its valuation.

 

The primary method for determining enterprise value uses a multiple analysis whereby appropriate multiples are applied to the portfolio company’s net income before net interest expense, income tax expense, depreciation and amortization (“EBITDA”). A portfolio company’s EBITDA can include pro forma adjustments for items such as acquisitions, divestitures, or expense reductions. The Adviser may also employ other valuation multiples to determine enterprise value, such as revenues. The Adviser carefully considers numerous factors when selecting the appropriate companies whose multiples are used to value the Company’s portfolio companies. These factors include, but are not limited to, the type of organization, similarity to the business being valued, relevant risk factors, as well as size,profitability and growth expectations.The enterprise value analysis is performed to determine the value of equity investments and to determine if debt investments are credit impaired.

 

If debt investments are credit impaired, the Adviser will use the enterprise value analysis or a liquidation basis analysis to determine fair value. For debt investments that are not determined to be credit impaired, the Adviser uses a market interest rate yield analysis to determine fair value. In addition, for certain debt investments, the Adviser bases its valuation on indicative bid and ask prices provided by an independent third party pricing service. Bid prices reflect the highest price that the Company and others could be willing to pay. Ask prices represent the lowest price that the Company and others could be willing to accept. The Adviser generally uses the midpoint of the bid/ask range as its best estimate of fair value of such investment.

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Table of Contents

VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

The following table summarizes the quantitative information related to the significant unobservable inputs for Level 3 instruments which are carried at fair value as of March 31, 2025:

 

 

 

 

 

 

 

 

 

Range

 

 

 

 

 

Fair Value as of
March 31, 2025

 

 

Valuation
Techniques

 

Significant
Unobservable
Inputs

 

Low

 

 

High

 

 

Weighted
Average

 

First-lien debt

 

$

276,849

 

 

Yield Analysis

 

Discount Rate

 

 

9.30

%

 

 

15.75

%

 

 

11.24

%

 

 

48,017

 

 

Recent Transactions

 

Transaction Price

 

 

98.50

 

 

 

99.00

 

 

 

98.79

 

Preferred equity

 

 

4,800

 

 

Yield Analysis

 

Discount Rate

 

 

116.93

%

 

 

116.93

%

 

 

116.93

%

Other equity

 

 

285

 

 

Market Approach

 

EBITDA Multiple

 

18.7x

 

 

18.7x

 

 

18.7x

 

 

 

4,282

 

 

Market Approach

 

Revenue Multiple

 

7.4x

 

 

10.0x

 

 

8.2x

 

Total investments

 

$

334,233

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The following table summarizes the quantitative information related to the significant unobservable inputs for Level 3 instruments which are carried at fair value as of December 31, 2024:

 

 

 

 

 

 

 

 

 

Range

 

 

 

 

 

Fair Value as of
December 31,
2024

 

 

Valuation
Techniques

 

Significant
Unobservable
Inputs

 

Low

 

 

High

 

 

Weighted
Average

 

First-lien debt

 

$

187,455

 

 

Yield Analysis

 

Discount Rate

 

 

9.70

%

 

 

15.80

%

 

 

12.20

%

 

 

77,635

 

 

Recent Transactions

 

Transaction Price

 

 

98.00

 

 

 

99.00

 

 

 

98.48

 

Preferred equity

 

 

4,740

 

 

Yield Analysis

 

Discount Rate

 

 

17.00

%

 

 

19.70

%

 

 

17.26

%

Other equity

 

 

20

 

 

Market Approach

 

EBITDA Multiple

 

16.8x

 

 

16.8x

 

 

16.8x

 

 

 

1,227

 

 

Market Approach

 

Revenue Multiple

 

8.25x

 

 

10.25x

 

 

9.25x

 

Total first-lien debt

 

$

271,077

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The significant unobservable inputs used in the fair value measurement of the Company’s investments in first lien debt securities and preferred equity investments are discount rates and transaction prices. Significant increases in discount rates in isolation would result in a significantly lower fair value measurement. Significant decreases in transactions prices in isolation would result in a significantly lower fair value measurement.

 

The significant unobservable input used in the market approach for equity securities is the performance multiple,which may include a revenue multiple, EBITDA multiple, or forward-looking metrics. The multiple is used to estimate the enterprise value of the underlying investment. An increase or decrease in the multiple would result in an increase or decrease, respectively, in the fair value.

Financial Instruments Disclosed but Not Carried at Fair Value

The following table presents the carrying value and fair value of the Company’s secured borrowings disclosed but not carried at fair value as of March 31, 2025 and December 31, 2024:

 

 

As of March 31, 2025

 

 

As of December 31, 2024

 

 

Carrying
Value

 

 

Fair
Value

 

 

Carrying
Value

 

 

Fair
Value

 

Secured borrowings

 

$

295,150

 

 

$

295,150

 

 

$

227,150

 

 

$

227,150

 

Total borrowings

 

$

295,150

 

 

$

295,150

 

 

$

227,150

 

 

$

227,150

 

 

Secured borrowings as of March 31, 2025 and December 31, 2024 consist of borrowings under the SMBC Credit Facility and the DB Credit Facility (each as defined in Note 5. Borrowings). Given the underlying interest rate on any secured borrowing is based on an underlying index that resets on a periodic basis, the carrying values of the secured borrowings approximate fair value. Secured borrowings are categorized as Level 3 within the hierarchy.

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VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

The carrying value of other financial assets and liabilities approximates their fair value based on the short term nature of these items.

4.
RELATED PARTY TRANSACTIONS

Investment Advisory Agreement

On June 16, 2023, the Company entered into an investment advisory agreement (the “Investment Advisory Agreement”) with the Adviser, pursuant to which the Adviser will manage the Company’s investment program and related activities. For providing these services, the Adviser will receive fees from the Company consisting of two components: (1) a Management Fee and (2) an Incentive Fee (both as described below). The cost of the Management Fee and the Incentive Fee will ultimately be borne by the Company’s stockholders. No Management Fee or Incentive Fee was payable to the Adviser until the commencement of investment activities. Without payment of any penalty, the Company will have the right to terminate the Investment Advisory Agreement upon 60 days’ written notice.

The Management Fee is payable quarterly in arrears at an annual rate of 1.25% of the Company’s net asset value as of the last day of the immediately preceding quarter. Such amount shall be appropriately adjusted (based on the actual number of days elapsed relative to the total number of days in such calendar quarter) for any share issuances or repurchases during a calendar quarter. In addition, the Management Fee for any partial quarter shall be appropriately prorated. For the purposes of the Investment Advisory Agreement, “net assets” means the Company’s total assets less indebtedness and before taking into account any incentive fees payable during the period. The Management Fee incurred for the three months ended March 31, 2025 and 2024 was $854 and $240, respectively. The $854 remains payable as of March 31, 2025.

The Incentive Fee consists of two components: the investment income component (the “Investment Income Incentive Fee”), and the capital gains component (the “Capital Gains Incentive Fee”). The two components are independent of each other, with the result that one component may be payable even if the other is not.

(i)
Investment Income Incentive Fee

The Investment Income Incentive Fee is calculated quarterly in arrears based on pre-incentive fee net investment income for the immediately preceding calendar quarter. “Pre-incentive fee net investment income” means dividends (including reinvested dividends), interest and fee income accrued by the Company during the calendar quarter, minus operating expenses for the calendar quarter (including the Management Fee, expenses payable to the Adviser under the Administration Agreement and any interest expense and dividends paid on any issued and 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 original issue discount, debt instruments with PIK and zero-coupon securities), accrued income that the Company may not have received in cash. Pre-incentive fee net investment income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.

Pre-incentive fee net investment income, expressed as a rate of return on the value of the Company’s net assets at the end of the immediately preceding quarter, is compared to a “hurdle rate” of 1.25% per quarter (5.0% annualized).

The Company will pay the Adviser an Investment Income Incentive Fee in each calendar quarter as follows:

No Investment Income Incentive Fee in any calendar quarter in which the Company’s pre-incentive fee net investment income does not exceed the hurdle rate of 1.25% per quarter (5.00% annualized);
100% of the pre-incentive fee net investment income with respect to that portion of such pre-incentive fee net investment income, if any, that exceeds the hurdle rate but is less than 1.43% (5.72% annualized). This portion of the pre-incentive fee net investment income (which exceeds the hurdle rate but is less than 1.43%) is referred to as the “catch-up”; and
12.5% of the Company’s pre-incentive fee net investment income, if any, that exceeds 1.43% (5.72% annualized).

For the three months ended March 31, 2025 and 2024, the Company incurred an Investment Income Incentive Fee of $809 and $0, respectively. The $809 remains payable as of March 31, 2025.

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VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

(ii)
Capital Gains Incentive Fee

The second component of the Incentive Fee, the Capital Gains Incentive Fee, is payable in arrears at the end of each calendar year in an amount equal to 12.5% of cumulative realized capital gains from initial drawdown through the end of such 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 Incentive Fees.

The Company will accrue, but will not pay, a Capital Gains Incentive Fee with respect to aggregate unrealized appreciation on investments because a Capital Gains Incentive Fee would be owed to the Adviser if the Company were to sell the relevant investments and realize a capital gain. If the Capital Gain Incentive Fee base, adjusted to include unrealized capital appreciation, is positive at the end of a period, then the Company will accrue a capital gain incentive fee equal to 12.5% of such amount, less the aggregate amount of the actual Capital Gain Incentive Fees paid and capital gain incentive fees accrued in all prior periods. If such amount is negative, then there is no accrual for such period. The resulting accrual in a given period may result in additional expense if such cumulative amount is greater than in the prior period or a reversal of previously recorded expense if such cumulative amount is less than in the prior period. There can be no assurance that such unrealized capital appreciation will be realized in the future. For the three months ended March 31, 2025, the Company had a reversal in the Capital Gains Incentive Fee of $(262), and as of March 31, 2025 there was a $45 Capital Gain Incentive Fee payable, none of which is contractually payable under the terms of the Investment Advisory Agreement. For the three months ended March 31, 2024, the Company incurred a Capital Gains Incentive Fee of $28, none of which was contractually payable under the terms of the Investment Advisory Agreement.

Notwithstanding the foregoing, if the Company is required by U.S. GAAP to record an investment at its fair value as of the time of acquisition instead of at the actual amount paid for such investment (including, for example, as a result of the application of the asset acquisition method of accounting), then solely for the purposes of calculating the Capital Gains Incentive Fee, the “accreted or amortized cost basis” of an investment shall be an amount (the “Contractual Cost Basis”) equal to (1) (x) the actual amount paid by the Company for such investment plus (y) any amounts recorded in the Company’s financial statements as required by U.S. GAAP that are attributable to the accretion of such investment plus (z) any other adjustments made to the cost basis included in the Company’s financial statements, including payment-in-kind interest or additional amounts funded (net of repayments) minus (2) any amounts recorded in the Company’s financial statements as required by U.S. GAAP that are attributable to the amortization of such investment, whether such calculated Contractual Cost Basis is higher or lower than the fair value of such investment (as determined in accordance with U.S. GAAP) at the time of acquisition.

The fees that are payable under the Investment Advisory Agreement for any partial period will be appropriately prorated and adjusted for any share issuances or repurchases during the relevant period. For the three months ended March 31, 2025 and 2024, $1,401 and $268 of management and incentive fees were incurred, respectively, and $1,707 and $1,517 remain payable as of March 31, 2025 and December 31, 2024, respectively.

Administration Agreement

On June 16, 2023, the Company entered into the Administration Agreement with its Adviser. Pursuant to the Administration Agreement, the Adviser will perform, or oversee the performance of, administrative services, which includes, but is not limited to, providing office facilities, equipment and office services, maintaining financial records, preparing reports to stockholders and the Board and reports filed with the SEC, managing the payment of expenses, providing significant managerial assistance to those portfolio companies to which the Company is required to provide such assistance, assisting the Company in determining and publishing (as necessary or appropriate) the Company’s net asset value and overseeing the preparation and filing of the Company’s tax returns and the performance of administrative and professional services rendered by others, which could include employees of the Adviser or its affiliates. The Company will reimburse the Adviser (and/or one or more of its affiliates) costs and expenses incurred by the Adviser for services performed for the Company pursuant to the terms of the Administration Agreement. In addition, pursuant to the terms of the Administration Agreement, the Adviser may delegate its obligations under the Administration Agreement to an affiliate and/or to a third party and the Company will reimburse the Adviser (or its affiliate(s)) for any services performed for us by such affiliate or third party. To the extent that the Adviser outsources any of its functions, the Company will pay the fees associated with such functions on a direct basis without profit to the Adviser. The Company will bear its allocable portion of the costs of the compensation, benefits, administrative expenses (including travel expenses in accordance with the Adviser’s travel and expense policy) and related overhead expenses of the Company’s officers who provide operational, administrative, legal, compliance, finance and accounting services hereunder, their respective staffs and other professionals

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VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

who are employed by any of the Adviser’s affiliates that provide services to the Company, and who assist with the preparation, coordination and administration of the foregoing or provide other “back office” or “middle office” financial or operational services to the Company. The Company shall reimburse the Adviser (or its affiliate(s)) for an allocable portion of the compensation (including benefits) and overhead paid by the Adviser (or its affiliate(s)) to such individuals. The Administration Agreement may be terminated by either party without penalty upon 60 days’ written notice to the other party.

Beginning with the three months ended September 30, 2024, the Adviser agreed to voluntarily waive costs and expenses reimbursable by the Company to the Adviser under the Administration Agreement to the extent such costs and expenses exceed an amount equal to 15 basis points (annualized) of the weighted average fair value of the Company’s total investments for such period.

For the three months ended March 31, 2025 and 2024, the Company incurred $319 and $404, respectively, in administrative service fees under the Administration Agreement, of which $109 and $0, respectively, were waived by the Adviser. As of March 31, 2025 and December 31, 2024, $485 and $275, respectively, was unpaid and included in administrative service fees payable in the accompanying Consolidated Statements of Assets and Liabilities.

Expense Support and Conditional Reimbursement Agreement

The Company entered into an expense support and conditional reimbursement agreement (the “Expense Support Agreement”) with the Adviser pursuant to which the Adviser elected to pay $3.0 million of the Company's organization and offering costs.

Following any calendar quarter in which Available Operating Funds (as defined below) exceed the cumulative distributions accrued to the Company’s stockholders based on distributions declared with respect to record dates occurring in such calendar quarter (the amount of such excess being hereinafter referred to as “Excess Operating Funds”), the Company shall pay such Excess Operating Funds, or a portion thereof, to the Adviser until such time as all Expense Payments made by the Adviser to, or on behalf of, the Company within three years prior to the last business day of such calendar quarter have been reimbursed. Any payments required to be made by the Company shall be referred to herein as a “Reimbursement Payment.” Reimbursement Payments are conditioned on (i) a distribution level (exclusive of return of capital and declared special dividends or special distributions, if any) equal to, or greater than, the rate at the time of the reimbursement, (ii) an operating expense ratio (excluding any interest expense, organizational and offering expenses, Management or Incentive Fee) that is lower than the expense ratio (excluding any interest expense, organizational and offering expenses, Management or Incentive Fee) at the time of the expense reimbursement and (iii) a distribution level (exclusive of return of capital, if any) equal to, or greater than, the rate at the time of the waiver or reimbursement. “Available Operating Funds” means the sum of (i) net investment company taxable income (including net short-term capital gains reduced by net long-term capital losses), (ii) net capital gains (including the excess of net long-term capital gains over net short-term capital losses) and (iii) dividends and other distributions paid to the Company on account of investments in portfolio companies (to the extent such amounts listed in clause (iii) are not included under clauses (i) and (ii) above).

The Company’s obligation to make a Reimbursement Payment shall automatically become a liability of the Company on the last business day of the applicable calendar quarter, except to the extent the Adviser has waived its right to receive such payment for the applicable quarter. The Company has not made any Reimbursement Payments to the Adviser. As of March 31, 2025 and December 31, 2024, $3,000 and $3,000, respectively, of the Company’s expenses are subject to the Expense Support Agreement and $1,078 and $332 respectively, of the Company’s expenses that are not subject to the Expense Support Agreement are presented as Due to Adviser on the Company’s Consolidated Statements of Assets and Liabilities.

 

Board of Directors

The Board currently consists of five members, three of whom are independent directors. The Board has established a Nominating and Corporate Governance Committee and an Audit Committee of the Board, and may establish additional committees in the future. For the three months ended March 31, 2025 and 2024, the Company incurred $66 and $68, respectively, in fees and expenses associated with its independent directors’ services on the Board and its committees. These fees are included in directors fees in the accompanying Consolidated Statements of Operations. As of March 31,

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VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

2025 and December 31, 2024, $3 and $71, respectively, was unpaid and included in accrued expenses and other liabilities in the accompanying Consolidated Statements of Assets and Liabilities.

Capital Commitments

Total capital commitments as of March 31, 2025 and December 31, 2024, include a $50,000 capital commitment from VHG Capital, L.P., an entity affiliated with the Company and the Adviser. During the three months ended March 31, 2025 and 2024, VHG Capital, L.P. purchased 138,423.924 and 218,684.510 shares of common stock, respectively, for a total purchase price of $2,712 and $4,286, respectively.

5.
BORROWINGS

In accordance with the 1940 Act, the Company is currently only allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowing. As of March 31, 2025 and December 31, 2024, asset coverage was 206.6% and 217.0%, respectively.

SMBC Credit Facility

On November 14, 2023, the Company entered into a senior secured revolving credit facility with Sumitomo Mitsui Banking Corporation (as amended, the “SMBC Credit Facility”). Effective October 4, 2024, the Company decreased the maximum borrowing capacity under the SMBC Credit Facility from $200,000 to $100,000. The SMBC Credit Facility has a stated maturity date of November 14, 2025. Borrowings under the SMBC Credit Facility may be base rate loans, eurocurrency loans or RFR loans (i.e., loans bearing interest based on SOFR or SONIA). For any base rate loan, the applicable margin will be 1.60% plus the highest of (a) the federal funds rate plus 50 basis points (0.50%); (b) the prime rate; or (c) except during any period during which the applicable SOFR rate is unavailable, the applicable SOFR rate in effect on such day plus 105 basis points (1.05%). Eurocurrency rate loans, daily simple SOFR loans, daily simple SONIA loans and term SOFR loans will accrue interest at a rate equal to one-month EURIBOR, SOFR, or SONIA or one-month term SOFR, respectively, plus, in each case, 2.60%. The Company will pay to SMBC an unused commitment fee, payable quarterly, equal to 0.35% per annum of the average unused portion of available borrowings under the SMBC Credit Facility.

The Company’s obligations under the SMBC Credit Facility are secured by (i) its ability to call capital from its investors, (ii) the capital commitments and capital contributions of such investors and (iii) the bank accounts to which such capital contributions are funded into by the Company’s investors. The Company has made customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar credit facilities. Borrowings under the SMBC Credit Facility are subject to the leverage restrictions contained in the 1940 Act. The Company was in compliance with all covenants and other requirements as of March 31, 2025 and December 31, 2024.

DB Credit Facility

 

On June 26, 2024 (the “Effective Date”), the Company entered into a loan financing and servicing agreement, (as amended, the “DB Credit Facility”) by and among VCSL Funding 1, a direct wholly owned subsidiary of the Company, as borrower, the Company, as equityholder and as servicer, Deutsche Bank AG, New York Branch, as facility agent, State Street Bank and Trust Company, as collateral agent and as collateral custodian, and each of the lenders, other agents and securitization subsidiaries that are parties thereto from time to time. On December 10, 2024, the Company amended the DB Credit Facility to allow for the Company to increase the maximum commitment from $200,000 up to $350,000 upon three business day’s written notice. Effective December 29, 2024 the Company increased the maximum commitment to $275,000. The Company’s option to further increase the maximum commitment to $350,000 expired on March 10, 2025.

The period during which VCSL Funding 1 may request drawdowns under the DB Credit Facility (the “Revolving Period”) commenced on the Effective Date and will continue through June 26, 2027 unless there is an earlier termination or event of default. The DB Credit Facility will mature on the earliest of (i) two years from the last day of the Revolving Period, (ii) the date on which the Company ceases to exist or (iii) the occurrence of an event of default.

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VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

During the Revolving Period, borrowings under the DB Credit Facility will bear interest at a floating rate equal to the base rate plus 2.40% per annum. Following expiration of the Revolving Period, the interest rate on outstanding borrowings under the DB Credit Facility will equal the base rate plus 2.90% per annum for the remaining term of the DB Credit Facility. The base rate under the DB Credit Facility is the three-month secured overnight funding rate (“Term SOFR”). A facility agent fee is payable to the facility agent each quarter and is calculated based on the aggregate commitments outstanding each day during the preceding collection period at a rate of 1/360 of 0.25% of the aggregate commitments on each day.

The DB Credit Facility is secured by all of the assets held by VCSL Funding 1. VCSL Funding 1 has made customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar credit facilities. The borrowings of the Company, including under the DB Credit Facility, are subject to the leverage restrictions contained in the 1940 Act. VCSL Funding 1 was in compliance with all covenants and other requirements as of March 31, 2025 and December 31, 2024.

The Company’s debt obligations consisted of the following as of March 31, 2025 and December 31, 2024:

 

 

As of March 31, 2025

 

 

Total Facility

 

 

Borrowings
Outstanding

 

 

Unused
Portion
(1)

 

 

Amount
Available
(2)

 

SMBC Credit Facility

 

$

100,000

 

 

$

61,250

 

 

$

38,750

 

 

$

38,750

 

DB Credit Facility

 

 

275,000

 

 

 

233,900

 

 

 

41,100

 

 

 

15,538

 

 

 

As of December 31, 2024

 

 

Total Facility

 

 

Borrowings
Outstanding

 

 

Unused
Portion
(1)

 

 

Amount
Available
(2)

 

SMBC Credit Facility

 

$

100,000

 

 

$

60,250

 

 

$

39,750

 

 

$

39,750

 

DB Credit Facility

 

 

275,000

 

 

 

166,900

 

 

 

108,100

 

 

 

75,543

 

 

 

(1)
The unused portion is the amount upon which commitment fees are based.
(2)
Available for borrowing based on the computation of collateral to support the borrowings and subject to compliance with applicable covenants and financial ratios.

For the three months ended March 31, 2025 and 2024, the components of interest expense and credit facility fees were as follows:

 

 

For the Three Months Ended

 

 

March 31, 2025

 

 

March 31, 2024

 

Interest expense

 

$

4,623

 

 

$

1,182

 

Facility unused commitment fee

 

 

285

 

 

 

125

 

Amortization of deferred financing costs

 

 

397

 

 

 

218

 

Total interest expense and credit facility fees

 

$

5,305

 

 

$

1,525

 

Cash paid for interest expense and credit facility fees

 

$

4,972

 

 

$

1,115

 

Weighted average contractual interest rate (1)

 

 

6.84

%

 

 

7.94

%

Average principal debt outstanding

 

$

273,328

 

 

$

58,734

 

 

(1)
Weighted average contractual interest rate for the three months ended March 31, 2025 and 2024 is calculated as interest expense (excludes unused commitment fees and amortization of deferred financing costs) divided by weighted average debt outstanding.

As of March 31, 2025 and December 31, 2024, the components of interest and credit facility fees payable were as follows:

 

 

As of

 

 

March 31, 2025

 

 

December 31, 2024

 

Interest expense payable

 

$

1,707

 

 

$

1,376

 

Unused commitment fee payable

 

 

109

 

 

 

107

 

Total interest expense and credit facility fees payable

 

$

1,816

 

 

$

1,483

 

 

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VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

 

6.
COMMITMENTS AND CONTINGENCIES

In the ordinary course of its business, the Company enters into contracts or agreements that contain indemnification or warranties. Future events could occur that lead to the execution of these provisions against the Company. The Company believes that the likelihood of such an event is remote; however, the maximum potential exposure is unknown. No accrual has been made in the consolidated financial statements as of March 31, 2025 or December 31, 2024, for any such exposure.

A summary of significant contractual payment obligations was as follows as of March 31, 2025:

 

 

Payments Due by Period As of March 31, 2025

 


(in thousands)

 

Total

 

 

Less Than
1 Year

 

 

1 to 3
Years

 

 

3 to 5
Years

 

 

More Than
5 Years

 

SMBC Credit Facility

 

$

61,250

 

 

$

-

 

 

$

61,250

 

 

$

-

 

 

$

-

 

DB Credit Facility

 

 

233,900

 

 

 

-

 

 

 

-

 

 

 

233,900

 

 

 

-

 

 

The Company had the following unfunded commitments to fund delayed draw and revolving senior secured loans as of March 31, 2025 and December 31, 2024:

 

 

Par Value as of

 

 

March 31, 2025

 

 

December 31, 2024

 

Delayed draw loan commitments

 

$

98,661

 

 

$

68,679

 

Revolving loan commitments

 

 

30,434

 

 

 

26,594

 

Total unfunded commitments

 

$

129,095

 

 

$

95,273

 

 

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VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

7.
FINANCIAL HIGHLIGHTS

The following is a schedule of consolidated financial highlights for the three months ended March 31, 2025 and 2024.

 

 

For the Three Months
Ended March 31,
2025

 

 

For The Three Months
Ended March 31,
2024

 

Per Share Data:

 

 

 

 

 

 

Net asset value per share, beginning of period

 

$

19.80

 

 

$

19.60

 

Net investment income (loss) (1)

 

 

0.42

 

 

 

0.02

 

Net realized gains (loss) and change in unrealized appreciation (depreciation) on investments (2)

 

 

(0.15

)

 

 

0.03

 

Net increase (decrease) in net assets resulting in operations

 

 

0.27

 

 

 

0.05

 

Shareholder distributions from net investment income (3)

 

 

(0.48

)

 

 

 

Net asset value per share, end of period

 

$

19.59

 

 

$

19.65

 

Number of shares outstanding, end of period

 

 

16,052,310.855

 

 

 

5,850,392.831

 

Total return based on net asset value (4)

 

 

1.35

%

 

 

0.26

%

Net assets, end of period

 

$

314,496

 

 

$

114,978

 

Ratio to average net assets (5):

 

 

 

 

 

 

Expenses before incentive fees and waivers and reimbursements of expenses

 

 

2.62

%

 

 

3.93

%

Expenses before incentive fees, after waivers and reimbursements of expenses

 

 

2.58

%

 

 

3.60

%

Expenses after incentive fees, before waivers and reimbursements of expenses

 

 

2.81

%

 

 

3.96

%

Expenses after incentive fees and waivers and reimbursements of expenses

 

 

2.77

%

 

 

3.63

%

Net investment income (loss)

 

 

2.04

%

 

 

0.08

%

Interest expense and credit facility fees

 

 

1.83

%

 

 

1.61

%

Ratio/Supplemental Data:

 

 

 

 

 

 

Asset coverage, end of period

 

 

206.55

%

 

 

236.47

%

Portfolio turnover

 

 

4.54

%

 

 

9.47

%

Total committed capital, end of period

 

$

554,226

 

 

$

466,637

 

Ratio of total contributed capital to total committed capital, end of period

 

 

57.08

%

 

 

24.90

%

Weighted-average shares outstanding

 

 

13,990,345.513

 

 

 

3,921,709.266

 

 

(1)
Net investment income (loss) per share was calculated as net investment income (loss) for the period divided by the weighted average number of shares outstanding for the period.
(2)
Includes the impact of different share amounts as a result of calculating certain per share data based on weighted average shares outstanding during the period.
(3)
The per share data was derived using actual shares outstanding at the date of the relevant transaction.
(4)
Total return is based on the change in net asset value per common share during the year plus the declared dividends on shares, assuming reinvestment of dividends in accordance with the dividend reinvestment plan, divided by the beginning net asset value for the year. The total return has not been annualized.
(5)
These ratios to average net assets have not been annualized. Average net assets are computed using the net assets at the end of each quarter of the reporting period.
8.
NET ASSETS

The Company has the authority to issue 500,000,000 shares of common stock at $0.01 per share par value.

As of March 31, 2025 and December 31, 2024, the Company had $247,876 and $277,876, respectively, of uncalled capital commitments from Stockholders, $10,000 and $15,000, respectively, of which is contingent on the Company receiving additional capital commitments, ensuring that at all times, the aggregate commitments of an individual investor does not exceed 24.99% of the Company’s aggregate commitments, and $23,365 and $26,077, respectively, of which is from entities affiliated with or related to the Adviser.

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VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

Shares issued and outstanding as of March 31, 2025 and December 31, 2024 were 16,052,310.855 and 13,426,673.156, respectively. The following table summarizes activity in the number of shares issued during the three months ended March 31, 2025 and 2024:

 

Date

 

Shares Issued

 

 

Proceeds Received

 

 

Issuance Price per Share

 

Three Months Ended March 31, 2024:

 

 

 

 

 

 

 

3/26/2024

 

 

2,040,816.328

 

 

$

40,000

 

 

$

19.60

 

Three Months Ended March 31, 2025:

 

 

 

 

 

 

 

1/6/2025

 

 

213,131.313

 

 

 

4,220

 

 

 

19.80

 

1/8/2025

 

 

6,383.522

 

 

 

126

 

 

 

19.79

 

2/3/2025

 

 

273,654.822

 

 

 

5,391

 

 

 

19.70

 

2/6/2025

 

 

6,937.876

 

 

 

137

 

 

 

19.80

 

3/3/2025

 

 

586,080.184

 

 

 

11,475

 

 

 

19.58

 

3/6/2025

 

 

8,056.415

 

 

 

159

 

 

 

19.70

 

3/31/2025

 

 

1,531,393.567

 

 

 

30,000

 

 

 

19.59

 

 

The following table summarizes the Company's distributions declared during the three months ended March 31, 2025 (there were no distributions declared during the three months ended March 31, 2024):

 

Declared Date

 

Record Date

 

Payment Date

 

Dividends per Share

 

1/30/2025

 

1/31/2025

 

2/6/2025

 

$

0.16

 

2/28/2025

 

2/28/2025

 

3/6/2025

 

 

0.16

 

3/28/2025

 

3/28/2025

 

4/7/2025

 

 

0.16

 

 

The following table reflects the shares issued pursuant to the dividend reinvestment program during the three months ended March 31, 2025 (there were no distributions reinvested during the three months ended March 31, 2024):

 

Declared Date

 

Record Date

 

Payment Date

 

Shares Issued

 

1/30/2025

 

1/31/2025

 

2/6/2025

 

 

6,937.876

 

2/28/2025

 

2/28/2025

 

3/6/2025

 

 

8,056.415

 

 

 

9.
EARNINGS PER SHARE

 

The Company computes earnings per share in accordance with ASC 260. Basic earnings per share was calculated by dividing net increase (decrease) in net assets resulting from operations attributable to the Company by the weighted-average number of shares outstanding for the period. Basic and diluted earnings per share was as follows:

 

 

For the Three Months
Ended March 31,
2025

 

 

For the Three Months
Ended March 31,
2024

 

Net increase (decrease) in net assets resulting from operations

 

$

3,827

 

 

$

301

 

Weighted average shares outstanding

 

 

13,990,345.513

 

 

 

3,921,709.266

 

Basic and diluted earnings (loss) per share

 

$

0.27

 

 

$

0.08

 

 

 

10.
SEGMENT REPORTING

 

The Company operates through a single operating and reporting segment with an investment objective to generate both current income and capital appreciation through debt and equity investments. The chief operating decision maker(“CODM”) is comprised of the Company’s chief executive officer and chief financial officer. The CODM assesses the performance of the Company and makes operating decisions on a consolidated basis, primarily based on the Company’s net increase in net assets resulting from operations (“net income”). In addition to numerous other factors and

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VISTA CREDIT STRATEGIC LENDING CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(dollar amounts in thousands, except share and per share data, unless otherwise stated)

metrics, the CODM utilizes net income as a key metric in determining the amount of dividends to be distributed to the Company’s stockholders. As the Company’s operations comprise of a single reporting segment, the segment assets are reflected on the accompanying Consolidated Statements of Assets and Liabilities as Total Assets and the significant segment expenses are listed on the accompanying Consolidated Statements of Operations.

 

11.
SUBSEQUENT EVENTS

The Company’s management evaluated subsequent events through the date the consolidated financial statements were available to be issued. There have been no subsequent events that occurred during such period that would require disclosure in, or would be required to be recognized in, these consolidated financial statements, except as discussed below.

On April 7, 2025, the Company amended the DB Credit Facility to allow for the Company to increase the maximum commitment from $275,000 up to $350,000 upon two business day’s written notice. Additionally, the DB Credit Facility was amended to provide that borrowings under the DB Credit Facility will bear interest at a floating rate equal to the base rate plus (i) 2.15% per annum (reduced from 2.40% per annum) during the Revolving Period, and (ii) 2.30% per annum (reduced from 2.90% per annum) following expiration of the Revolving Period for the remaining term of the DB Credit Facility.

On April 28, 2025 the Company redeemed 19,735.281 shares for total proceeds of $386,614 subject to a tender offer document filed with the SEC on March 24, 2025.

On April 30, 2025 the Company declared a distribution for our common stock of $0.16 per share, payable on May 8, 2025 to shareholders of record as of April 30, 2025.

 

As of May 1, 2025, the Company sold shares of our common stock with the final number of shares being determined within 20 business days.

 

 

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The information contained in this section should be read in conjunction with “ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS”. This discussion contains forward-looking statements, which relate to future events or the future performance or financial condition of Vista Credit Strategic Lending Corp. (the “Company”) and involves numerous risks and uncertainties, including, but not limited to, those described in “ITEM 1A. RISK FACTORS” in the Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 14, 2025. This discussion also should be read in conjunction with the “Forward Looking Statements” appearing elsewhere in this Quarterly Report on Form 10-Q. Actual results could differ materially from those implied or expressed in any forward- looking statements.

Overview

We were incorporated under the laws of the State of Maryland on March 15, 2022. We have elected to be treated as a business development company (a “BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). We have also elected to be treated, and intend to qualify annually, as a regulated investment company (a “RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”) for U.S. federal income tax purposes. As a BDC, we are required to comply with various regulatory requirements, such as the requirement to invest at least 70% of our assets in “qualifying” assets, source of income limitations, asset diversification requirements and the requirement to distribute annually at least 90% of our taxable income and tax-exempt interest.

Our investment objective is to generate current income and, to a lesser extent, capital appreciation by investing in a portfolio of investments that primarily consist of senior or subordinated debt, preferred stock or other interests senior to common equity as well as equity securities (or rights to acquire equity securities) acquired in connection with debt financing transactions in management buyouts, recapitalizations and other opportunities. Our investment strategy is intended to generate favorable returns across credit cycles with an emphasis on preserving capital. To achieve our investment objective, we leverage an extensive network of relationships with other sophisticated institutions to source, evaluate and, as appropriate, partner with on transactions. There are no assurances that we will achieve our investment objective.

We invest in “middle market companies,” which we define to generally mean companies with earnings before interest, taxes, depreciation, and amortization (“EBITDA”) of less than $250 million annually, and/or annual revenue of $25 million to $2.5 billion at the time of investment, in the enterprise software, data and technology-enabled business sectors, which focus on designing and implementing software solutions specifically to meet the needs of large, complex organizations. We may on occasion invest in smaller or larger companies if an attractive opportunity presents itself, especially when we believe that there are dislocations in the capital markets such that assets are mispriced on an absolute or relative basis, including the high yield and syndicated loan markets. We generally invest in companies with a low loan-to-value ratio, which we consider to be 50% or below. The loan-to-value ratio measures the relationship between our investment and the enterprise value of the related borrower/issuer (i.e., the aggregate assets securing the investment). The enterprise value of our borrowers typically range from $500 million to over $5.0 billion. Our target credit investments will typically have maturities between three and seven years with an average duration between three and five years and generally range in size between $10 million and $75 million. The investment size will vary based on numerous factors, including the size of our capital base.

We generally invest in securities that have been rated below investment grade by independent rating agencies or that would be rated below investment grade if they were rated. These 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. In addition, many of our debt investments have floating interest rates that reset on a periodic basis and typically will not fully pay down principal prior to maturity, which could increase our risk of losing part or all of our investment. Under normal circumstances, we invest at least 80% of our total assets (net assets plus borrowings for investment purposes) in credit investments (loans, bonds and other credit instruments). Our credit investments will typically consist of first lien, unitranche, and second lien debt facilities, and may include mezzanine debt, any of which may be “covenant-lite” (i.e., loans that do not have a complete set of financial maintenance covenants).

On June 16, 2023, Vista Credit BDC Management, L.P. (our “Adviser”), purchased 1,250.000 shares of our common stock at $20.00 per share, which represented the initial public offering price of such shares.

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On September 8, 2023 and September 22, 2023, we held our initial closings and entered into subscription agreements with investors providing for the private placement of our shares of common stock. As of March 31, 2025, we had received capital commitments totaling $564.2 million, $10 million of which is contingent on receiving additional capital commitments, ensuring that at all times, the aggregate commitments of an individual investor does not exceed 24.99% of our aggregate commitments. As of March 31, 2025, we have issued 16,052,310.855 shares of our common stock, for gross proceeds of $317.0 million.

Total capital commitments as of March 31, 2025, include a $50.0 million capital commitment from VHG Capital, L.P., an entity affiliated with us and the Adviser. As of March 31, 2025, VHG Capital, L.P. had purchased 1,346,958.815 shares of common stock for a total purchase price of $26.6 million.

Investments

Our level of investment activity (both the number of investments and the size of each investment) varies substantially from period to period depending on many factors, including the amount of debt and equity capital available to middle-market companies, the level of merger and acquisition activity for such companies, the general economic environment and the competitive environment for the types of investments we make.

In addition, as part of our risk strategy on investments, we may reduce the levels of certain investments through partial sales or syndication to additional lenders.

Revenues

We generate revenues primarily in the form of interest income from the debt securities we hold and dividends and capital appreciation on either direct equity investments or equity interests obtained in connection with originating loans, such as options, warrants or conversion rights. Discounts from and premiums to par value on investments purchased are accreted/amortized into interest income over the life of the respective security using the effective interest method. To the extent loans contain payment-in-kind (“PIK”) provisions, PIK interest, computed at the contractual rates is accrued and recorded as interest income and added to the principal balance of the loan. PIK interest income added to the principal balance is generally collected upon repayment of the outstanding principal. Repayments of our debt investments can reduce interest income from period to period. The frequency or volume of these repayments may fluctuate significantly. In addition, we may also generate revenue in the form of commitment, loan origination, structuring or diligence fees, fees for providing managerial assistance to our portfolio companies and possibly consulting fees. Certain of these fees may be capitalized and amortized as additional interest income over the life of the related loan. Our target credit investments will typically have maturities between three and seven years.

Many of our debt investments will typically not fully pay down principal prior to maturity and have floating interest rates that reset on a periodic basis, usually determined on the basis of a benchmark such as the Secured Overnight Financing Rate (“SOFR”) and any other alternative reference rates which may affect our net investment income over the long term and increase the risk of losing part or all of the investment.

Dividend income on preferred equity is recorded on an 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 record date for private portfolio companies or on the ex-dividend date for publicly traded portfolio companies. To the extent a preferred equity contains PIK provisions, PIK dividends, computed at the contractual rates, are accrued and recorded as dividend income and added to the principal balance of the preferred equity. PIK dividends added to the principal balance are generally collected upon redemption of the equity.

Our investment transactions will also reflect the proceeds from repayment or sales of investments. We will recognize realized gains or losses on investments based on the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. Unrealized gains or losses primarily reflect the change in investment values, including the reversal of previously recorded unrealized gains or losses when gains or losses are realized.

Expenses

Our primary operating expenses include the payment of the management fee, incentive fee, expenses reimbursable under the agreements between us and our Adviser, including an administration agreement (the “Administration

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Agreement”) and an investment advisory agreement (the “Investment Advisory Agreement”), legal and professional fees, interest and other debt expenses, offering and organization expenses, and other operating expenses.

We expect, but cannot ensure, that our general and administrative expenses will increase in dollar terms during periods of asset growth but will decline as a percentage of total assets during such periods.

Portfolio and Investment Activity

Portfolio Composition

Below is a summary of certain characteristics of our investment portfolio as of March 31, 2025 and December 31, 2024. These calculations include all debt investments, as applicable, for which fair value is determined by the Adviser, in conjunction with third-party valuation firms, and excludes non-accrual assets. Amounts are weighted based on fair market value of each respective investment. Portfolio company information utilized in certain calculations was derived from the most recently available portfolio company financial statements, which has not been independently reviewed by us, and may reflect a normalized or adjusted amount. Accordingly, we make no representation or warranty in respect of this information. Revenues, EBITDA, gross margins, and EBITDA margins reported by our portfolio companies and used in the calculations below are generally for the trailing twelve-month period.

 

 

As of March 31,
2025

 

 

As of December 31, 2024

 

Number of investments

 

 

86

 

 

 

72

 

Number of portfolio companies

 

 

35

 

 

 

31

 

Weighted average loan-to-value (“LTV”)(1)

 

 

35.7

%

 

 

36.5

%

Weighted average gross margin(2)

 

 

64.1

%

 

 

68.0

%

Weighted average EBITDA margin(3)

 

 

36.5

%

 

 

34.9

%

Weighted average yield to maturity (“YTM”)(4)

 

 

10.7

%

 

 

10.5

%

Percentage of total investments at fair value

 

 

 

 

 

 

First-lien debt

 

 

98.4

%

 

 

98.8

%

Preferred and Other Equity

 

 

1.6

%

 

 

1.2

%

Percentage of debt investments at fair value

 

 

 

 

 

 

Floating rate(5)

 

 

100.0

%

 

 

100.0

%

Fixed interest rate

 

 

0.0

%

 

 

0.0

%

 

(1)
LTV is the ratio of total debt minus cash, divided by the estimated enterprise value or value of the underlying collateral of the portfolio company. Total debt only includes the debt issued through the tranche in which we are a lender and excludes any debt that is legally and contractually subordinated in ranking to the debt owned by us. We believe this calculation method assists in describing the risk of our portfolio investments, as it takes into consideration the contractual rights of repayment of the tranche of debt owned by us relative to other senior and junior creditors of a portfolio company. “Value” represents an estimate of enterprise value of each portfolio company, a calculation that will vary by portfolio company.
(2)
Gross margin is calculated as gross profit divided by total revenue of the portfolio company. Excludes two portfolio company investment where gross margin is not reported by the portfolio company.
(3)
EBITDA margin is calculated as EBITDA divided by total revenue of the portfolio company. Excludes five portfolio company investments where EBITDA margin may not be the appropriate measure of credit risk as the investments were underwritten and covenanted based on recurring revenue as opposed to EBITDA.
(4)
YTM is calculated based on the amortized cost and contractual interest rate for the investment at the end of the applicable reporting period, and assumes the investment is held until the sooner of actual maturity or a three-year assumed life with no prepayments or losses and exited at par at maturity.
(5)
Primarily subject to interest rate floors.

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Our investment activity for the three months ended March 31, 2025 and 2024 is presented below (information presented herein is at amortized cost unless otherwise indicated):

 

(In thousands)

 

For the Three Months
Ended March 31, 2025

 

 

For the Three Months
Ended March 31, 2024

 

Investments:

 

 

 

 

 

 

Total investments at amortized cost, beginning of period

 

$

504,119

 

 

$

104,685

 

New investments purchased

 

 

118,571

 

 

 

88,698

 

Net accretion of discount on investments

 

 

356

 

 

 

202

 

PIK interest capitalized

 

 

51

 

 

 

2

 

Investments sold or repaid

 

 

(25,128

)

 

 

(13,509

)

Total investments at amortized cost, end of period

 

$

597,969

 

 

$

180,078

 

 

The industry(1) compositions of the portfolio at amortized cost and fair value as of March 31, 2025 and December 31, 2024 were as follows:

 

 

As of March 31, 2025

 

 

As of December 31, 2024

 

 

Amortized
Cost

 

 

Fair
Value

 

 

Amortized
Cost

 

 

Fair
Value

 

Automobiles & Automobile Parts

 

 

5.4

%

 

 

5.3

%

 

 

5.8

%

 

 

5.8

%

Data & Analytics

 

 

11.7

 

 

 

11.8

 

 

 

13.9

 

 

 

13.9

 

Diversified Business Services

 

 

2.5

 

 

 

2.5

 

 

 

2.8

 

 

 

2.8

 

Diversified Consumer Services

 

 

1.2

 

 

 

1.2

 

 

 

 

 

 

 

Diversified Financial Institutions & Services

 

 

7.1

 

 

 

7.1

 

 

 

3.4

 

 

 

3.4

 

Diversified Software

 

 

5.5

 

 

 

5.5

 

 

 

6.5

 

 

 

6.5

 

Education

 

 

2.2

 

 

 

2.2

 

 

 

-

 

 

 

-

 

Government & Public Service

 

 

4.8

 

 

 

4.8

 

 

 

4.3

 

 

 

4.4

 

Government, Risk & Compliance

 

 

2.5

 

 

 

2.5

 

 

 

2.9

 

 

 

2.9

 

Healthcare IT & Technology

 

 

2.5

 

 

 

2.4

 

 

 

2.9

 

 

 

3.0

 

Hotels, Restaurants & Leisure

 

 

2.8

 

 

 

2.9

 

 

 

3.2

 

 

 

3.2

 

Infrastructure Software & DevOps

 

 

3.3

 

 

 

3.1

 

 

 

3.9

 

 

 

3.9

 

Insurance

 

 

4.7

 

 

 

4.7

 

 

 

5.6

 

 

 

5.5

 

IT Security

 

 

5.8

 

 

 

5.8

 

 

 

3.3

 

 

 

3.3

 

IT Services & IT Systems Management (Ex-Security)

 

 

16.1

 

 

 

16.2

 

 

 

16.9

 

 

 

16.9

 

Media, Entertainment & Publishing

 

 

2.9

 

 

 

2.8

 

 

 

3.5

 

 

 

3.5

 

Real Estate

 

 

7.3

 

 

 

7.3

 

 

 

4.6

 

 

 

4.7

 

Telecom Services & IT Hardware

 

 

3.5

 

 

 

3.5

 

 

 

6.7

 

 

 

6.6

 

Transportation, Logistics & Supply Chain

 

 

5.4

 

 

 

5.6

 

 

 

6.4

 

 

 

6.4

 

Utilities & Utility Equipment and Services

 

 

2.8

 

 

 

2.8

 

 

 

3.2

 

 

 

3.3

 

Total

 

 

100.0

%

 

 

100.0

%

 

 

100.0

%

 

 

100.0

%

 

(1)
The Company uses an internally developed industry classification system which was developed using the Global Industry Classification Standard (GICS®) as a reference. All investments are ultimately focused in enterprise software, data and technology-enabled business sectors.

As of March 31, 2025 and December 31, 2024, investments consisted of the following:

 

 

As of March 31, 2025

 

 

As of December 31, 2024

 

 

Amortized
Cost

 

 

Fair
Value

 

 

Amortized
Cost

 

 

Fair
Value

 

First-Lien Term Loans

 

$

588,967

 

 

$

589,096

 

 

$

498,055

 

 

$

500,587

 

Preferred Equity

 

 

4,732

 

 

 

4,800

 

 

 

4,732

 

 

 

4,740

 

Other Equity

 

 

4,270

 

 

 

4,567

 

 

 

1,332

 

 

 

1,247

 

Total

 

$

597,969

 

 

$

598,463

 

 

$

504,119

 

 

$

506,574

 

 

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The weighted average investment income yields(1) for our first lien debt, based on the amortized cost and fair value were as follows:

 

 

For the Three Months Ended March 31, 2025

 

 

For the Year Ended
December 31, 2024

 

 

Amortized
Cost

 

 

Fair
Value

 

 

Amortized
Cost

 

 

Fair
Value

 

First-Lien debt

 

 

10.3

%

 

 

10.3

%

 

 

11.0

%

 

 

11.0

%

 

(1)
The investment income yield is calculated as (a) the actual amount earned on earning debt investments, including interest and fee income and amortization of capitalized fees and discounts, divided by the weighted average of total earning debt investments.

As of March 31, 2025, all of our first-lien debt investments were performing and current on their interest payments.

As part of the monitoring process, our Adviser has developed risk assessment policies pursuant to which it regularly assesses the risk profile of each of our debt investments and rates each of them based on the following categories, which we refer to as “Internal Risk Ratings.” Pursuant to these risk policies, an Internal Risk Rating of 1 to 4, which ratings are defined below, is assigned to each debt investment in our portfolio. Key drivers of internal risk ratings include financial metrics, financial covenants, liquidity and enterprise value coverage.

Internal Risk Ratings Definitions

 

Rating

Description

1

Investments with a grade of 1 involve the least amount of risk to our initial cost basis. The trends and risk factors for this investment since origination or acquisition are generally favorable, which may include the performance of the portfolio company or a potential exit.

 

 

2

Investments with a grade of 2 involve a level of risk to our initial cost basis that is similar to the risk to our initial cost basis at the time of origination or acquisition. This portfolio company is generally performing as expected and/or unchanged; and the risk factors to our ability to ultimately recoup the cost of our investment are neutral to favorable. There is no concern about repayment of both interest and our costs basis. All investments or acquired investments in new portfolio companies are initially assessed a grade of 2.

 

 

3

Investments with a grade of 3 indicate that the portfolio company is performing materially below expectations and the risk to our ability to recoup the initial cost basis of such investment has increased materially since origination or acquisition, including as a result of other factors such as non-compliance with debt covenants; however, payments are generally not more than 120 days past due.

 

 

4

Investments with a grade 4 indicate that the risk to our ability to recoup the initial cost basis of such investment has substantially increased since origination or acquisition, and the portfolio company likely has materially declining performance. For debt investments with an investment grade of 4, most or all of the debt covenants are out of compliance and payments are substantially delinquent. For investments graded 4, it is anticipated that we will not recoup our initial cost basis and may realize a substantial loss of our initial cost basis upon exit.

 

Our Adviser monitors and, when appropriate, changes the risk ratings assigned to each debt investment in our portfolio. Our Adviser reviews our investment ratings in connection with our quarterly valuation process. The below table summarizes the Internal Risk Ratings assigned as of March 31, 2025 and December 31, 2024.

 

 

As of March 31, 2025

 

 

As of December 31, 2024

 

(In thousands)

 

Fair
Value

 

 

% of Fair
Value

 

 

Fair
Value

 

 

% of Fair
Value

 

Internal Risk Rating 1

 

$

45,733

 

 

 

7.6

%

 

$

47,953

 

 

 

9.5

%

Internal Risk Rating 2

 

 

552,730

 

 

 

92.4

 

 

 

458,621

 

 

 

90.5

 

Internal Risk Rating 3 (1)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Internal Risk Rating 4

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Total

 

$

598,463

 

 

 

100.0

%

 

$

506,574

 

 

 

100.0

%

 

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(1)
One investment was inadvertently previously presented in the Internal Risk Rating "3" category as of December 31, 2024. The table has been updated to correctly identify the investment in the Internal Risk Rating "2" category.

 

As of March 31, 2025 and December 31, 2024, the weighted average Internal Risk Rating of our investment portfolio was 1.92 and 1.93, respectively.

Consolidated Results of Operations

For the three months ended March 31, 2025 and 2024

 

Net increase (decrease) in net assets resulting from operations varies from period to period as a result of various factors, including the level of new investment commitments, expenses, the recognition of realized gains and losses and changes in unrealized appreciation and depreciation on the investment portfolio. In addition, as we have continued to raise and deploy capital, we have experienced significant growth in total assets, total liabilities and net assets since commencing operations in the fourth quarter of 2023. As a result, year-over-year comparisons of operating results may not be meaningful.

Investment Income

Investment income for the three months ended March 31, 2025 and 2024:

 

(In thousands)

 

For the Three Months Ended March 31, 2025

 

 

For the Three Months Ended March 31, 2024

 

First-lien debt

 

$

13,771

 

 

$

3,520

 

Preferred stock dividends

 

 

191

 

 

 

-

 

Total Investment Income

 

$

13,962

 

 

$

3,520

 

 

Interest income on our debt investments is dependent on the composition and credit quality of the portfolio. Generally, we expect the portfolio to generate predictable quarterly interest income based on the terms stated in each loan’s credit agreement. As of March 31, 2025, there were no debt investments on non-accrual status.

Total investment income increased from $3.5 million for the three months ended March 31, 2024 to $14.0 million for the three months ended March 31, 2025 due to the increase in our investment portfolio from $180.1 at March 31, 2024 to $598.5 million at March 31, 2025. Our weighted average investment income yield on total investments at amortized cost and fair value was 10.3% and 10.3%, respectively, as of March 31, 2025, and 11.0% and 11.0%, respectively, as of December 31, 2024. The decrease in the weighted average yield on total investments was primarily due to a decline in the underlying Secured Overnight Financing Rate that is utilized to set the interest rate our variable rate loans.

Net investment income after giving effect to any expenses support and waivers of expenses for the three months ended March 31, 2025 and 2024 was as follows:

 

(In thousands)

 

For the Three Months Ended March 31, 2025

 

 

For the Three Months Ended March 31, 2024

 

Total investment income

 

$

13,962

 

 

$

3,520

 

Total expenses

 

 

8,146

 

 

 

3,757

 

Expense support and waivers

 

 

(109

)

 

 

(313

)

Net expenses after expense support and waivers

 

 

8,037

 

 

 

3,444

 

Net investment income

 

$

5,925

 

 

$

76

 

 

Waiver of expenses for the three months ended March 31, 2025 are due to voluntarily waived costs and expenses due to the Advisor under the Administration Agreement. Waivers and reimbursement of expenses for the three months ended March 31, 2024 represents the amounts reimbursed by the Adviser pursuant to the Expense Support Agreement. See Note 4, Related-Party Transactions, to the consolidated financial statements included in Part I, Item 1, of this Quarterly Report on Form 10-Q for more information on the expense waivers and reimbursement of expenses.

Expenses

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Expenses for the three months ended March 31, 2025 and 2024:

 

(In thousands)

 

For the Three Months Ended March 31, 2025

 

 

For the Three Months Ended March 31, 2024

 

Expenses:

 

 

 

 

 

 

Interest expense and credit facility fees

 

$

5,305

 

 

$

1,525

 

Offering costs

 

 

21

 

 

 

629

 

Professional fees

 

 

456

 

 

 

439

 

Administrative service fees

 

 

319

 

 

 

404

 

Other general and administrative expenses

 

 

522

 

 

 

363

 

Management fees

 

 

854

 

 

 

240

 

Directors fees

 

 

66

 

 

 

68

 

Insurance costs

 

 

56

 

 

 

61

 

Incentive fees

 

 

547

 

 

 

28

 

Total expenses before expense support and waivers

 

 

8,146

 

 

 

3,757

 

Expense support and waivers

 

 

(109

)

 

 

(313

)

Net expenses after expense support and waivers

 

$

8,037

 

 

$

3,444

 

 

Under the terms of the Administration Agreement, we reimburse the Adviser for services performed for us. In addition, pursuant to the terms of the Administration Agreement, the Adviser may delegate its obligations under the Administration Agreement to an affiliate or to a third party and we reimburse the Adviser for any services performed for us by such affiliate or third party. We have entered into an expense support agreement with the Adviser. The Adviser may elect to pay the certain expenses on our behalf (the “Expense Payments”), provided that no portion of the payment will be used to pay any interest expense or distribution and/or servicing fees incurred by us. Any Expense Payment that the Adviser has elected to pay must be paid by the Adviser to us in any combination of cash or other immediately available funds no later than 45 days after such election was made in writing, and/or offset against amounts due from us to the Adviser or its affiliates.

The following table presents a summary of the Expense Payments and reimbursements of Expense Payments since our inception:

 

As of (In thousands)

 

Expense Payments
Incurred by Adviser

 

 

Reimbursement
Payments to Adviser

 

 

Unreimbursed
Expense Payments

 

March 31, 2025

 

$

3,000

 

 

$

-

 

 

$

3,000

 

December 31, 2024

 

 

3,000

 

 

-

 

 

 

3,000

 

 

For the Three Months Ended March 31, 2025 and 2024

Interest expense and credit facility fees represents interest and fees incurred under the Credit Facilities (defined below). Organization and offering costs include expenses incurred in the initial formation of the Company and in the offering of our common stock. Professional fees include legal, rating agencies, tax, valuation, technology and other professional fees incurred related to the management of the Company. Administrative service fees represent fees paid to the Administrator for our allocable portion of overhead and other expenses incurred by the Administrator in performing its obligations under the Administration Agreement, including our allocable portion of the cost of certain of our executive officers and their respective staff. Other general and administrative expenses include sub-administrative service fees, filing, research, subscriptions, and other costs. Sub-administrative service fees represent fees paid to State Street Bank and Trust Company pursuant to the State Street Sub-Administration Agreement. Waivers and reimbursements of expenses represent the amounts reimbursed by the Adviser pursuant to the Expense Support Agreement.

Net Realized Gains (Losses) and Net Change in Unrealized Appreciation (Depreciation) on Investments

During the three months ended March 31, 2025, we recorded a realized loss on one investment totaling approximately $(136) thousand. During the three months ended March 31, 2025 and 2024, we recorded unrealized appreciation on 51 and 15 investments totaling approximately $4.3 million and $272 thousand, respectively, and unrealized depreciation on 34 and 16 investments of approximately $(3.8) million and $(47) thousand, respectively.

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Net realized gain (loss) and net change in unrealized appreciation (depreciation) for the three months ended March 31, 2025 and 2024 were as follows:

 

(In thousands)

 

For the Three Months Ended March 31, 2025

 

 

For the Three Months Ended March 31, 2024

 

Net realized gain (loss) on investments

 

$

(136

)

 

$

-

 

Net change in unrealized appreciation (depreciation) on investments

 

 

(1,962

)

 

 

225

 

Net realized and unrealized gain (loss) on investments

 

$

(2,098

)

 

$

225

 

 

Income Taxes, Including Excise Taxes

We have elected to be treated and intend to qualify annually to maintain our election to be treated, as a RIC under Subchapter M of the Code. To maintain our RIC tax election, we must, among other requirements, meet certain annual source-of-income and quarterly asset diversification requirements. We also must annually distribute dividends for U.S. federal income tax purposes to our stockholders out of the assets legally available for distribution of an amount generally at least equal to 90% of the sum of our investment company taxable income, determined without regard to any deduction for dividends paid.

If we fail to distribute in a timely manner an amount at least equal to the sum of (1) 98% of our ordinary income for the calendar year, (2) 98.2% of our capital gain net income (both long-term and short-term) for the one-year period ending October 31 in that calendar year and (3) any income realized, but not distributed, in the preceding year (to the extent that income tax was not imposed on such amounts) less certain over-distributions in prior years (together, the “Excise Tax Distribution Requirements”), we will be liable for a 4% nondeductible excise tax on the portion of the undistributed amounts of such income that are less than the amounts required to be distributed based on the Excise Tax Distribution Requirements. For this purpose, however, any ordinary income or capital gain net income retained by us that is subject to corporate income tax for the tax year ending in that calendar year will be considered to have been distributed by year end (or earlier if estimated taxes are paid). We currently intend to make sufficient distributions each taxable year to satisfy the Excise Tax Distribution Requirements.

We did not incur any excise tax expense for any of the periods presented.

Liquidity and Capital Resources

We generate cash primarily from (i) the net proceeds of capital drawdowns of our privately placed capital commitments, (ii) cash flows from our operations, (iii) our existing financing arrangements and any additional financing arrangements we may enter into in the future and (iv) any future offerings of our equity or debt securities. We may fund a portion of our investments through borrowings from banks and issuances of senior securities. Our primary use of cash is for (a) investments in portfolio companies and other investments to comply with certain portfolio diversification requirements, (b) the cost of operations (including paying the Adviser), (c) debt service of any borrowings, (d) cash distributions to the holders of our common stock and (e) repurchases of our common stock. We believe our current cash position and net cash provided by operating activities, along with capital drawdowns from the private offering of our common stock and borrowings from financial institutions, will provide us with sufficient resources to meet our obligations and continue to support our investment objectives, including reserving for the capital needs that may arise at our portfolio companies, for the next 12 months and beyond.

As of March 31, 2025 and December 31, 2024, we had $54.9 million and $33.3 million, respectively, in cash, cash equivalents and restricted cash. For the three months ended March 31, 2025, our cash and cash equivalents balance increased by $21.6 million. During that period, $(98.8) million was used in operating activities, primarily due to investment purchases of $(126.3) million, offset by $25.1 million in repayments of investments in portfolio companies. During the same period, $120.4 million was provided by financing activities, consisting primarily of proceeds from issuance of shares of common stock of $51.1 million and net proceeds from secured borrowings of $68.0 million.

We are generally permitted, under specified conditions, to issue multiple classes of indebtedness and one class of stock senior to the Common Stock if our asset coverage, as defined in the 1940 Act, would be at least equal to 200% immediately after each such issuance. However, recent legislation has modified the 1940 Act by allowing a BDC to increase the maximum amount of leverage it may incur from an asset coverage ratio of 200% to an asset coverage ratio of 150%, if certain requirements are met. On June 16, 2023, our Stockholders approved a proposal that allows us to reduce our asset coverage ratio to 150%, which proposal was effective as of June 17, 2023. This means that generally, we can

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borrow up to $2 for every $1 of investor equity. Asset coverage ratio per unit is the ratio of the carrying value of our total consolidated assets, less all liabilities and indebtedness not represented by senior securities, to the aggregate amount of senior securities representing indebtedness. Asset coverage ratio per unit is expressed in terms of dollar amounts per $1,000 of indebtedness. As of March 31, 2025, asset coverage was 206.6% and the asset coverage per unit was $2,066.

On November 14, 2023, we entered into a revolving credit facility (as amended, the “SMBC Credit Facility”) with Sumitomo Mitsui Banking Corporation (“SMBC”). Effective October 4, 2024, we decreased the maximum borrowing capacity under the SMBC credit facility from $200.0 million to $100.0 million. Borrowings under the SMBC Credit Facility may be base rate loans, eurocurrency loans or risk-free rate loans (i.e., loans bearing interest based on SOFR or the Sterling Overnight Interbank Average Rate (“SONIA”)). For any base rate loan, the applicable margin will be 1.60% plus the highest of (a) the federal funds rate plus 50 basis points (0.50%); (b) the prime rate; or (c) except during any period during which the applicable SOFR is unavailable, the applicable SOFR in effect on such day plus 105 basis points (1.05%). Eurocurrency rate loans, daily simple SOFR loans, daily simple SONIA loans and term SOFR loans will accrue interest at a rate equal to one-month Euro Interbank Offered Rate (“EURIBOR”), SOFR, or SONIA or one-month term SOFR, respectively, plus, in each case, 2.60%. The Company will pay to SMBC an unused commitment fee, payable quarterly, equal to 0.35% per annum of the average unused portion of available borrowings under the SMBC Credit Facility.

Our obligations under the SMBC Credit Facility are secured by (a) our ability to call capital from stockholders, (b) the capital commitments and capital contributions of stockholders and (c) the bank accounts to which such capital contributions are funded into by stockholders. We have made customary representations and warranties and are required to comply with various covenants, reporting requirements and other customary requirements for similar credit facilities. Borrowings under the SMBC Credit Facility are subject to the leverage restrictions contained in the 1940 Act, as amended.

On June 26, 2024 (the “Effective Date”) we entered into a loan financing and servicing agreement (as amended, the “DB Credit Facility”) with Deutsche Bank AG through our wholly owned and consolidated subsidiary, VCSL Funding 1 LLC (“VCSL Funding 1”). As of March 31, 2025 and December 31, 2024, the maximum commitment was $275.0 million. The period during which VCSL Funding 1 may request drawdowns under the DB Credit Facility (the “Revolving Period”) commenced on the Effective Date and will continue through June 26, 2027 unless there is an earlier termination or event of default. The DB Credit Facility will mature on the earliest of (i) two years from the last day of the Revolving Period, (ii) the date on which the Company ceases to exist or (iii) the occurrence of an event of default. During the Revolving Period, borrowings under the DB Credit Facility will bear interest at a floating rate equal to the base rate plus 2.40% per annum. Following expiration of the Revolving Period, the interest rate on outstanding borrowings under the DB Credit Facility will equal the base rate plus 2.90% per annum for the remaining term of the DB Credit Facility. The base rate under the DB Credit Facility is three-month SOFR. A facility agent fee is payable to the facility agent each quarter and is calculated based on the aggregate commitments outstanding each day during the preceding collection period at a rate of 1/360 of 0.25% of the aggregate commitments on each day.

The DB Credit Facility is secured by all of the assets held by VCSL Funding 1. VCSL Funding 1 has made customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar credit facilities. Our borrowings, including those under the DB Credit Facility, are subject to the leverage restrictions contained in the 1940 Act.

Although we believe that we will remain in compliance, there are no assurances that we will continue to comply with the covenants in the SMBC Credit Facility and the DB Facility (collectively the “Credit Facilities”), as applicable. Failure to comply with these covenants could result in a default under one or both of the Credit Facilities that, if we were unable to obtain a waiver from the applicable lenders, could result in the immediate acceleration of the amounts due under the one or both of the Credit Facilities, and thereby have a material adverse impact on our business, financial condition and results of operations. Moreover, to the extent that we cannot meet our financing obligations, we risk the loss of some or all of our assets to liquidation or sale to satisfy the obligations. In such an event, we may be forced to sell assets at significantly depressed prices due to market conditions or otherwise, which may result in losses.

As of March 31, 2025, we were in compliance in all material respects with the terms of our Credit Facilities. For more information on the Credit Facilities, see Note 5. Borrowings, to the consolidated financial statements in Part I, Item 1, of this Quarterly Report on Form 10-Q.

The Credit Facilities consisted of the following as of March 31, 2025:

 

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Table of Contents

 

 

 

As of March 31, 2025

 

(In thousands)

 

Total
Facility

 

 

Borrowings
Outstanding

 

 

Unused
Portion
(1)

 

 

Amount
Available
(2)

 

SMBC Credit Facility

 

$

100,000

 

 

$

61,250

 

 

$

38,750

 

 

$

38,750

 

DB Facility

 

 

275,000

 

 

 

233,900

 

 

 

41,100

 

 

 

15,538

 

 

(1)
The unused portion is the amount upon which unused commitment fees are based.
(2)
Available for borrowing based on the computation of collateral to support the borrowings and subject to compliance with applicable covenants and borrowing base calculations.

The Credit Facilities consisted of the following as of December 31, 2024:

 

 

As of December 31, 2024

 

(In thousands)

 

Total
Facility

 

 

Borrowings
Outstanding

 

 

Unused
Portion
(1)

 

 

Amount
Available
(2)

 

SMBC Credit Facility

 

$

100,000

 

 

$

60,250

 

 

$

39,750

 

 

$

39,750

 

DB Facility

 

 

275,000

 

 

 

166,900

 

 

 

108,100

 

 

 

75,543

 

 

(1)
The unused portion is the amount upon which unused commitment fees are based.
(2)
Available for borrowing based on the computation of collateral to support the borrowings and subject to compliance with applicable covenants and borrowing base calculations.

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Equity

As of March 31, 2025, we had $247.9 million of uncalled capital commitments from stockholders, $10.0 million of which is contingent on us receiving additional capital commitments, ensuring that at all times, the aggregate commitments of an individual investor does not exceed 24.99% of our aggregate commitments, including $23.4 million from entities affiliate with or related to our Adviser.

 

 

As of March 31, 2025

 

 

As of December 31, 2024

 

(In thousands)

 

Capital
Commitments

 

 

 

Unfunded
Capital
Commitments

 

 

% of
Capital
Commitments
Funded

 

 

Capital
Commitments

 

 

 

Unfunded
Capital
Commitments

 

 

% of
Capital
Commitments
Funded

 

Common Stock

 

$

554,226

 

(1)

 

$

237,876

 

 

 

57.1

%

 

$

528,140

 

(1)

 

$

262,876

 

 

 

50.2

%

 

(1)
Excludes $10.0 million as of March 31, 2025 and $15.0 million as of December 31, 2024, of capital commitments that are contingent on us receiving additional capital commitments, ensuring that at all times, the aggregate commitments of an individual investor do not exceed 24.99% of our aggregate commitments.

Subscriptions and Drawdowns

We have the authority to issue 500,000,000 shares of common stock at $0.01 per share par value.

Shares issued as of March 31, 2025 were 16,052,310.855. The following table summarizes activity in the number of shares outstanding during the three months ended March 31, 2025:

 

Date

 

Shares
Issued

 

 

Proceeds
Received
(In thousands)

 

 

Issuance
Price per
Share

 

1/6/2025

 

 

213,131.313

 

 

$

4,220

 

 

$

19.80

 

1/8/2025

 

 

6,383.522

 

 

 

126

 

 

 

19.79

 

2/3/2025

 

 

273,654.822

 

 

 

5,391

 

 

 

19.70

 

2/6/2025

 

 

6,937.876

 

 

 

137

 

 

 

19.80

 

3/3/2025

 

 

586,080.184

 

 

 

11,475

 

 

 

19.58

 

3/6/2025

 

 

8,056.415

 

 

 

159

 

 

 

19.70

 

3/31/2025

 

 

1,531,393.567

 

 

 

30,000

 

 

 

19.59

 

 

Dividends and Distributions

To the extent that we have taxable income available, we intend to make quarterly distributions to our stockholders. Dividends and distributions to common shareholders are recorded on the applicable record date. The amount to be distributed to stockholders is determined by the Company each quarter and is generally based upon the taxable earnings estimated by management and available cash. Net realized capital gains, if any, will generally be distributed at least annually, although we may decide to retain such capital gains for investment.

We have adopted a dividend reinvestment plan under which shareholders will automatically receive dividends and other distributions in cash unless they elect to have their dividends and other distributions reinvested in additional shares. As a result of the foregoing, when the Company declares a cash dividend or distribution, stockholders that have not “opted out” of our dividend reinvestment plan will have their cash distributions automatically reinvested in additional shares rather than receiving cash.

The following table summarizes the Company’s distributions declared during the three months ended March 31, 2025:

 

Declared Date

 

Record Date

 

Payment Date

 

Dividends
per Share

 

1/30/2025

 

1/31/2025

 

2/6/2025

 

$

0.16

 

2/28/2025

 

2/28/2025

 

3/6/2025

 

 

0.16

 

3/28/2025

 

3/28/2025

 

4/7/2025

 

 

0.16

 

 

The following table reflects the shares issued pursuant to the dividend reinvestment during the three months ended March 31, 2025:

 

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Table of Contents

 

Declared Date

 

Record Date

 

Payment Date

 

Shares Issued

 

1/30/2025

 

1/31/2025

 

2/6/2025

 

 

6,937.876

 

2/28/2025

 

2/28/2025

 

3/6/2025

 

 

8,056.415

 

3/28/2025

 

3/28/2025

 

4/7/2025

 

 

10,809.051

 

 

Contractual Obligations

We have entered into an Investment Advisory Agreement with the Adviser pursuant to the 1940 Act to provide us with investment advisory services, and an Administration Agreement with the Administrator to provide us with administrative services. For more information about payments for services provided under these agreements, see Note 4. Related Party Transactions, to the consolidated financial statements included in Part I, Item 1, of this Quarterly Report on Form 10-Q.

The following tables show the contractual maturities of our Credit Facilities as of March 31, 2025:

 

 

Payments Due by Period As of March 31, 2025

 

(in thousands)

 

Total

 

 

Less Than
1 Year

 

 

1 to 3
Years

 

 

3 to 5
Years

 

 

More Than
5 Years

 

SMBC Credit Facility

 

$

61,250

 

 

$

-

 

 

$

61,250

 

 

$

-

 

 

$

-

 

DB Credit Facility

 

 

233,900

 

 

 

-

 

 

 

-

 

 

 

233,900

 

 

 

-

 

 

Off-Balance Sheet Arrangements

In the ordinary course of our business, we enter into contracts or agreements that contain indemnification or warranties. Future events could occur that lead to the execution of these provisions against us. We believe that the likelihood of such an event is remote; however, the maximum potential exposure is unknown. No accrual has been made in the consolidated financial statements as of March 31, 2025, or December 31, 2024, for any such exposure.

We currently are and may in the future become obligated to fund commitments such as revolving credit facilities, bridge financing commitments, or delayed draw commitments.

We had the following unfunded commitments to fund delayed draw and revolving senior secured loans as of March 31, 2025 and December 31, 2024:

 

 

Par Value as of

 

(In thousands)

 

March 31, 2025

 

 

December 31, 2024

 

Unfunded delayed draw commitments

 

$

98,661

 

 

$

68,679

 

Unfunded revolving commitments

 

 

30,434

 

 

 

26,594

 

Total unfunded commitments

 

$

129,095

 

 

$

95,273

 

Related-Party Transactions

We have entered into a number of business relationships with affiliated or related parties, including the following:

the Investment Advisory Agreement;
the Administration Agreement;
the Expense Support Agreement; and
the License Agreement.

In addition to the aforementioned agreements, we rely on exemptive relief that has been granted to us and certain of our affiliates to permit us to co-invest with other funds managed by the Adviser or certain affiliates, in a manner consistent with our investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors. Finally, the Adviser is sponsoring a program whereby investors who purchase shares of Common Stock from the Company between November 4, 2024 and June 30, 2025 will be granted additional shares of Common Stock. See Note 4. Related Party Transactions, to the consolidated financial statements included in Part I, Item 1, of this Quarterly Report on Form 10-Q.

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Critical Accounting Policies

The preparation of financial statements and related disclosures in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the periods reported. 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.

Fair Value Measurements

One of the critical accounting estimates 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. Financial Accounting Standards Board Accounting Standards Codification 820, Fair Value Measurements (“ASC 820”), as amended, establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. ASC 820 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between market participants on the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820, we consider its principal market to be the market that has the greatest volume and level of activity. ASC 820 specifies a fair value hierarchy that prioritizes and ranks the level of observability of inputs used in determination of fair value. In accordance with ASC 820, these levels are summarized below:

Level 1—Valuations based on quoted prices in active markets for identical assets or liabilities that we have the ability to access.
Level 2—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of observable input that is significant to the fair value measurement. The assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment.

In addition to using the above inputs in investment valuations, the Adviser will apply a valuation policy approved by our Board that is consistent with ASC 820. Consistent with the valuation policy, we will evaluate the source of the inputs, including any markets in which our investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When an investment is valued based on prices provided by reputable dealers or pricing services (that is, broker quotes), we will subject those prices to various criteria in making the determination as to whether a particular investment would qualify for treatment as a Level 2 or Level 3 investment. For example, we, or the independent valuation firm(s), will review pricing support provided by dealers or pricing services in order to determine if observable market information is being used, versus unobservable inputs.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of our investments may fluctuate from period to period. Additionally, the fair value of such investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that may ultimately be realized. Further, such investments are generally less liquid than publicly traded securities and may be subject to contractual and other restrictions on resale. If we were required to liquidate a portfolio investment in a forced or liquidation sale, it could realize amounts that are different from the amounts presented and such differences could be material.

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 unrealized gains or losses reflected herein.

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Revenue Recognition

Interest income is recorded on an accrual basis and includes the accretion of discounts, amortization of premiums and PIK interest. Discounts from and premiums to par value on investments purchased are accreted/amortized into interest income over the life of the respective security using the effective interest method. To the extent loans contain PIK provisions, PIK interest, computed at the contractual rates is accrued and recorded as interest income and added to the principal balance of the loan. PIK interest income added to the principal balance is generally collected upon repayment of the outstanding principal.

Loans are generally placed on non-accrual status when interest and/or principal payments become materially past due and there is reasonable doubt that principal or interest will be collected in full. Recognition of interest income of that loan will be ceased until all principal and interest is current through payment or until a restructuring occurs, such that the interest income is deemed to be collectible. However, we remain contractually entitled to this interest. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon our judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest are paid or there is no longer any reasonable doubt that such principal or interest will be collected in full and, in our judgment, are likely to remain current. We may make exceptions to this policy if the loan has sufficient collateral value or is in the process of collection. Accrued interest is written-off when it becomes probable that the interest will not be collected, and the amount of uncollectible interest can be reasonably estimated.

Investment Transactions

Investment transactions are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. Unrealized gains or losses primarily reflect the change in investment values, including the reversal of previously recorded unrealized gains or losses when gains or losses are realized.

Other income may include income such as consent, waiver, amendment, unused, and prepayment fees associated with our investment activities, as well as any fees for managerial assistance services rendered by us to its portfolio companies. Such fees are recognized as income when earned or the services are rendered.

Income Taxes

We have elected to be treated, and intend to qualify annually to maintain our election to be treated, as a RIC under Subchapter M of the Code. To maintain our RIC tax election, we must, among other requirements, meet certain annual source-of-income and quarterly asset diversification requirements. We also must annually distribute dividends for U.S. federal income tax purposes to our stockholders out of the assets legally available for distribution of an amount generally at least equal to 90% of the sum of our investment company taxable income, determined without regard to any deduction for dividends paid.

If we fail to comply with the Excise Tax Distribution Requirements, we will be liable for a 4% nondeductible excise tax on the portion of the undistributed amounts of such income that are less than the amounts required to be distributed based on the Excise Tax Distribution Requirements. For this purpose, however, any net ordinary income or capital gain net income retained by us that is subject to corporate income tax for the tax year ending in that calendar year will be considered to have been distributed by year end (or earlier if estimated taxes are paid). We currently intend to make sufficient distributions each taxable year to satisfy the Excise Tax Distribution Requirements.

Recent Developments

On April 30, 2025, the Company declared a dividend for our common stock of $0.16 per share, payable on May 8, 2025 to stockholders of record as of April 30, 2025.

On April 28, 2025, the Company redeemed 19,735.281 shares for total proceeds of $386,614 subject to a tender offer filed with the SEC on March 24, 2025.

On April 7, 2025, we amended the DB Credit Facility to allow us to increase the maximum commitment from $275 million up to $350 million upon two business day’s written notice. Additionally, the DB Credit Facility was amended to provide that borrowings under the DB Credit Facility will bear interest at a floating rate equal to the base rate plus (i)

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2.15% per annum (reduced from 2.40% per annum) during the Revolving Period, and (ii) 2.30% per annum (reduced from 2.90% per annum) following expiration of the Revolving Period for the remaining term of the DB Credit Facility.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

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

Valuation Risk

We invest primarily in illiquid debt and equity securities of private companies. Most of our investments do not have a readily available market price, and we value these investments at fair value as determined in good faith in accordance with valuation policy and procedures established by our Board. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make.

Interest Rate Risk

Interest rate sensitivity refers to the change in earnings that may result from changes in the level of interest rates. Because we borrow money to make investments, our net investment income will depend in part upon the difference between the rate at which we borrow funds and the rate at which we invest these funds as well as our level of leverage. 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 or net assets.

We may hedge against interest rate and foreign currency fluctuations by using standard hedging instruments such as futures, options and forward contracts or a credit facility subject to the requirements of the 1940 Act and applicable commodities laws. While hedging activities may insulate us against adverse changes in interest rates and foreign currencies, such activities may also limit our ability to participate in benefits of lower interest rates or higher exchange rates with respect to the portion of our portfolio of investments, if any, with fixed interest rates or denominated in foreign currencies.

As of each of March 31, 2025 and December 31, 2024, on a fair value basis, approximately 0% of our debt investments bear interest at a fixed rate and approximately 100% of our debt investments bear interest at a floating rate. Additionally, our Credit Facilities are also subject to floating interest rates and are currently paid based on floating SOFR rates.

The following table estimates the potential changes of the net cash flow generated from interest income and expenses (in thousands), should interest rates increase or decrease by 100, 200 or 300 basis points. Interest income is calculated as revenue from interest generated from our portfolio of investments held on March 31, 2025. Interest expense is calculated based on the terms of the Credit Facilities, using the outstanding balance as of March 31, 2025. Interest expense on the Credit Facilities is calculated using the interest rate as of March 31, 2025, adjusted for the impact of hypothetical changes in rates, as shown below. The base interest rate case assumes the rates on our portfolio investments remain unchanged from the actual effective interest rates as of March 31, 2025. These hypothetical calculations are based on a model of the investments in our portfolio, held as of March 31, 2025, and are only adjusted for assumed changes in the underlying base interest rates. Actual results could differ significantly from those estimated in the table (dollar amounts in thousands).

Based on our March 31, 2025 consolidated statements of assets and liabilities, the following table shows the annualized net interest income, in thousands, of base rate changes in interest rates (considering interest rate floors for variable rate instruments) assuming no changes in our investment and borrowing structure:

 

Changes in Interest Rates

 

Interest Income

 

 

Interest Expense

 

 

Net Interest
Income

 

-100 Basis Points

 

$

(5,659

)

 

$

(2,952

)

 

$

(2,707

)

-200 Basis Points

 

 

(11,317

)

 

 

(5,903

)

 

 

(5,414

)

-300 Basis Points

 

 

(16,976

)

 

 

(8,855

)

 

 

(8,121

)

+100 Basis Points

 

 

5,659

 

 

 

2,952

 

 

 

2,707

 

+200 Basis Points

 

 

11,317

 

 

 

5,903

 

 

 

5,414

 

+300 Basis Points

 

 

16,976

 

 

 

8,855

 

 

 

8,121

 

 

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Item 4. Controls and Procedures.

(a)
Evaluation of Disclosure Controls and Procedures

In accordance with Rules 13a-15(b) and 15d-15(b) of the Exchange Act, we, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act) as of the end of the period covered by this Quarterly Report. The Chief Executive Officer and Chief Financial Officer determined that our disclosure controls and procedures are effective as of the end of the period covered by this Quarterly Report.

(b)
Changes in Internal Controls Over Financial Reporting

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

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PART II. OTHER INFORMATION

As of March 31, 2025, we, our consolidated subsidiaries and the Adviser are not subject to any material legal proceedings, nor, to our knowledge, are any material legal proceedings threatened against us or them. From time to time, we, our consolidated subsidiaries and/or the Adviser may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. Our business is subject to extensive regulation, which may result in regulatory proceedings against us.

Item 1A. Risk Factors

In addition to the other information set forth in this report, you should carefully consider the risk factors discussed in “ITEM 1A. RISK FACTORS” of our Annual Report on Form 10-K, filed with the SEC on March 14, 2025 (the “Form 10-K”), and “Item 1A. Risk Factors” of our Quarterly Report on Form 10-Q, filed with the SEC on August 2, 2024 (the “Q2 10-Q”). There have been no material changes from the risk factors disclosed in the Form 10-K.

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

All sales of unregistered securities during the period covered by the Quarterly Report on Form 10-Q were reported in a Form 8-K filed with the SEC.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Insider Trading Arrangements

None.

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Item 6. Exhibits

The following exhibits are filed as part of this report or hereby incorporated by reference to exhibits previously filed with the SEC:

 

3.1

Articles of Amendment and Restatement of Vista Credit Strategic Lending Corp. (incorporated by reference to Exhibit 3.1 to the Company’s Form 10 filed on June 15, 2023)

3.2

Amended and Restated Bylaws of Vista Credit Strategic Lending Corp. (incorporated by reference to Exhibit 3.2 to the Company’s Form 10 filed on June 15, 2023)

31.1*

Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*

Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1*

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS*

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

101.SCH*

Inline XBRL Taxonomy Extension Schema Document

104*

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

 

* Furnished herewith

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SIGNATURES

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

 

 

Vista Credit Strategic Lending Corp.

Date: May 8, 2025

By:

/s/ Greg Galligan

 

 

Greg Galligan

 

Chief Executive Officer and President

 

 

 

 

 

 

 

Vista Credit Strategic Lending Corp.

Date: May 8, 2025

By:

/s/ Ross Teune

 

 

Ross Teune

 

Chief Financial Officer and Treasurer

 

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