UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

____________________

Form 10-Q

____________________

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

For the quarterly period ended September 30, 2024

or

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

For the transition period from to

Commission file number: 814-01586

____________________

OHA SENIOR PRIVATE LENDING FUND (U) LLC

(Exact name of Registrant as specified in its Charter)

____________________

Delaware	13-4077194
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)
1 Vanderbilt, 16th Floor
New York, New York	10017
(Address of Principal Executive Offices)	(Zip Code)

(212) 326-1500

(Registrant’s Telephone Number, Including Area Code)

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

Securities registered pursuant to Section 12(b) of the Act: 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 x No o

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 o

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 definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	x	Smaller reporting company	¨
		Emerging growth company	x

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. o

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

As of September 30, 2024, there was no established public market for the registrant’s common shares of beneficial interest. The number of the registrant’s common shares, $0.01 par value per share, outstanding as of November 7, 2024 was 44,724,135.

OHA SENIOR PRIVATE LENDING FUND (U) LLC

TABLE OF CONTENTS

		Page
PART I	FINANCIAL INFORMATION	2
Item 1.	Consolidated Financial Statements	2
	Consolidated Statements of Assets and Liabilities as of September 30, 2024 (Unaudited) and December 31, 2023	2
	Consolidated Statements of Operations for the three and nine months ended September 30, 2024 and 2023 (Unaudited)	3
	Consolidated Statements of Changes in Net Assets for the three and nine months ended September 30, 2024 and 2023 (Unaudited)	4
	Consolidated Statements of Cash Flows for the nine months ended September 30, 2024 and 2023 (Unaudited)	5
	Consolidated Schedules of Investments as of September 30, 2024 (Unaudited) and December 31, 2023	6
	Notes to the Consolidated Financial Statements (Unaudited)	21
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	40
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	60
Item 4.	Controls and Procedures	60
PART II	OTHER INFORMATION	62
Item 1.	Legal Proceedings	62
Item 1A.	Risk Factors	62
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	62
Item 3.	Defaults Upon Senior Securities	62
Item 4.	Mine Safety Disclosures	62
Item 5.	Other Information	62
Item 6.	Exhibits and Financial Statement Schedules	63
	Signatures	64

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Some of the statements in this Quarterly Report on Form 10-Q constitute forward-looking statements because they relate to future events or our future performance or financial condition. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about OHA Senior Private Lending Fund (U) LLC (the “Company”, “we”, “us” or “our”), our current and prospective portfolio investments, our industry, our beliefs and opinions, and our assumptions. Forward-looking statements may include, among other things, statements as to our future operating results, our business prospects and the prospects of our portfolio companies, the impact of the investments that we expect to make, the ability of our portfolio companies to achieve their objectives, our expected financings and investments, the adequacy of our cash resources and working capital, and the timing of cash flows, if any, from the operations of our portfolio companies. Words such as “expect,” “anticipate,” “target,” “goals,” “project,” “intend,” “plan,” “believe,” “seek,” “estimate,” “continue,” “forecast,” “may,” “will,” “would,” “should,” “potential,” variations of such words, and similar expressions indicate a forward-looking statement, although not all forward-looking statements include these words. Readers are cautioned that the forward-looking statements contained in this Quarterly Report on Form 10-Q are only predictions, are not guarantees of future performance, and are subject to risks, events, uncertainties and assumptions that are difficult to predict. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the items discussed in Item 1A entitled “Risk Factors” in Part II of this Quarterly Report on Form 10-Q and in Item 1A entitled “Risk Factors” in Part I of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 or in other reports we may file with the Securities and Exchange Commission (the “SEC”) from time to time. Other factors that could cause our actual results and financial condition to differ materially include, but are not limited to, changes in political, economic or industry conditions, the interest rate environment or conditions affecting the financial and capital markets, risks associated with possible disruption due to terrorism in our operations or the economy generally, the impact of geo-political conditions, including revolution, insurgency, terrorism or war and future changes in laws or regulations and conditions in our operating areas.

Any forward-looking statements included in this Quarterly Report on Form 10-Q are based on our current expectations, estimates, forecasts, information and projections about the industry in which we operate and the beliefs and assumptions of our management as of the date of this Quarterly Report on Form 10-Q. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this report should not be regarded as a representation by us that our plans and objectives will be achieved. We assume no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless we are required to do so by law. Investors should not place undue reliance on these forward-looking statements, which apply only as of the date of this report. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, investors are advised to consult any additional disclosures that we may make directly to investors or through reports that we in the future may file with the SEC, including subsequent annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

Investors should understand that under Sections 27A(b)(2)(B) of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E(b)(2)(B) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 do not apply to forward-looking statements made in periodic reports we file under the Exchange Act.

1

PART I - FINANCIAL INFORMATION

Item 1.    Financial Statements

OHA Senior Private Lending Fund (U) LLC

Consolidated Statements of Assets and Liabilities

(in thousands, except share and per share amounts)

	As of
	September 30, 2024		December 31, 2023
	(Unaudited)
ASSETS
Investments at fair value:
Non-controlled/non-affiliated investments (cost of $423,851 and $318,837 at September 30, 2024 and December 31, 2023, respectively)	$	428,463	$	324,296
Cash and cash equivalents	53,969		117,255
Collateral receivable on forward currency exchange contracts	80		—
Interest receivable	4,353		1,937
Receivable for investments sold	77		1,902
Total assets	$	486,942	$	445,390
LIABILITIES
Payable for investments purchased	—		74
Collateral payable on forward currency exchange contracts	—		17,590
Management fees payable	684		1,015
Income incentive fee payable	4,216		2,032
Capital gains incentive fee payable	—		1,183
Unrealized depreciation on foreign currency forward contracts	515		2,454
Accrued expenses and other liabilities	1,002		1,029
Total liabilities	$	6,417	$	25,377
Commitments and contingencies (Note 7)
NET ASSETS
Common shares, $0.01 par value (44,724,135 and 38,954,613 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively)	447		390
Additional paid in capital	459,356		398,535
Distributable earnings (loss)	20,722		21,088
Total net assets	$	480,525	$	420,013
Total liabilities and net assets	$	486,942	$	445,390
Net asset value per share	$	10.74	$	10.78

See accompanying notes to the consolidated financial statements.

2

OHA Senior Private Lending Fund (U) LLC

Consolidated Statements of Operations

(in thousands, except share and per share amounts)

(Unaudited)

	For the Three Months Ended				For the Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Investment income:
From non-controlled/non-affiliated investments:
Interest income	$	12,379	$	7,022	$	35,355	$	17,053
Other income	587		461		2,432		1,312
Total investment income	12,966		7,483		37,787		18,365
Expenses:
Management fees	684		400		2,026		1,083
Income incentive fee	1,438		809		4,216		1,896
Professional fees	182		160		546		714
Board of Managers fees	53		52		158		157
Administrative service expenses	129		75		248		276
Other general & administrative	414		261		1,012		698
Amortization of deferred offering costs	—		104		—		312
Total expenses	2,900		1,861		8,206		5,136
Total investment income before taxes	10,066		5,622		29,581		13,229
Excise tax expense	—		—		71		—
Net investment income	10,066		5,622		29,510		13,229
Realized and unrealized gain (loss):
Realized gain (loss):
Non-controlled/non-affiliated investments	56		80		160		161
Foreign currency transactions	260		(1,926)		(530)		(1,620)
Foreign currency forward contracts	14,550		(8,470)		(3,854)		(6,391)
Net realized gain (loss)	14,866		(10,316)		(4,224)		(7,850)
Net change in unrealized appreciation (depreciation):
Non-controlled/non-affiliated investments	183		2,666		(848)		3,223
Foreign currency forward contracts	(1,324)		1,882		1,939		1,219
Net unrealized appreciation (depreciation)	(1,141)		4,548		1,091		4,442
Net realized and unrealized gain (loss)	13,725		(5,768)		(3,133)		(3,408)
Net increase (decrease) in net assets resulting from operations	$	23,791	$	(146)	$	26,377	$	9,821
Net investment income per common share	$	0.24	$	0.24	$	0.74	$	0.61
Increase in net assets resulting from operations per common share	$	0.58	$	(0.01)	$	0.65	$	0.45
Weighted average common shares outstanding	41,615,534		23,641,094		39,848,061		21,603,505

See accompanying notes to the consolidated financial statements.

3

OHA Senior Private Lending Fund (U) LLC

Consolidated Statements of Changes in Net Assets

(in thousands)

(Unaudited)

	For the Three Months Ended				For the Nine Months Ended
	September 30, 2024		September 30, 2023		September 30, 2024		September 30, 2023
Operations:
Net investment income	$	10,066	$	5,622	$	29,510	$	13,229
Net realized gain (loss)	14,866		(10,316)		(4,224)		(7,850)
Net change in unrealized appreciation (depreciation)	(1,141)		4,548		1,091		4,442
Net increase (decrease) in net assets resulting from operations	$	23,791	$	(146)	$	26,377	$	9,821
Share transactions:
Common shares issued	$	60,878	$	134,982	$	60,878	$	172,115
Distributions to common shareholders	(9,349)		(5,011)		(26,743)		(8,233)
Net increase (decrease) from share transactions	$	51,529	$	129,971	$	34,135	$	163,882
Total increase (decrease) in net assets	$	75,320	$	129,825	$	60,512	$	173,703
Net Assets, beginning of period	405,205		231,643		420,013		187,765
Net Assets, end of period	$	480,525	$	361,468	$	480,525	$	361,468

See accompanying notes to the consolidated financial statements.

4

OHA Senior Private Lending Fund (U) LLC

Consolidated Statements of Cash Flows

(in thousands)

(Unaudited)

	For the Nine Months Ended
	September 30, 2024		September 30, 2023
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations	$	26,377	$	9,821
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Net unrealized (appreciation) depreciation on investments	848		(3,223)
Net unrealized (appreciation) depreciation on foreign currency forward contracts	(1,939)		(1,219)
Net realized (gain) loss on investments	(160)		(161)
Net realized (gain) loss on foreign currency transactions	530		—
Net realized (gain) loss on foreign currency forward contracts	3,854		—
Payment-in-kind interest capitalized	(566)		—
Net accretion of discount and amortization of premium	(2,413)		(679)
Amortization of deferred offering costs	—		312
Purchases of investments	(182,114)		(134,944)
Proceeds from sale of investments and principal repayments	80,238		13,091
Proceeds from settlement of foreign currency forward contracts	(3,854)		—
Increase (decrease) in assets and liabilities:
Interest receivable	(2,416)		(1,186)
Receivable for investments sold	1,825		(14)
Payable for investments purchased	(74)		(117,944)
Collateral on forward currency exchange contracts	(17,670)		—
Management fee payable	(331)		367
Income incentive fee payable	2,184		1,896
Capital gains incentive fee payable	(1,183)		—
Board of Managers fee payable	—		(33)
Accrued expenses and other liabilities	(27)		(34)
Net cash provided by (used in) operating activities	(96,891)		(233,950)
Cash flows from financing activities:
Proceeds from issuance of common shares, inclusive of change in receivable for issuance of common shares	60,878		72,849
Distributions paid in cash	(26,743)		(8,233)
Proceeds received from foreign currency settlement	(530)		—
Net cash provided by (used in) financing activities	33,605		64,616
Net increase (decrease) in cash and cash equivalents	(63,286)		(169,334)
Cash and cash equivalents, beginning of period	117,255		187,398
Cash and cash equivalents, end of period	$	53,969	$	18,064
Supplemental disclosure of cash flow information:
Receivable for issuance of common shares	$	—	$	99,266

See accompanying notes to the consolidated financial statements.

5

OHA Senior Private Lending Fund (U) LLC

Consolidated Schedule of Investments

September 30, 2024

(in thousands)

(Unaudited)

Investments-non-controlled/non-affiliated(1)	Footnotes	Reference Rate and Spread				Interest Rate (2)		Maturity Date		Par Amount/ Units		Cost (3)		Fair Value		% of Net Assets
Investments—   non-controlled/non-affiliated
First Lien Debt
Aerospace and Defense
Evergreen IX Borrower 2023 LLC	(4) (5)	S +	4.75	%		9.35	%	9/30/2030		$	5,390	$	5,317	$	5,377	1.12	%
Evergreen IX Borrower 2023 LLC	(4) (5) (6)	S +	4.75	%		9.35	%	10/1/2029		599		(7)		(2)		—
Mantech International CP	(4) (5)	S +	5.00	%		10.25	%	9/14/2029		3,742		3,682		3,742		0.78
Mantech International CP	(4) (5) (6)	S +	5.00	%		10.25	%	9/14/2029		566		(9)		—		—
Mantech International CP	(4) (5) (6)	S +	5.00	%		10.25	%	9/14/2028		444		(6)		—		—
												8,977		9,117		1.90
Automobile
Mammoth Holdings, LLC	(4) (5) (6)	S +	5.75	%		11.06	%	11/15/2029		909		(8)		—		—
Mammoth Holdings, LLC	(4) (5)	S +	5.75	%		10.35	%	11/15/2030		7,218		7,152		7,218		1.50
Mammoth Holdings, LLC	(4) (5)	S +	5.75	%		11.06	%	11/15/2030		1,814		1,798		1,814		0.38
Wesco Group LLC	(4) (5)	S +	5.50	%		10.85	%	10/6/2028		1,782		1,751		1,782		0.37
Wesco Group LLC	(4) (5) (6)	S +	5.50	%		10.85	%	10/7/2027		403		249		252		0.05
Wesco Group LLC	(4) (5)	S +	5.50	%		10.45	%	10/6/2028		5,161		5,114		5,161		1.08
Wesco Group LLC	(4) (5) (6)	C +	5.50	%		10.45	%	10/7/2027	CAD	134		(4)		(2)		—
												16,052		16,225		3.38
Broadcasting and Entertainment
Broadcast Music, Inc.	(4) (5)	S +	5.75	%		10.77	%	2/8/2030		4,895		4,828		4,895		1.02
Broadcast Music, Inc.	(4) (5) (6)	S +	5.75	%		10.87	%	2/8/2030		892		(12)		—		—
Global Music Rights	(4) (5) (6)	S +	5.50	%		10.20	%	8/27/2029		286		(2)		—		—
Global Music Rights	(4) (5)	S +	5.50	%		10.20	%	8/27/2030		3,125		3,095		3,125		0.65
												7,909		8,020		1.67
Buildings and Real Estate
Associations, Inc.	(4) (5) (6)	S +	6.50	%		12.00	%	7/3/2028		286		—		—		—
Associations, Inc.	(4) (5) (6)	S +	6.50	%		12.00	%	7/3/2028		357		(1)		—		—
Associations, Inc.	(4) (5)	S +	6.50	%		12.00	%	7/3/2028		4,604		4,602		4,604		0.96
Associations, Inc.	(4) (5)				(14.25% PIK)	14.25	%	5/3/2030		272		272		272		0.05
Associations, Inc.	(4) (5)				(14.25% PIK)	14.25	%	5/3/2030		714		712		714		0.15
												5,585		5,590		1.16

6

Investments-non-controlled/non-affiliated(1)	Footnotes	Reference Rate and Spread			Interest Rate (2)		Maturity Date	Par Amount/ Units	Cost (3)	Fair Value	% of Net Assets
Capital Equipment
AI Titan Parent Inc.	(4) (5) (6)	S +	4.75	%	9.81	%	8/29/2031	1,557	—	(8)	—
AI Titan Parent Inc.	(4) (5) (6)	S +	4.75	%	9.81	%	8/29/2031	973	(5)	(5)	—
AI Titan Parent Inc.	(4) (5)	S +	4.75	%	9.81	%	8/29/2031	7,786	7,747	7,747	1.61
Ohio Transmission Corporation	(4) (5) (6)	S +	5.50	%	10.10	%	12/19/2029	1,000	142	150	0.03
Ohio Transmission Corporation	(4) (5) (6)	S +	5.50	%	10.10	%	12/19/2030	1,498	435	448	0.09
Ohio Transmission Corporation	(4) (5) (7)	S +	5.50	%	10.10	%	12/19/2030	7,543	7,474	7,543	1.57
Truck-Lite Co., LLC	(4) (5) (6)	S +	5.75	%	10.85	%	2/13/2031	1,156	(11)	—	—
Truck-Lite Co., LLC	(4) (5) (6)	S +	5.75	%	10.85	%	2/13/2030	1,156	1	12	—
Truck-Lite Co., LLC	(4) (5)	S +	5.75	%	10.86	%	2/13/2031	10,635	10,536	10,635	2.22
									26,319	26,522	5.52
Chemicals, Plastics and Rubber
ASP Unifax Holdings, Inc.	(4) (5)	S +	7.75	%	12.35	%	9/28/2029	5,000	4,788	4,788	1.00
BCPE HIPH Parent, Inc.	(4) (5) (6) (7)	S +	5.75	%	10.60	%	10/7/2030	1,034	771	785	0.16
BCPE HIPH Parent, Inc.	(4) (5) (7)	S +	5.75	%	10.60	%	10/7/2030	3,029	2,964	3,006	0.63
Meridian Adhesives Group, Inc.	(4) (5)	S +	7.00	%	11.85	%	9/3/2029	12,971	12,550	13,101	2.73
Meridian Adhesives Group, Inc.	(4) (5)	S +	7.00	%	11.85	%	9/3/2029	1,263	1,223	1,276	0.26
									22,296	22,956	4.78
Construction & Building
NRO Holdings III Corp.	(4) (5)	S +	5.25	%	10.55	%	7/15/2031	6,656	6,590	6,589	1.37
NRO Holdings III Corp.	(4) (5) (6)	S +	5.25	%	10.55	%	7/15/2031	2,080	—	(21)	—
NRO Holdings III Corp.	(4) (5) (6)	S +	5.25	%	10.55	%	7/15/2030	1,050	(10)	(10)	—
									6,580	6,558	1.37
Consumer Goods: Durable
Marcone Yellowstone Buyer, Inc.	(4) (5)	S +	6.25	%	11.73	%	6/23/2028	668	652	642	0.13
Marcone Yellowstone Buyer, Inc.	(4) (5)	S +	6.50	%	11.98	%	6/23/2028	1,309	1,289	1,270	0.26
Marcone Yellowstone Buyer, Inc.	(4) (5)	S +	6.25	%	11.73	%	6/23/2028	6,817	6,664	6,562	1.37
Marcone Yellowstone Buyer, Inc.	(4) (5)	S +	6.25	%	11.73	%	6/23/2028	2,265	2,214	2,180	0.45
Marcone Yellowstone Buyer, Inc.	(4) (5)	S +	6.25	%	11.73	%	6/23/2028	3,177	3,109	3,057	0.64
Poly-Wood, LLC	(4) (5) (6)	S +	5.50	%	10.10	%	3/20/2030	1,350	—	(3)	—
Poly-Wood, LLC	(4) (5) (6)	S +	5.50	%	10.10	%	3/20/2030	1,350	(14)	(3)	—
Poly-Wood, LLC	(4) (5)	S +	5.50	%	10.10	%	3/20/2030	7,164	7,089	7,146	1.49
									21,003	20,851	4.34
Containers, Packaging and Glass
PPC Flexible Packaging	(4) (5)	S +	6.00	%	10.75	%	9/30/2028	4,028	3,966	4,028	0.84
									3,966	4,028	0.84

7

Investments-non-controlled/non-affiliated(1)	Footnotes	Reference Rate and Spread				Interest Rate (2)		Maturity Date	Par Amount/ Units	Cost (3)	Fair Value	% of Net Assets
Finance
Beacon Pointe Advisors, LLC	(4) (5) (7)	S +	4.75	%		9.49	%	12/29/2028	662	658	660	0.14
Beacon Pointe Advisors, LLC	(4) (5) (7)	S +	4.75	%		9.60	%	12/29/2028	5,913	5,868	5,898	1.23
Beacon Pointe Advisors, LLC	(4) (5) (7)	S +	4.75	%		9.49	%	12/29/2028	2,319	2,301	2,313	0.48
Beacon Pointe Advisors, LLC	(4) (5) (6)	S +	4.75	%		9.49	%	12/29/2027	627	(3)	(1)	—
Cliffwater LLC	(4) (5)	S +	4.50	%		9.35	%	10/7/2030	5,970	5,916	5,970	1.24
Cliffwater LLC	(4) (5) (6)	S +	4.50	%		9.35	%	10/7/2030	1,000	(9)	—	—
Spectrum Automotive Holdings, Corp.	(4) (5) (6)	S +	5.25	%		9.85	%	6/29/2027	305	(6)	—	—
Spectrum Automotive Holdings, Corp.	(4) (5)	S +	5.25	%		9.85	%	6/29/2028	8,043	7,864	8,043	1.68
Spectrum Automotive Holdings, Corp.	(4) (5) (6)	S +	5.25	%		9.85	%	6/29/2028	2,243	2,174	2,226	0.46
										24,763	25,109	5.23
Healthcare, Education and Childcare
Coding Solutions Acquisition Inc.	(4) (5)	S +	5.00	%		9.25	%	8/7/2031	4,303	4,265	4,260	0.89
Coding Solutions Acquisition Inc.	(4) (5) (6)	S +	5.00	%		10.01	%	8/7/2031	777	(5)	(8)	—
Coding Solutions Acquisition Inc.	(4) (5) (6)	S +	5.00	%		10.01	%	8/7/2031	420	101	101	0.02
Gateway US Holdings, Inc.	(4) (5)	S +	5.50	%		10.25	%	9/22/2026	737	724	737	0.15
Gateway US Holdings, Inc.	(4) (5) (7)	S +	5.50	%		10.25	%	9/22/2026	3,211	3,211	3,211	0.67
Gateway US Holdings, Inc.	(4) (5) (6) (7)	S +	5.50	%		10.25	%	9/22/2026	131	—	—	—
Gateway US Holdings, Inc.	(4) (5) (7)	S +	5.50	%		10.25	%	9/22/2026	167	167	167	0.03
Medvet Associates LLC	(4) (5)	S +	4.75	%		9.60	%	6/25/2031	8,000	7,961	7,960	1.66
Medvet Associates LLC	(4) (5) (6)	S +	4.75	%		9.60	%	6/25/2031	2,000	—	(10)	—
Model N, Inc.	(4) (5)	S +	5.00	%		9.64	%	6/27/2031	7,615	7,578	7,577	1.58
Model N, Inc.	(4) (5) (6)	S +	5.00	%		9.64	%	6/27/2031	829	(4)	(4)	—
Model N, Inc.	(4) (5) (6)	S +	5.00	%		9.64	%	6/27/2031	1,554	—	(8)	—
Next Holdco, LLC	(4) (5)	S +	6.00	%		11.06	%	11/12/2030	5,076	5,006	5,076	1.06
Next Holdco, LLC	(4) (5) (6)	S +	6.00	%		11.06	%	11/12/2030	1,308	(17)	—	—
Next Holdco, LLC	(4) (5) (6)	S +	6.00	%		11.06	%	11/9/2029	491	(6)	—	—
PetVet Care Centers, LLC	(4) (5)	S +	6.00	%		10.85	%	11/15/2030	10,624	10,528	10,465	2.18
PetVet Care Centers, LLC	(4) (5) (6)	S +	6.00	%		10.85	%	11/15/2030	1,396	—	(21)	(0.01)
PetVet Care Centers, LLC	(4) (5) (6)	S +	6.00	%		10.85	%	11/15/2029	1,396	(12)	(21)	(0.01)
TecoStar Holdings, Inc.	(4) (5)	S +	8.50	%	(4.50% PIK)	13.18	%	7/6/2029	4,188	4,103	4,188	0.87
Touchstone Acquisition, Inc.	(4) (5)	S +	6.00	%		10.95	%	12/29/2028	10,316	10,116	10,213	2.12
										53,716	53,883	11.21
High Tech
CentralSquare Technologies, LLC	(4) (5) (6)	S +	6.50	%	(3.50% PIK)	11.60	%	4/12/2030	867	(10)	(4)	—
CentralSquare Technologies, LLC	(4) (5)	S +	6.50	%	(3.50% PIK)	11.60	%	4/12/2030	7,750	7,660	7,711	1.60
Eagan Sub, Inc.	(4) (5) (6)	S +	5.25	%		9.85	%	6/1/2029	2,900	(34)	—	—
Eagan Sub, Inc.	(4) (5)	S +	5.25	%		9.85	%	6/3/2030	14,355	14,168	14,355	2.99

8

Investments-non-controlled/non-affiliated(1)	Footnotes	Reference Rate and Spread				Interest Rate (2)		Maturity Date		Par Amount/ Units	Cost (3)	Fair Value	% of Net Assets
Everbridge Holdings, LLC	(4) (5) (6)	S +	5.00	%		9.59	%	7/2/2031		1,833	717	714	0.15
Everbridge Holdings, LLC	(4) (5) (6)	S +	5.00	%		10.33	%	7/2/2031		733	(2)	(2)	—
Everbridge Holdings, LLC	(4) (5)	S +	5.00	%		10.33	%	7/2/2031		7,333	7,316	7,315	1.52
Greenway Health, LLC	(4) (5)	S +	6.75	%		12.01	%	4/1/2029		9,112	8,950	9,203	1.91
Kaseya, Inc.	(4) (5) (6)	S +	5.50	%		10.10	%	6/25/2029		154	37	39	0.01
Kaseya, Inc.	(4) (5)	S +	5.50	%		10.75	%	6/25/2029		2,549	2,510	2,549	0.53
Kaseya, Inc.	(4) (5) (6)	S +	5.50	%		10.78	%	6/25/2029		144	28	30	0.01
Kaseya, Inc.	(4) (5)	S +	5.50	%		10.75	%	6/25/2029		9	9	9	—
PDI TA Holdings, Inc.	(4) (5) (6)	S +	5.25	%		10.50	%	2/3/2031		402	(2)	(1)	—
PDI TA Holdings, Inc.	(4) (5)	S +	5.25	%		10.50	%	2/3/2031		1,721	1,705	1,716	0.36
PDI TA Holdings, Inc.	(4) (5) (6)	S +	5.25	%		10.50	%	2/3/2031		173	(2)	—	—
											43,050	43,634	9.08
Insurance
Integrity Marketing Acquisition, LLC	(4) (5)	S +	5.00	%		10.08	%	8/25/2028		5,700	5,672	5,671	1.18
MAI Capital Management Intermediate, LLC	(4) (5)	S +	4.75	%		9.35	%	8/29/2031		2,765	2,751	2,751	0.57
MAI Capital Management Intermediate, LLC	(4) (5) (6)	S +	4.75	%		9.35	%	8/29/2031		1,625	—	(8)	—
MAI Capital Management Intermediate, LLC	(4) (5) (6)	S +	4.75	%		9.35	%	8/29/2031		610	(3)	(3)	—
Peter C. Foy & Associates Insurance Services, LLC	(4) (5)	S +	6.50	%		11.35	%	11/1/2028		99	98	99	0.02
Peter C. Foy & Associates Insurance Services, LLC	(4) (5)	S +	5.50	%		10.59	%	11/1/2028		6,502	6,402	6,485	1.35
Peter C. Foy & Associates Insurance Services, LLC	(4) (5)	S +	5.50	%		10.75	%	11/1/2028		1,789	1,762	1,785	0.37
Peter C. Foy & Associates Insurance Services, LLC	(4) (5) (6)	S +	5.50	%		10.75	%	11/1/2027		310	(4)	(1)	—
RSC Acquisition, Inc.	(4) (5) (7)	S +	4.75	%		9.35	%	11/1/2029		6,955	6,872	6,920	1.44
THG Acquisition, LLC	(4) (5) (6)	S +	5.75	%		10.70	%	12/2/2025		481	167	170	0.03
THG Acquisition, LLC	(4) (5)	S +	5.50	%		10.45	%	12/2/2026		5,463	5,394	5,409	1.13
											29,111	29,278	6.09
Media: Diversified & Production
Aurelia Netherlands Midco 2 B.V.	(4) (5) (8)	E +	5.75	%		9.55	%	5/1/2031	EUR	11,569	12,122	12,718	2.65
Circana Group, L.P.	(4) (5)	S +	5.00	%		9.85	%	12/1/2028		7,037	6,876	6,966	1.45
Circana Group, L.P.	(4) (5) (6)	S +	5.00	%		9.85	%	12/1/2027		488	264	269	0.05
											19,262	19,953	4.15
Printing and Publishing
Recorded Books Inc.	(4) (5) (6)	S +	5.75	%		10.81	%	8/31/2028		1,160	730	743	0.16
Recorded Books Inc.	(4) (5)	S +	5.75	%		10.50	%	9/3/2030		14,232	14,010	14,197	2.95
											14,740	14,940	3.11
Retail Stores
New Look Vision Group, Inc.	(4) (5) (7) (8)	C +	5.50	%		9.75	%	5/26/2028	CAD	799	561	574	0.12
New Look Vision Group, Inc.	(4) (5) (7) (8)	C +	6.00	%	(2.00% PIK)	10.25	%	5/26/2028	CAD	6,187	4,349	4,522	0.94
New Look Vision Group, Inc.	(4) (5) (6) (8)	C +	5.50	%		9.83	%	5/26/2026	CAD	850	72	92	0.02

9

Investments-non-controlled/non-affiliated(1)	Footnotes	Reference Rate and Spread				Interest Rate (2)		Maturity Date		Par Amount/ Units	Cost (3)	Fair Value	% of Net Assets
New Look Vision Group, Inc.	(4) (5) (7) (8)	C +	5.50	%		9.75	%	5/26/2028	CAD	416	293	299	0.06
New Look Vision Group, Inc.	(4) (5) (8)	S +	5.50	%		10.98	%	5/26/2028		1,290	1,237	1,252	0.26
New Look Vision Group, Inc.	(4) (5) (8)	S +	6.00	%	(2.00% PIK)	10.75	%	5/26/2028		145	139	143	0.03
											6,651	6,882	1.43
Services: Business
Baker Tilly Advisory Group, LP	(4) (5) (6)	S +	5.00	%		9.85	%	6/3/2030		1,828	(13)	(14)	—
Baker Tilly Advisory Group, LP	(4) (5) (6)	S +	5.00	%		9.85	%	6/3/2031		1,305	(2)	(10)	—
Baker Tilly Advisory Group, LP	(4) (5)	S +	5.00	%		9.85	%	6/3/2031		8,667	8,607	8,602	1.79
FR Vision Holdings, Inc.	(4) (5) (6)	S +	5.50	%		10.78	%	1/21/2030		580	(5)	—	—
FR Vision Holdings, Inc.	(4) (5) (6)	S +	5.50	%		10.78	%	1/20/2031		2,319	597	603	0.12
FR Vision Holdings, Inc.	(4) (5)	S +	5.50	%		10.78	%	1/20/2031		7,162	7,095	7,162	1.49
GC Waves Holdings, Inc.	(4) (5)	S +	5.25	%		10.20	%	8/10/2029		6,976	6,826	6,976	1.45
GC Waves Holdings, Inc.	(4) (5) (6)	S +	6.00	%		10.95	%	8/10/2029		1,297	395	417	0.09
GI Apple Midco LLC	(4) (5) (6)	S +	6.75	%		11.60	%	4/19/2029		1,133	387	405	0.08
GI Apple Midco LLC	(4) (5)	S +	6.75	%		11.60	%	4/19/2030		7,355	7,229	7,428	1.55
GI Apple Midco LLC	(4) (5) (6)	S +	6.75	%		11.60	%	4/19/2030		1,618	170	193	0.04
Jensen Hughes Inc.	(4) (5) (6)	S +	5.00	%		9.74	%	8/6/2031		1,467	(4)	(15)	—
Jensen Hughes Inc.	(4) (5) (6)	S +	5.00	%		9.74	%	8/6/2031		587	(6)	(6)	—
Jensen Hughes Inc.	(4) (5)	S +	5.00	%		9.74	%	8/6/2031		5,204	5,152	5,151	1.07
Jensen Hughes Inc.	(4) (5) (6)	S +	5.00	%		9.74	%	8/6/2031		342	—	(3)	—
PT Intermediate Holdings III, LLC	(4) (5) (6)	S +	4.75	%		9.35	%	4/9/2030		232	—	(1)	—
PT Intermediate Holdings III, LLC	(4) (5)	S +	5.00	%	(1.75% PIK)	9.60	%	4/9/2030		12,293	12,107	12,231	2.54
Rimkus Consulting Group Inc.	(4) (5) (6)	S +	5.25	%		10.58	%	4/1/2030		463	(3)	(2)	—
Rimkus Consulting Group Inc.	(4) (5)	S +	5.25	%		10.58	%	4/1/2031		3,470	3,445	3,452	0.72
Rimkus Consulting Group Inc.	(4) (5) (6)	S +	5.25	%		10.58	%	4/1/2031		867	—	(4)	—
Speed Midco 3 S.a r.l.	(4) (5) (8)	E +	4.95	%		8.11	%	6/5/2031	EUR	1,983	2,145	2,208	0.46
Speed Midco 3 S.a r.l.	(4) (5) (8)	SN +	4.95	%		9.90	%	6/5/2031	GBP	491	623	657	0.14
Speed Midco 3 S.a r.l.	(4) (5) (8)	S +	4.95	%		9.20	%	6/5/2031		7,219	7,185	7,201	1.50
STV Group, Inc.	(4) (5) (6)	S +	5.00	%		9.96	%	3/20/2031		1,250	—	(6)	—
STV Group, Inc.	(4) (5)	S +	5.00	%		9.96	%	3/20/2031		4,353	4,312	4,331	0.90
STV Group, Inc.	(4) (5) (6)	P +	4.00	%		12.00	%	3/20/2030		875	117	121	0.02
USIC Holdings Inc.	(4) (5)	S +	5.50	%		10.35	%	9/10/2031		8,430	8,388	8,388	1.74
USIC Holdings Inc.	(4) (5) (6)	S +	5.25	%		10.10	%	9/10/2031		1,073	516	516	0.11
USIC Holdings Inc.	(4) (5) (6)	S +	5.50	%		10.35	%	9/10/2031		510	13	10	—
											75,276	75,991	15.81
Services: Consumer
Bradyifs Holdings, LLC	(4) (5) (6)	S +	6.00	%		11.25	%	10/31/2029		1,373	974	980	0.20
Bradyifs Holdings, LLC	(4) (5)	S +	6.00	%		11.25	%	10/31/2029		12,424	12,313	12,424	2.59

10

Investments-non-controlled/non-affiliated(1)	Footnotes	Reference Rate and Spread				Interest Rate (2)		Maturity Date	Par Amount/ Units	Cost (3)		Fair Value		% of Net Assets
Kleinfelder Group, Inc.(The)	(4) (5) (6)	S +	6.25	%		11.31	%	9/1/2030	2,464	—		—		—
Kleinfelder Group, Inc.(The)	(4) (5)	S +	6.25	%		11.31	%	11/28/2025	12,343	12,275		12,343		2.57
Kleinfelder Group, Inc.(The)	(4) (5) (6)	P +	4.00	%		12.00	%	8/4/2028	1,643	348		361		0.07
										25,910		26,107		5.43
Technology & Electronics
Chase Intermediate, LLC	(4) (5) (6)	S +	4.75	%		10.00	%	10/30/2028	8,658	3,499		3,484		0.73
Chase Intermediate, LLC	(4) (5) (6)	S +	5.00	%		10.41	%	10/30/2028	433	(3)		(2)		—
Granicus, Inc.	(4) (5) (6)	S +	5.25	%		11.00	%	1/17/2031	384	(2)		—		—
Granicus, Inc.	(4) (5)	S +	5.75	%	(2.25% PIK)	11.00	%	1/17/2031	2,735	2,723		2,735		0.57
Granicus, Inc.	(4) (5)	S +	5.25	%	(2.25% PIK)	12.35	%	1/17/2031	405	405		403		0.08
										6,622		6,620		1.38
Total First Lien Debt										$	417,787	$	422,263	87.88	%
Second Lien Debt
High Tech
Polaris Newco LLC	(4) (5)	S +	9.00	%		14.16	%	6/4/2029	6,200	6,064		6,200		1.29
										6,064		6,200		1.29
Total Second Lien Debt										$	6,064	$	6,200	1.29	%
Total Investments - non-controlled/non-affiliated										$	423,851	$	428,463	89.17	%
Total Portfolio Investments										$	423,851	$	428,463	89.17	%

(1)Unless otherwise indicated, issuers of debt investments held by the Company (which such term “Company” shall include the Company’s subsidiaries for purposes of this Schedule of Investments) are denominated in dollars. All debt investments are income producing unless otherwise indicated.

(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR ("L"), Eurolibor (“E”), or SOFR including SOFR adjustment if any, ("S"), SONIA (“SN”), CDOR ("C"), which generally resets periodically. L and S loans are typically indexed to 12 month, 6 month, 3 month or 1 month L or S rates. For each such loan, the Company has provided the interest rate in effect on the date presented.

(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 generally accepted accounting principles in the United States of America (“GAAP”).

(4)Investment valued using unobservable inputs (Level 3). See Note 5.

(5)Loan includes interest rate floor feature.

(6)Position or portion thereof is an unfunded loan 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 results from unamortized fees, which are capitalized to the investment cost. The unfunded loan 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:

11

Investments—non- controlled/non- affiliated	Commitment Type	Commitment Expiration Date	Unfunded	Total Commitment Fair Value
AI Titan Parent Inc.	Delayed Draw Term Loan	8/29/2031	1,557	(8)
AI Titan Parent Inc.	Revolver	8/29/2031	973	(5)
Associations, Inc.	2024 2nd Amendment Revolver	7/3/2028	286	—
Associations, Inc.	2024 Special Purpose Delayed Draw Term Loan	7/3/2028	357	—
Baker Tilly Advisory Group, LP	Delayed Draw Term Loan	6/3/2031	1,305	(10)
Baker Tilly Advisory Group, LP	Revolver	6/3/2030	1,828	(14)
BCPE HIPH Parent, Inc.	2023 Delayed Draw Term Loan	10/7/2030	241	(2)
Beacon Pointe Advisors, LLC	2021 Revolver	12/29/2027	627	(2)
Bradyifs Holdings, LLC	2023 Delayed Draw Term Loan	10/31/2029	394	—
Broadcast Music, Inc.	Revolver	2/8/2030	892	—
CentralSquare Technologies, LLC	2024 Revolver	4/12/2030	867	(4)
Chase Intermediate, LLC	2023 Delayed Draw Term Loan	10/30/2028	5,131	(26)
Chase Intermediate, LLC	2023 Revolver	10/30/2028	433	(2)
Circana Group, L.P.	2024 Revolver	12/1/2027	215	(2)
Cliffwater LLC	Revolver	10/7/2030	1,000	—
Coding Solutions Acquisition Inc.	2024 Delayed Draw Term Loan	8/7/2031	777	(8)
Coding Solutions Acquisition Inc.	2024 Revolver	8/7/2031	315	(3)
Eagan Sub, Inc.	2023 Revolver	6/1/2029	2,900	—
Everbridge Holdings, LLC	Delayed Draw Term Loan	7/2/2031	1,115	(3)
Everbridge Holdings, LLC	Revolver	7/2/2031	733	(2)
Evergreen IX Borrower 2023 LLC	Revolver	10/1/2029	599	(1)
FR Vision Holdings, Inc.	Delayed Draw Term Loan	1/20/2031	1,716	—
FR Vision Holdings, Inc.	Revolver	1/21/2030	580	—
Gateway US Holdings, Inc.	Revolver	9/22/2026	131	—
GC Waves Holdings, Inc.	2023 Delayed Draw Term Loan	8/10/2029	881	—
GI Apple Midco LLC	Delayed Draw Term Loan	4/19/2030	1,441	14
GI Apple Midco LLC	Revolver	4/19/2029	729	—
Global Music Rights	Revolver	8/27/2029	286	—
Granicus, Inc.	2024 Revolver	1/17/2031	384	—
Jensen Hughes Inc.	2024 1st Lien Delayed Draw Term Loan	8/6/2031	342	(3)
Jensen Hughes Inc.	2024 Delayed Draw Term Loan	8/6/2031	1,467	(15)
Jensen Hughes Inc.	2024 Revolver	8/6/2031	587	(6)
Kaseya, Inc.	2022 Delayed Draw Term Loan	6/25/2029	114	—
Kaseya, Inc.	2022 Revolver	6/25/2029	115	—
Kleinfelder Group, Inc.(The)	2023 Delayed Draw Term Loan	9/1/2030	2,464	—
Kleinfelder Group, Inc.(The)	Revolver	8/4/2028	1,281	—
MAI Capital Management Intermediate, LLC	Delayed Draw Term Loan	8/29/2031	1,625	(8)
MAI Capital Management Intermediate, LLC	Revolver	8/29/2031	610	(3)
Mammoth Holdings, LLC	2023 Revolver	11/15/2029	909	—

12

Mantech International CP	2024 Delayed Draw Term Loan	9/14/2029	566		—
Mantech International CP	2024 Revolver Tranche A	9/14/2028	444		—
Medvet Associates LLC	Delayed Draw Term Loan	6/25/2031	2,000		(10)
Model N, Inc.	2024 Delayed Draw Term Loan	6/27/2031	1,554		(8)
Model N, Inc.	2024 Revolver	6/27/2031	829		(4)
New Look Vision Group, Inc.	CAD Revolver	5/26/2026	533		(141)
Next Holdco, LLC	Delayed Draw Term Loan	11/12/2030	1,308		—
Next Holdco, LLC	Revolver	11/9/2029	491		—
NRO Holdings III Corp.	Delayed Draw Term Loan	7/15/2031	2,080		(21)
NRO Holdings III Corp.	Revolver	7/15/2030	1,050		(11)
Ohio Transmission Corporation	2023 Delayed Draw Term Loan	12/19/2030	1,050		—
Ohio Transmission Corporation	2023 Revolver	12/19/2029	850		—
PDI TA Holdings, Inc.	2024 Delayed Draw Term Loan	2/3/2031	402		(1)
PDI TA Holdings, Inc.	2024 Revolver	2/3/2031	173		—
Peter C. Foy & Associates Insurance Services, LLC	2021 1st Lien Revolver	11/1/2027	310		(1)
PetVet Care Centers, LLC	2023 Delayed Draw Term Loan	11/15/2030	1,396		(21)
PetVet Care Centers, LLC	2023 Revolver	11/15/2029	1,396		(21)
Poly-Wood, LLC	Delayed Draw Term Loan	3/20/2030	1,350		(3)
Poly-Wood, LLC	Revolver	3/20/2030	1,350		(3)
PT Intermediate Holdings III, LLC	2024 Delayed Draw Term Loan	4/9/2030	232		(1)
Recorded Books Inc.	2023 Revolver	8/31/2028	414		(1)
Rimkus Consulting Group Inc.	Delayed Draw Term Loan	4/1/2031	867		(4)
Rimkus Consulting Group Inc.	Revolver	4/1/2030	463		(2)
Spectrum Automotive Holdings, Corp.	2021 Delayed Draw Term Loan 1A	6/29/2028	17		—
Spectrum Automotive Holdings, Corp.	2021 Revolver	6/29/2027	305		—
STV Group, Inc.	2024 Delayed Draw Term Loan	3/20/2031	1,250		(6)
STV Group, Inc.	2024 Revolver	3/20/2030	750	0	(4)
THG Acquisition, LLC	2019 Revolver	12/2/2025	310		(1)
Truck-Lite Co., LLC	2024 Delayed Draw Term Loan	2/13/2031	1,156		—
Truck-Lite Co., LLC	2024 Revolver	2/13/2030	1,144		—
USIC Holdings Inc.	2024 Revolver	9/10/2031	552		(3)
USIC Holdings Inc.	2024 Specified Delayed Draw Term Loan	9/5/2031	497		(2)
Wesco Group LLC	2022 USD Revolver	10/7/2027	151		—
Wesco Group LLC	CAD Incremental Revolver	10/7/2027	101		(26)
			65,548		(408)

(7)Position or portion there of unsettled as of September 30, 2024.

(8)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 non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of September 30, 2024, non-qualifying assets totaled 6.09% of the Company’s total assets.

(9)As of September 30, 2024, the estimated net unrealized gain for federal tax purposes was $4.6 million based on a tax basis of $423.3 million. As of September 30, 2024, the estimated aggregate gross unrealized loss for federal income tax purposes was $0.5 million and the estimated aggregate gross unrealized gain for federal income tax purposes was $5.1 million.

13

ADDITIONAL INFORMATION
Foreign currency forward contracts
Counterparty	Currency Purchased	Currency Sold	Settlement	Unrealized Appreciation (Depreciation)
Macquarie Bank Limited	Euro 100,000	U.S. Dollar 111,752	10/7/2024	$	(291)
City National Bank	Euro 36,236	U.S. Dollar 40,515	11/29/2024	$	(40)
State Street Bank & Trust Company	U.S. Dollar 6,240	Canadian Dollar 8,400	12/19/2024	$	12
State Street Bank & Trust Company	U.S. Dollar 15,860	Euro 14,200	12/19/2024	$	(14)
State Street Bank & Trust Company	U.S. Dollar 670	Great Britain Pound 500	12/19/2024	$	—
City National Bank	Euro 50,000	U.S. Dollar 55,887	12/31/2024	$	36
City National Bank	Euro 50,000	U.S. Dollar 56,103	3/31/2025	$	—
City National Bank	Euro 50,000	U.S. Dollar 56,309	6/30/2025	$	(18)
City National Bank	Euro 50,000	U.S. Dollar 56,514	9/30/2025	$	(30)
City National Bank	Euro 50,000	U.S. Dollar 56,745	12/31/2025	$	(70)
City National Bank	Euro 43,581	U.S. Dollar 49,662	3/31/2026	$	(100)
				$	(515)

See accompanying notes to the consolidated financial statements.

14

OHA Senior Private Lending Fund (U) LLC

Consolidated Schedule of Investments

December 31, 2023

(in thousands)

Investments-non-controlled/non- affiliated(1)	Reference Rate and Spread				Interest Rate(2)		Maturity Date	Par Amount/ Units		Cost(3)		Fair Value		% of Net Assets
Investments—non-controlled/non-affiliated
Aerospace and Defense
Evergreen IX Borrower 2023 LLC (4) (5)	S	+	6.00	%	11.35	%	9/30/2030	$	5,431	$	5,351	$	5,431	1.29	%
Evergreen IX Borrower 2023 LLC (4) (5) (6)	S	+	6.00	%	11.35	%	10/1/2029	599		(9)		—		—
Mantech International CP (4) (5)	S	+	5.75	%	11.13	%	9/14/2029	3,563		3,499		3,563		0.85
Mantech International CP (4) (5) (6)	S	+	5.75	%	11.16	%	9/14/2029	877		296		311		0.07
Mantech International CP (4) (5) (6)	S	+	5.75	%	11.13	%	9/14/2028	444		(7)		—		—
Sequa Corporation (4) (5) (6)	S	+	7.00	%	12.36	%	11/23/2027	1,268		(52)		—		—
Sequa Corporation (4) (5)	S	+	7.00	%	12.37	%	11/23/2028	13,595		12,993		13,731		3.27
										22,071		23,036		5.48
Automobile
Mammoth Holdings, LLC (4) (5) (6)	S	+	5.75	%	11.10	%	11/15/2029	909		(9)		—		—
Mammoth Holdings, LLC (4) (5) (7)	S	+	5.75	%	11.10	%	11/15/2030	7,273		7,201		7,273		1.73
Mammoth Holdings, LLC (4) (5) (6)	S	+	5.75	%	11.10	%	11/15/2030	1,818		—		—		—
Wesco Group LLC (4) (5)	S	+	5.75	%	11.23	%	10/6/2028	1,795		1,760		1,759		0.42
Wesco Group LLC (4) (5) (6)	S	+	5.75	%	11.23	%	10/7/2027	403		(4)		(4)		—
Wesco Group LLC (4) (5)	S	+	5.75	%	11.23	%	10/16/2030	5,200		5,148		5,148		1.23
Wesco Group LLC (4) (5) (6)	S	+	5.75	%	11.23	%	10/16/2028	CAD	134	(5)		—		—
										14,091		14,176		3.38
Broadcasting and Entertainment
Global Music Rights (4) (5) (6)	S	+	5.75	%	11.20	%	8/27/2027	286		(3)		—		—
Global Music Rights (4) (5)	S	+	5.50	%	10.95	%	8/28/2028	3,150		3,116		3,150		0.75
										3,113		3,150		0.75
Capital Equipment
Ohio Transmission Corporation (4) (5) (6)	S	+	5.50	%	10.86	%	12/19/2028	1,000		(10)		(10)		—
Ohio Transmission Corporation (4) (5) (6)	S	+	5.50	%	10.86	%	12/19/2030	1,500		(15)		(15)		—
Ohio Transmission Corporation (4) (5)	S	+	5.50	%	10.86	%	12/19/2030	7,600		7,524		7,524		1.79
										7,499		7,499		1.79
Chemicals, Plastics and Rubber
BCPE HIPH Parent, Inc. (4) (5) (6) (7)	S	+	5.75	%	11.11	%	10/7/2030	1,038		702		721		0.17
BCPE HIPH Parent, Inc. (4) (5)	S	+	5.75	%	11.11	%	10/7/2030	3,044		2,974		3,029		0.72
Meridian Adhesives Group, Inc. (4) (5)	S	+	7.00	%	12.36	%	9/3/2029	13,070		12,601		13,201		3.14
Meridian Adhesives Group, Inc. (4) (5) (6)	S	+	7.00	%	12.36	%	9/3/2029	1,789		1,089		1,171		0.28
										17,366		18,122		4.31
Construction & Building
Groundworks, LLC (4) (5)	S	+	6.50	%	11.90	%	3/14/2030	11,015		10,829		11,015		2.62
Groundworks, LLC (4) (5) (6)	S	+	6.50	%	11.86	%	3/14/2030	781		263		266		0.06
Groundworks, LLC (4) (5) (6)	S	+	6.50	%	11.90	%	3/14/2029	585		(10)		—		—
										11,082		11,281		2.69

15

Investments-non-controlled/non- affiliated(1)	Reference Rate and Spread					Interest Rate(2)		Maturity Date	Par Amount/ Units	Cost(3)	Fair Value	% of Net Assets
Consumer Goods: Durable
Marcone Yellowstone Buyer, Inc. (4) (5)	S	+	6.25	%		11.75	%	6/23/2028	673	655	666	0.16
Marcone Yellowstone Buyer, Inc. (4) (5) (6)	S	+	6.50	%		12.00	%	6/23/2028	465	(8)	(1)	—
Marcone Yellowstone Buyer, Inc. (4) (5)	S	+	6.50	%		12.00	%	6/23/2028	1,319	1,296	1,315	0.31
Marcone Yellowstone Buyer, Inc. (4) (5)	S	+	6.25	%		11.75	%	6/23/2028	6,870	6,692	6,801	1.62
Marcone Yellowstone Buyer, Inc. (4) (5)	S	+	6.25	%		11.75	%	6/23/2028	2,283	2,224	2,260	0.54
Marcone Yellowstone Buyer, Inc. (4) (5)	S	+	6.25	%		11.75	%	6/23/2028	3,201	3,118	3,169	0.75
										13,977	14,210	3.38
Containers, Packaging and Glass
PPC Flexible Packaging (4) (5)	S	+	6.75	%		12.25	%	9/30/2028	4,059	3,988	4,039	0.96
										3,988	4,039	0.96
Finance
Beacon Pointe Advisors, LLC (4) (5)	S	+	5.50	%		10.86	%	12/29/2028	5,958	5,907	5,958	1.42
Beacon Pointe Advisors, LLC (4) (5)	S	+	5.50	%		10.86	%	12/29/2028	2,337	2,316	2,337	0.56
Beacon Pointe Advisors, LLC (4) (5) (6)	S	+	5.25	%		10.86	%	12/29/2027	627	(5)	—	—
Beacon Pointe Advisors, LLC (4) (5) (6)	S	+	5.50	%		10.86	%	12/29/2028	771	189	189	0.04
Cliffwater LLC (4) (5) (7)	S	+	6.00	%		11.36	%	10/7/2030	6,000	5,993	6,000	1.43
Cliffwater LLC (4) (5) (6)	S	+	6.00	%		11.36	%	10/7/2030	1,000	(10)	—	—
Spectrum Automotive Holdings, Corp. (4) (5)	S	+	5.75	%		11.22	%	6/29/2028	8,105	7,896	8,004	1.91
Spectrum Automotive Holdings, Corp. (4) (5) (6)	S	+	5.75	%		11.22	%	6/29/2028	2,258	1,800	1,830	0.44
Spectrum Automotive Holdings, Corp. (4) (5) (6)	S	+	5.75	%		11.22	%	6/29/2027	305	(7)	(4)	—
										24,079	24,314	5.79
Healthcare, Education and Childcare		+
Gateway US Holdings, Inc (4) (5)	S	+	6.50	%		12.00	%	9/22/2026	3,235	3,192	3,195	0.76
Gateway US Holdings, Inc (4) (5) (6)	S	+	6.50	%		12.00	%	9/22/2026	131	(2)	(2)	—
Gateway US Holdings, Inc (4) (5)	S	+	6.50	%		12.00	%	9/22/2026	169	167	167	0.04
Gateway US Holdings, Inc (4) (5)	S	+	6.50	%		12.00	%	9/22/2026	743	725	734	0.17
Next Holdco, LLC (4) (5)	S	+	6.00	%		11.37	%	11/12/2030	5,101	5,026	5,101	1.21
Next Holdco, LLC (4) (5) (6)	S	+	6.00	%		11.37	%	11/12/2030	1,308	(19)	—	—
Next Holdco, LLC (4) (5) (6)	S		6.00	%		11.37	%	11/9/2029	491	(7)	—	—
PetVet Care Centers, LLC (4) (5)	S		6.00	%		11.36	%	11/15/2030	10,705	10,599	10,651	2.54
PetVet Care Centers, LLC (4) (5) (6)	S	+	6.00	%		11.36	%	11/15/2030	1,396	—	(7)	—
PetVet Care Centers, LLC (4) (5) (6)	S	+	6.00	%		11.36	%	11/15/2029	1,396	(14)	(7)	—
TecoStar Holdings, Inc. (4) (5)	S	+	8.50	%	(4.50% PIK)	13.91	%	7/6/2029	4,048	3,952	4,048	0.96
Touchstone Acquisition, Inc. (4) (5)	S	+	6.00	%		11.48	%	12/29/2028	10,395	10,167	10,187	2.43
										33,786	34,067	8.11
High Tech
Eagan Sub, Inc. (4) (5) (6)	S	+	7.00	%		12.35	%	6/1/2029	2,900	(40)	—	—
Eagan Sub, Inc. (4) (5)	S	+	7.00	%		12.35	%	6/3/2030	14,464	14,259	14,464	3.44
Greenway Health, LLC (4) (5)	S	+	6.00	%		11.93	%	4/2/2029	9,157	8,975	8,974	2.14
Kaseya, Inc. (4) (5)	S	+	6.00	%	(2.50% PIK)	11.33	%	6/25/2029	2,523	2,479	2,523	0.60
Kaseya, Inc. (4) (5) (6)	S	+	6.00	%	(2.50% PIK)	11.33	%	6/25/2029	154	7	9	—

16

Investments-non-controlled/non- affiliated(1)	Reference Rate and Spread					Interest Rate(2)		Maturity Date	Par Amount/ Units		Cost(3)	Fair Value	% of Net Assets
Kaseya, Inc. (4) (5) (6)	S	+	5.50	%	(2.50% PIK)	10.84	%	6/25/2029	154		36	39	0.01
											25,716	26,009	6.19
Insurance
Galway Borrower, LLC (4) (5) (6)	S	+	5.25	%		5.25	%	9/30/2027	908		(25)	(4)	—
Galway Borrower, LLC (4) (5)	S	+	5.25	%		10.70	%	9/29/2028	13,791		13,371	13,722	3.26
Higginbotham Insurance Agency, Inc. (4) (5) (6)	S	+	5.50	%		10.96	%	11/24/2028	11,082		7,322	7,346	1.75
Peter C. Foy & Associates Insurance Services, LLC (4) (5)	S	+	6.00	%		11.47	%	11/1/2028	6,552		6,437	6,486	1.54
Peter C. Foy & Associates Insurance Services, LLC (4) (5)	S	+	6.00	%		11.47	%	11/1/2028	1,803		1,771	1,785	0.42
Peter C. Foy & Associates Insurance Services, LLC (4) (5) (6)	S	+	6.00	%		11.47	%	11/1/2027	310		(5)	(3)	—
Peter C. Foy & Associates Insurance Services, LLC (4) (5)	S	+	6.50	%		11.86	%	11/1/2028	100		99	99	0.02
Peter C. Foy & Associates Insurance Services, LLC (4) (5) (6)	S	+	6.50	%		11.47	%	11/1/2028	100		—	(1)	—
RSC Acquisition, Inc. (4) (5)	S	+	5.50	%		11.00	%	11/1/2029	7,008		6,898	6,938	1.65
THG Acquisition, LLC (4) (5) (6)	S	+	5.75	%		11.21	%	12/2/2025	481		100	106	0.03
THG Acquisition, LLC (4) (5) (6)	S		5.50	%		10.96	%	46358	5,969		5,206	5,228	1.24
											41,174	41,702	9.93
Media: Diversified & Production
Circana Group, L.P. (4) (5)	S	+	5.75	%		11.21	%	12/1/2028	7,042		6,857	6,972	1.66
Circana Group, L.P. (4) (5) (6)	S	+	5.75	%		11.11	%	12/1/2027	488		76	83	0.02
											6,933	7,055	1.68
Printing and Publishing
Recorded Books Inc. (4) (5)	S	+	6.25	%		11.64	%	8/31/2028	1,160		(19)	(6)	—
Recorded Books Inc. (4) (5) (6)	S	+	6.25	%		11.64	%	9/3/2030	14,340		14,096	14,268	3.40
											14,077	14,262	3.40
Retail Stores
New Look Vision Group, Inc. (4) (5) (8)	S	+	6.00	%	(2.00% PIK)	11.94	%	5/26/2028	143		136	139	0.03
New Look Vision Group, Inc. (4) (5) (7) (8)	C	+	4.00	%	(2.00% PIK)	9.43	%	5/26/2028	CAD	6,139	4,282	4,505	1.07
New Look Vision Group, Inc. (4) (5) (6) (8)	C	+	5.50	%		10.43	%	5/26/2026	CAD	850	(16)	(1)	—
New Look Vision Group, Inc. (4) (5) (7) (8)	C	+	5.50	%		10.93	%	5/26/2028	420		293	302	0.07
New Look Vision Group, Inc. (4) (5) (6) (8)	S	+	5.50	%		11.00	%	5/26/2028	1,300		1,238	1,235	0.29
New Look Vision Group, Inc. (4) (5) (7) (8)	C	+	5.50	%		10.93	%	5/26/2028	CAD	805	562	580	0.14
											6,495	6,760	1.62
Services: Business
GC Waves Holdings, Inc. (4) (5)	S	+	6.00	%		11.46	%	8/11/2028	7,029		6,855	6,994	1.67
GC Waves Holdings, Inc. (4) (5) (6)	S	+	6.00	%		11.46	%	8/11/2028	1,300		94	112	0.03
Geosyntec Consultants (4) (5)	S	+	5.25	%		10.61	%	5/18/2029	466		458	465	0.11
Geosyntec Consultants (4) (5) (6)	S	+	5.25	%		10.61	%	5/18/2029	197		95	98	0.02
Geosyntec Consultants (4) (5) (6)	S	+	5.25	%		10.61	%	5/18/2027	73		(1)	—	—
GI Apple Midco LLC (4) (5) (6)	S	+	6.75	%		12.11	%	4/19/2029	1,133		611	632	0.15
GI Apple Midco LLC (4) (5)	S	+	6.75	%		12.11	%	4/19/2030	7,410		7,272	7,410	1.76
GI Apple Midco LLC (4) (5) (6)	S	+	6.75	%		12.11	%	4/19/2030	1,619		171	178	0.04
PT Intermediate Holdings III, LLC (4) (5)	S	+	5.98	%		11.47	%	11/1/2028	2,622		2,576	2,609	0.62

17

Investments-non-controlled/non- affiliated(1)	Reference Rate and Spread				Interest Rate(2)		Maturity Date	Par Amount/ Units	Cost(3)		Fair Value		% of Net Assets
PT Intermediate Holdings III, LLC (4) (5) (6)	S	+	6.50	%	11.85	%	11/1/2028	351	(2)		—		—
PT Intermediate Holdings III, LLC (4) (5)	S	+	6.50	%	11.85	%	11/1/2028	854	843		854		0.20
PT Intermediate Holdings III, LLC (4) (5)	S	+	5.98	%	11.47	%	11/1/2028	8,626	8,475		8,583		2.04
									27,447		27,935		6.65
Services: Consumer
Bradyifs Holdings, LLC (4) (5) (6)	S	+	6.00	%	11.37	%	10/31/2029	1,441	353		353		0.08
Bradyifs Holdings, LLC (4) (5)	S	+	6.00	%	11.38	%	10/31/2029	13,083	12,954		13,083		3.11
Bradyifs Holdings, LLC (4) (5) (6)	S	+	6.00	%	11.38	%	10/31/2029	1,108	(11)		—		—
Crash Champions, LLC (4) (5)	S	+	7.00	%	12.36	%	8/1/2029	8,148	7,986		8,230		1.96
Crash Champions, LLC (4) (5)	S	+	7.00	%	12.36	%	8/1/2029	1,824	1,775		1,843		0.44
Crash Champions, LLC (4) (5) (6)	S	+	5.25	%	13.75	%	8/1/2028	632	245		274		0.07
Crash Champions, LLC (4) (5)	S	+	7.00	%	12.36	%	8/1/2029	4,274	4,159		4,317		1.03
Kleinfelder Group, Inc.(The) (4) (5)	S	+	6.50	%	11.63	%	11/28/2025	12,562	12,452		12,563		2.99
Kleinfelder Group, Inc.(The) (4) (5) (6)	S	+	6.25	%	11.63	%	8/4/2028	1,643	(15)		—		—
Kleinfelder Group, Inc.(The) (4) (5) (6)	S	+	6.25	%	11.63	%	9/1/2030	2,464	—		—		—
									39,898		40,663		9.68
Technology & Electronics
Chase Intermediate, LLC (4) (5) (6)	S	+	5.75	%	11.00	%	10/30/2028	8,667	—		(87)		(0.02)
Chase Intermediate, LLC (4) (5) (6)	S	+	5.75	%	11.00	%	10/30/2028	433	(4)		(4)		—
									(4)		(91)		(0.02)
Total First Lien Debt									$	312,788	$	318,189	75.77	%
Second Lien Debt
High Tech
Polaris Newco LLC (4) (5)	S	+	9.00	%	14.49	%	6/4/2029	6,200	6,049		6,107		1.45
									6,049		6,107		1.45
Total Second Lien Debt									$	6,049	$	6,107	1.45	%
Total Investments—non-controlled/non-affiliated									$	318,837	$	324,296	77.22	%
Total Portfolio Investments									$	318,837	$	324,296	77.22	%

(1)Unless otherwise indicated, issuers of debt investments held by the Company (which such term “Company” shall include the Company’s subsidiaries for purposes of this Schedule of Investments) are denominated in dollars. All debt investments are income producing unless otherwise indicated.

(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR ("L"), Eurolibor (“E”), or SOFR including SOFR adjustment if any, ("S"), CDOR ("C"), which generally resets periodically. L and S loans are typically indexed to 12 month, 6 month, 3 month or 1 month L or S rates. For each such loan, the Company has provided the interest rate in effect on the date presented.

(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 GAAP.

(4)Investment valued using unobservable inputs (Level 3). See Note 5.

(5)Loan includes interest rate floor feature.

(6)Position or portion thereof is an unfunded loan 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 results from unamortized fees, which are capitalized to the investment cost. The unfunded loan 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:

18

Investments—non- controlled/non- affiliated	Commitment Type	Commitment Expiration Date	Unfunded		Total Commitment Fair Value
BCPE HIPH Parent, Inc.	2023 Delayed Draw Term Loan	10/7/2030	$	311	$	(2)
Beacon Pointe Advisors, LLC	2021 Revolver	12/29/2027	627		—
Beacon Pointe Advisors, LLC	Delayed Draw Term Loan	12/29/2028	582		—
Bradyifs Holdings, LLC	2023 Delayed Draw Term Loan	10/31/2029	1,088		—
Bradyifs Holdings, LLC	2023 Revolver	10/31/2029	1,108		—
Chase Intermediate, LLC	2023 Revolver	10/30/2028	433		(4)
Chase Intermediate, LLC	2023 Delayed Draw Term Loan	10/30/2028	8,667		(87)
Circana Group, L.P.	Revolver	12/1/2027	400		(4)
Cliffwater LLC	Revolver	10/7/2030	1,000		—
Crash Champions, LLC	2022 Revolver	8/1/2028	358		—
Eagan Sub, Inc.	2023 Revolver	6/1/2029	2,900		—
Evergreen IX Borrower 2023 LLC	Revolver	10/1/2029	599		—
Galway Borrower, LLC	Revolver	9/30/2027	908		(5)
Gateway US Holdings, Inc.	Revolver	9/22/2026	131		(2)
GC Waves Holdings, Inc.	2023 Delayed Draw Term Loan	8/11/2028	1,181		(6)
Geosyntec Consultants	Delayed Draw Term Loan	5/18/2029	99		—
Geosyntec Consultants	Revolver	5/18/2027	73		—
GI Apple Midco LLC	Delayed Draw Term Loan	4/19/2030	1,441		—
GI Apple Midco LLC	Revolver	4/19/2029	502		—
Global Music Rights	Revolver	8/27/2027	286		—
Groundworks, LLC	2023 Revolver	3/14/2029	585		—
Groundworks, LLC	2023 Delayed Draw Term Loan	3/14/2030	515		—
Higginbotham Insurance Agency, Inc.	2023 3rd Amendment Delayed Draw Term Loan	11/24/2028	3,707		(9)
Kaseya, Inc.	2022 Revolver	6/25/2029	115		—
Kaseya, Inc.	2022 Delayed Draw Term Loan	6/25/2029	144		—
Kleinfelder Group, Inc.(The)	Revolver	8/4/2028	1,643		—
Kleinfelder Group, Inc.(The)	2023 Delayed Draw Term Loan	9/1/2030	2,464		—
Mammoth Holdings, LLC	2023 Delayed Draw Term Loan	11/15/2030	1,818		—
Mammoth Holdings, LLC	2023 Revolver	11/15/2029	909		—
Mantech International CP	Delayed Draw Term Loan	9/14/2029	566		—
Mantech International CP	Revolver A	9/14/2028	444		—
Marcone Yellowstone Buyer, Inc.	2022 Incremental Delayed Draw Term Loan	6/23/2028	465		(1)
Meridian Adhesives Group, Inc.	2022 1st Lien Delayed Draw Term Loan	9/3/2029	636		6
New Look Vision Group, Inc.	CAD Revolver	5/26/2026	613		(180)
Next Holdco, LLC	Delayed Draw Term Loan	11/12/2030	1,308		—
Next Holdco, LLC	Revolver	11/9/2029	491		—
Ohio Transmission Corporation	2023 Delayed Draw Term Loan	12/19/2030	1,500		(15)
Ohio Transmission Corporation	2023 Revolver	12/19/2028	1,000		(10)
Peter C. Foy & Associates Insurance Services, LLC	2021 1st Lien Revolver	11/1/2027	310		(3)
Peter C. Foy & Associates Insurance Services, LLC	2023 Incremental Delayed Draw Term Loan	11/1/2028	100		(1)
PetVet Care Centers, LLC	2023 Revolver	11/15/2029	1,396		(7)
PetVet Care Centers, LLC	2023 Delayed Draw Term Loan	11/15/2030	1,396		(7)
PT Intermediate Holdings III, LLC	2023 Incremental Delayed Draw Term Loan	11/1/2028	351		—
Recorded Books Inc.	2023 Revolver	8/31/2028	1,160		(6)
Sequa Corporation	2022 Revolver	11/23/2027	1268		0
Spectrum Automotive Holdings, Corp.	2021 Delayed Draw Term Loan 1A	6/29/2028	400		(5)
Spectrum Automotive Holdings, Corp.	2021 Revolver	6/29/2027	305		(4)
THG Acquisition, LLC	2021 Delayed Draw Term Loan	12/2/2026	666		(8)
THG Acquisition, LLC	2019 Revolver	12/2/2025	374		(1)

19

Wesco Group LLC	CAD Incremental Revolver	10/16/2028	101		(25)
Wesco Group LLC	2022 USD Revolver	10/7/2027	403		(4)
Total			$	49,847	$	(390)

(7)Position or portion there of unsettled as of December 31, 2023.

(8)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 non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of December 31, 2023, non-qualifying assets totaled 1.52% of the Company’s total assets.

(9)As of December 31, 2023, the estimated net unrealized gain for federal tax purposes was $5.5 million based on a tax basis of $316.4 million. As of December 31, 2023, the estimated aggregate gross unrealized loss for federal income tax purposes was $0.1 million and the estimated aggregate gross unrealized gain for federal income tax purposes was $5.6 million.

ADDITIONAL INFORMATION
Foreign currency forward contracts
Counterparty	Currency Purchased	Currency Sold	Settlement	Unrealized Appreciation (Depreciation)
Macquarie Bank Limited	U.S. Dollar 6,034	Canadian Dollar 8,200	3/21/2024	$	(182)
City National Bank	Euro 377,841	U.S. Dollar 421,612	3/28/2024	(2,272)
				$	(2,454)

See accompanying notes to the consolidated financial statements.

20

Notes to the Consolidated Financial Statements

(in thousands, except per share amounts)

(Unaudited)

Note 1. Organization

OHA Senior Private Lending Fund (U) LLC (the “Company”), was formed on June 27, 2022. OHA Private Credit Advisors II, L.P. (the “Adviser”) is the investment adviser of the Company. The Adviser is registered as an investment adviser with the U.S. Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940. The Company is a closed-end investment company that has filed an election to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”).

The Company’s investment objective is to generate attractive risk-adjusted returns, predominately in the form of current income, with select investments exhibiting the ability to capture long-term capital appreciation with a focus on downside protection. The Company seeks to achieve its investment objective by investing primarily in the non-investment grade credit markets in North America and Europe, with a primary focus on direct lending in the United States. Subject to any restrictions imposed under the 1940 Act, any related RIC asset diversification requirements and any guidelines and limitations set forth herein, the Company’s investments are expected to primarily consist of senior secured first lien loans and unitranche loans but may include second lien loans or other assets. The Company will seek target position sizes of 2% to 5% of net asset value (“NAV”) and seek to allocate (a) greater than or equal to 80% of NAV to first lien and unitranche loans and (b) less than or equal to 20% of NAV to second lien loans. The Company’s investment mandate is structured to allow for co-investment across Oak Hill Advisors, L.P,’s (together with its affiliated investment advisors and predecessor firms, “OHA”) entire platform, based on existing SEC exemptive relief under Rule 17d-1 under the 1940 Act and any additional SEC exemptive relief obtained in the future.

The Company will have a finite life. The term of the Company will end, and the Company will commence winding up, on the fifth (5th) anniversary of the last calendar day of the investment period of the Company (the “Investment Period”) (including any extensions of such Investment Period), unless extended for up to two (2) consecutive one (1) year periods, in each case, as approved by both the Board of Managers (the “Board”) and members of the Company (“Members”) holding a majority of the outstanding limited liability company interests of the Company (“Shares”).

The Investment Period commenced on the settlement date of the Company’s initial investment (January 4, 2023) and will end on the third-anniversary thereof; provided, however, that the Investment Period may be extended by up to an additional two (2) consecutive one-year periods, each subject to the approval of a majority of the outstanding Shares. Members have the right to terminate the Investment Period and, in certain circumstances, dissolve the Company, as a result of a Cause Event (as defined in the Amended and Restated Limited Liability Company Agreement of the Company (as amended or restated from time to time, the “LLC Agreement”). The Investment Period may also be suspended or terminate early if a “Key Person Event” (as defined in the LLC Agreement) occurs and is not cured. The Company has discretion as to when it calls capital from Members during the Investment Period (and under certain limited circumstances thereafter). As a result, assuming the Investment Period ends on January 4, 2026 and no extension of the term, the Company’s term will end on January 4, 2031.

Note 2. Significant Accounting Policies

Basis of Presentation

The Company’s financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”).  The Company is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies.  These financial statements reflect adjustments that in the opinion of management are necessary for the fair statement of the financial position and results of operations for the periods presented herein.  The Company commenced operations on December 15, 2022 and its fiscal year ends on December 31.

Basis of Consolidation

 As provided under ASC 946, the Company will 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.

21

The Company consolidated the results of its wholly-owned subsidiaries, ULEND Holding S. à r.l. and ULEND Investment S. à r.l. All intercompany transactions have been eliminated in consolidation.

Basis of Accounting

ASC Topic 946 states that consolidation by the Company of an investee that is not an investment company is not appropriate, except when the Company holds a controlling interest in an operating company that provides all or substantially all of its services directly to the Company or to its portfolio companies. None of the portfolio investments made by the Company qualify for this exception.

Use of Estimates

The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period.  Actual results could differ from those estimates.

Cash and Cash Equivalents

Cash and cash equivalents represent cash held in banks, cash on hand, and liquid investments with original maturities of three months or less. The Company may have bank balances in excess of federally insured amounts; however, the Company deposits its cash and cash equivalents with high credit-quality institutions to minimize credit risk exposure. As of September 30, 2024 and December 31, 2023, the Company did not hold any cash equivalents. As of September 30, 2024 and December 31, 2023, approximately $1.5 million and $0.8 million of the cash and cash equivalents balances were denominated in a foreign currency, respectively.

Investment Related Transactions, Revenue Recognition and Expenses

Investment transactions and the related revenue and expenses are recorded on a trade-date basis.  Realized gains or losses are recorded upon the sale or liquidation of investments and are calculated as the difference between the net proceeds from the sale or liquidation, if any, and the cost basis of the investment using the specific identification method. Unrealized appreciation or depreciation reflects the difference between the fair value of the investments and the cost basis of the investments. Interest income is recorded on an accrual basis and includes the accretion of discounts and amortizations of premiums. Discounts from and premiums to par value on debt investments purchased are accreted/amortized into interest income over the life of the respective security using the effective interest method. Upon prepayment of a loan or debt security, any prepayment premiums, unamortized fees and unamortized discounts are recorded as interest income.

In the general course of its business, the Company receives certain fees from portfolio companies, which are non-recurring in nature. Such fees include loan prepayment penalties, structuring fees and loan waiver amendment fees, and commitment fees, and are recorded as other income in investment income when earned.

Certain investments may have contractual payment-in-kind (“PIK”) interest. PIK represents accrued interest that is added to the principal amount of the investment on the interest payment date rather than being paid in cash and generally becomes due at maturity or upon the investment being called by the issuer. PIK is recorded as interest income.

Expenses are recorded on an accrual basis.

Non-Accrual Loans

Loans or debt securities are placed on non-accrual status when there is reasonable doubt that principal or interest will be collected. Accrued interest generally is reversed when a loan or debt security is placed on non-accrual status. Interest payments received on non-accrual loans or debt securities may be recognized as income or applied to principal depending upon management’s judgment. Non-accrual loans and debt securities are restored to accrual status when past due principal and interest are paid and, in management’s judgment, principal and interest payments are likely to remain current. The Company may make exceptions to this treatment if a loan has sufficient collateral value and is in the process of collection. As of September 30, 2024 and December 31, 2023, there were no loans placed on non-accrual status.

22

Valuation of Portfolio Investments

Pursuant to Rule 2a-5 under the 1940 Act, the Board designated the Adviser as the Company’s “valuation designee” to determine the valuation of the Company’s investments. The Adviser shall value the investments owned by the Company in accordance with the Adviser’s valuation policies and procedures, subject at all times to the oversight of the Board. The Adviser values the Company’s investments in accordance with ASC Topic 820, which defines fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the applicable measurement date. ASC Topic 820 prioritizes the use of observable market prices derived from such prices over entity-specific inputs. Due to the inherent uncertainties of valuation, certain estimated fair values may differ significantly from the values that would have been realized had a ready market for these investments existed, and these differences could be material.

Investments that are listed or traded on an exchange and are freely transferable are valued at either the closing price (in the case of securities and futures) or the mean of the closing bid and offer (in the case of options) on the principal exchange on which the investment is listed or traded. Investments for which other market quotations are readily available will typically be valued at such market quotations. Market quotations are obtained from an independent pricing service, where available. If a price cannot be obtained from an independent pricing service or if the independent pricing service is not deemed to be current with the market, certain investments held by the Company will be valued on the basis of prices provided by principal market makers.

With respect to unquoted portfolio investments, the Company will value each investment considering, among other measures, discounted cash flow models, comparisons of financial ratios of peer companies that are public, and other factors. When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, the Company will use the pricing indicated by the external event to corroborate and/or assist us in our valuation. 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 differ significantly from the values that would have been used had a readily available market value existed for such investments, and the differences could be material.

With respect to the valuation of investments, the Company undertakes a multi-step valuation process in connection with determining the fair value of our investments for which reliable market quotations are not readily available, which includes, among other procedures, the following:

•The valuation process begins with each investment being preliminarily valued by the Adviser’s valuation team in consultation with the Adviser’s investment professionals responsible for each portfolio investment;

•Generally, investments that constitute a material portion of the Company’s portfolio are periodically reviewed by an independent valuation firm. The independent valuation firms provide a final range of values on such investments to the Adviser. The independent valuation firms also provide analyses to support their valuation methodology and calculations;

•The Adviser’s valuation committee with respect to the Company (the “Valuation Committee”) reviews each valuation recommendation to confirm they have been calculated in accordance with the Company’s valuation policy and when applicable, compares such valuations to the independent valuation firms’ valuation ranges to ensure the Adviser’s valuations are reasonable;

•The Valuation Committee then determines fair value marks for each of the Company’s portfolio investments; and

•The Board and Audit Committee periodically review the valuation process and provide oversight in accordance with the requirements of Rule 2a-5 under the 1940 Act.

As part of the valuation process, the Company will take into account relevant factors in determining the fair value of the Company’s investments for which reliable market quotations are not readily available, many of which are loans, including and in combination, as relevant: the estimated enterprise value of a portfolio company, analysis of discounted cash flows, publicly traded comparable companies and comparable transactions; 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; 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.

23

The Company has and will continue to engage independent valuation firms to provide assistance regarding the determination of the fair value of the Company’s portfolio securities for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment, and the Adviser and the Company may reasonably rely on that assistance. However, the Adviser is responsible for the ultimate valuation of the portfolio investments at fair value as determined in good faith pursuant to the Company’s valuation policy, the Board’s oversight and a consistently applied valuation process.

The Company applies ASC Topic 820, which establishes a framework for measuring fair value in accordance with GAAP and required disclosures of fair value measurements. The fair value of a financial instrument is the amount that would be received in an orderly transaction between market participants at the measurement date. The Company determines the fair value of investments consistent with its valuation policy. The Company discloses the fair value of its investments in a hierarchy which prioritizes and ranks the level of market observability used in the determination of fair value. In accordance with ASC Topic 820, these levels are summarized below:

•Level 1 — Valuations based on quoted prices (unadjusted) in active markets for identical assets or liabilities at the measurement date.

•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 fair value measurement.

A financial instrument’s level within the hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuations of Level 2 investments are generally based on quotations received from pricing services, dealers or brokers where this is sufficient quote of depth. Consideration is given to the source and nature of the quotations and the relationship of recent market activity to the quotations provided.

Transfers between levels, if any, are recognized at the beginning of the reporting period in which the transfers occur. The Company evaluates the source of inputs used in the determination of fair value, including any markets in which the investments, or similar investments, are trading. When the fair value of an investment is determined using inputs from a pricing service (or principal market makers), the Company considers various criteria in determining whether the investment should be classified as a Level 2 or Level 3 investment. Criteria considered includes the pricing methodologies of the pricing services (or principal market makers) to determine if the inputs to the valuation are observable or unobservable, as well as the number of prices obtained and an assessment of the quality of the prices obtained. The level of an investment within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment.

The fair value assigned to these investments is based upon available information and may fluctuate from period to period. In addition, it does not necessarily represent the amount that might ultimately be realized upon sale. Due to inherent uncertainty of valuation, the estimated fair value of investments may differ from the value that would have been used had a ready market for the security existed, and the difference could be material.

Receivables/Payables From Investments Sold/Purchased

Receivables/payables from investments sold/purchased consist of amounts receivable to or payable by the Company for transactions that have not settled at the reporting date. As of September 30, 2024, the Company had $0.0 million of payables for investments purchased and had $0.1 million of receivables for investments sold. As of December 31, 2023, the Company had $0.1 million of payables for investments purchased and had $1.9 million receivables for investments sold.

Foreign Currency Transactions

Amounts denominated in foreign currencies are translated into U.S. dollars on the following basis: (i) investments and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates effective on the last business day of the period; and (ii) purchases and sales of investments, borrowings and repayments of such borrowings, income, and expenses denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates prevailing on the transaction dates.

24

The Company includes net changes in fair values on investments held resulting from foreign exchange rate fluctuations in translation of assets and liabilities in foreign currencies on the Statements of Operations, if any. Foreign security and currency translations may involve certain considerations and risks not typically associated with investing in U.S. companies and U.S. government securities. These risks include, but are not limited to, currency fluctuations and revaluations and future adverse political, social and economic developments, which could cause investments in foreign markets to be less liquid and prices more volatile than those of comparable U.S. companies or U.S. government securities.

Foreign Currency Forward Contracts

The Company may enter into foreign currency forward contracts to reduce the exposure to foreign currency exchange rate fluctuations of the Company and its Members. In a foreign currency forward contract, the Company agrees to receive or deliver a fixed quantity of one currency for another, at a pre-determined price at a future date. Forward foreign currency contracts are marked-to-market at the applicable forward rate. Unrealized gain (loss) on foreign currency forward contracts is recorded on the statements of assets and liabilities on a gross basis, not taking into account collateral posted which is recorded separately, if applicable. Notional amounts of foreign currency forward contract assets and liabilities are presented separately on the schedules of investments. Purchases and settlements of foreign currency forward contracts having the same settlement date and counterparty are generally settled net and any realized gains or losses are recognized on the settlement date.

Organization and Offering Expenses

Organizational costs, primarily for legal expenses associated with the establishment of the Company, are expensed as incurred.

Costs associated with the offering of Shares of the Company will be capitalized as deferred offering expenses and included as other assets on the Statement of Assets and Liabilities and amortized over a twelve-month period from incurrence. As of September 30, 2024 and December 31, 2023, all offering costs were fully amortized. For the three and nine months ended September 30, 2024, the Company did not have any amortized offering costs. For the three and nine months ended September 30, 2023, the Company amortized offering costs of $0.1 million and $0.3 million, respectively.

The Adviser agreed to incur organizational and start-up costs on behalf of the Company. The Company has repaid the Adviser for initial organization and start-up costs incurred prior to the commencement of our operations up to a maximum of $750,000.

Operating Expense Cap

The Adviser has agreed to pay any annual operating expenses of the Company (excluding (i) third-party legal expenses incurred in connection with investments and the ordinary course operation of the Company and (ii) the management fee and incentive fees paid to the Adviser) that would cause such operating expenses to exceed 0.40% per annum of the Company’s average net assets in respect of the relevant year (the “Operating Expense Cap”). Any operating expenses in excess of the aforementioned Operating Expense Cap shall be borne by the Adviser (including through waiver of income based incentive fees) and shall not be subject to recoupment.

Operating expenses subject to the Operating Expense Cap include, but are not limited to, the Company’s total professional fees, Board fees, administration fees, and other general and administrative expenses (including the Company’s allocable portion of compensation (including salaries, bonuses and benefits), overhead (including rent, office equipment and utilities) and other expenses incurred by the Administrator in performing its administrative obligations under the Administration Agreement.

Income Taxes

The Company has elected to be regulated as a BDC under the 1940 Act. The Company elected to be treated as a regulated investment company (“RIC”) under the Internal Revenue Code of 1986, as amended (the “Code”), beginning with its fiscal year (or period) ending December 31, 2022. 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 Members as distributions. Rather, any tax liability related to income earned and distributed by the Company would represent obligations of the Company’s investors and would not be reflected in the financial statements of the Company.

25

The Company evaluates tax positions taken or expected to be taken in the course of preparing its 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 a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. There were no material uncertain tax positions through September 30, 2024. As applicable, the Company’s prior year remains subject to examination by U.S. federal, state and local tax authorities.

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 distribute to its Members, for each taxable year, at least 90% of its “investment company taxable income” for that year, which is generally its ordinary income plus the excess, if any, of its realized net short-term capital gains over its realized net long-term capital losses.

In addition, based on the excise tax distribution requirements, the Company is subject to a 4% nondeductible federal excise tax on undistributed income unless the Company distributes in a timely manner in each taxable year an amount at least equal to the sum of (1) 98% of its ordinary income for the calendar year, (2) 98.2% of 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 prior years. For this purpose, however, any ordinary income or capital gain net income retained by the Company that is subject to corporate income tax is considered to have been distributed.

Distributions

Distributions to Members are recorded on the record date. The amount to be distributed, if any, is determined by the Board each quarter, and is generally based upon the earnings estimated by the Adviser. The Company intends to distribute net capital gains (i.e., net long-term capital gains in excess of net short-term capital losses), if any, at least annually out of the assets legally available for such distributions. However, the Company may decide in the future to retain such capital gains for investment, incur a corporate-level tax on such capital gains, and elect to treat such capital gains as deemed distributions to Members.

New Accounting Pronouncements

The Company considers the applicability and impact of all accounting standard updates (“ASU”) issued by the FASB. ASUs not listed were assessed by the Company and either determined to be not applicable or expected to have minimal impact on its financial statements.

In December 2023, the FASB issued ASU 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09")," which intends to improve the transparency of income tax disclosures. ASU No. 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be adopted on a prospective basis with the option to apply retrospectively. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact to its financial statements.

Note 3. Fees, Expenses, Agreements and Related Party Transactions

Investment Advisory Agreement

On November 14, 2022, the Company entered into an investment advisory agreement with the Adviser (the “Advisory Agreement”), pursuant to which the Adviser manages the Company on a day-to-day basis. The Adviser is responsible for originating prospective investments, conducting research and due diligence investigations on potential investments, analyzing investment opportunities, negotiating and structuring the Company’s investments and monitoring its investments and portfolio companies on an ongoing basis.

The Advisory Agreement is effective for an initial two-year term and will remain in effect from year-to-year thereafter if approved annually by a majority of the Board or by the holders of a majority of the Company’s outstanding voting securities and, in each case, a majority of the Company’s independent Board members. The Company may terminate the Advisory Agreement, without payment of any penalty, upon 60 days’ written notice. The Advisory Agreement will

26

automatically terminate in the event of its assignment within the meaning of the 1940 Act and related SEC guidance and interpretations.

The Company pays the Adviser a fee for its services under the Advisory Agreement consisting of two components: a management fee and an incentive fee. The cost of both the management fee and the incentive fee will ultimately be borne by the Members. Substantial additional fees and expenses may also be charged by OHA Private Credit Advisors II, L.P., in its capacity as the administrator to the Company (the “Administrator”).

Management Fee

The management fee is payable monthly in arrears at an annual rate of 0.65% of the value of our net assets as of the beginning of the first calendar day of the applicable month. For purposes of the Advisory Agreement, net assets means our total assets (which does not include unfunded capital commitments) less the fair value of our liabilities, determined on a consolidated basis in accordance with GAAP.

For the three months ended September 30, 2024 and September 30, 2023, management fees were $0.7 million and $0.4 million, respectively, of which none were waived. For the nine months ended September 30, 2024 and September 30, 2023, management fees were $2.0 million and $1.1 million, respectively, of which none were waived. As of September 30, 2024 and December 31, 2023, $0.7 million and $1.0 million, respectively, remained payable related to the base management fee accrued in management fee payable on the statement of assets and liabilities.

Incentive Fee

The incentive fee consists of two components that are independent of each other, with the result that one component may be payable even if the other is not. A portion of the incentive fee is based on a percentage of our income and a portion is based on a percentage of our capital gains, each as described below.

Incentive Fee Based on Income

The first part of the incentive fee is based on income, whereby the Company pays the Adviser annually in arrears 12.5% of its Pre-Incentive Fee Net Investment Income Returns (as defined below) for the relevant calendar year subject to a 5.75% annualized hurdle rate (the “Hurdle Rate”). “Pre-Incentive Fee Net Investment Income Returns” means dividends, cash interest or other distributions or other cash income and any third-party fees received from portfolio companies (such as upfront fees, commitment fees, origination fee, amendment fees, ticking fees and break-up fees, as well as prepayments premiums, but excluding fees for providing managerial assistance and fees earned by the Adviser or an affiliate in its capacity as an administrative agent, syndication agent, collateral agent, loan servicer or other similar capacity) accrued during the month, minus operating expenses for the month (including the management fee, taxes, any expenses payable under the Advisory Agreement and an administration agreement with our administrator (the “Administration Agreement”), any expense of securitizations, and interest expense or other financing fees and any distributions paid on preferred shares, but excluding the incentive fee and Member servicing and/or distribution fees).  Pre-Incentive Fee Net Investment Income Returns includes, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with payment-in-kind (“PIK”) interest and zero-coupon securities), accrued income that we have not yet received in cash. Pre-Incentive Fee Net Investment Income Returns does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.

The Company pays the Adviser an incentive fee with respect to the Company’s Pre-Incentive Fee Net Investment Income Returns as follows:

•No incentive fee based on Pre-Incentive Fee Net Investment Income Returns in any calendar year in which the Company’s Pre-Incentive Fee Net Investment Income Returns does not exceed an annualized Hurdle Rate of 5.75%;

•100% of Pre-Incentive Fee Net Investment Income Returns with respect to that portion of such Pre-Incentive Fee Net Investment Income Returns, if any, that exceeds the Hurdle Rate but is less than 6.57143% in any calendar year. This portion of the Pre-Incentive Fee Net Investment Income Returns (which exceeds the Hurdle Rate but is less than 6.57143%) is referred to as the “catch-up.” The “catch-up” is meant to provide the Adviser with approximately 12.5% of the Company’s Pre-Incentive Fee Net Investment Income Returns as if a Hurdle

27

Rate did not apply if Pre-Incentive Fee Net Investment Income Returns exceeds 6.57143% in any calendar year; and

•12.5% of the Pre-Incentive Fee Net Investment Income Returns, if any, that exceeds 6.57143% in any calendar year, which reflects that once the Hurdle Rate is reached and the catch-up is achieved, 12.5% of all Pre-Incentive Fee Net Investment Income Returns is paid to the Adviser.

For the three months ended September 30, 2024 and September 30, 2023, income based incentive fees (before waivers) were $1.4 million and $0.8 million, respectively. For the nine months ended September 30, 2024 and September 30, 2023, income based incentive fees were $4.2 million and $1.9 million, respectively. As of September 30, 2024 and December 31, 2023, $4.2 million and $2.0 million related to the income based incentive fee had accrued and remained payable on the statement of assets and liabilities, respectively.

Incentive Fee Based on Capital Gains

The second component of the incentive fee, the capital gains incentive fee, is payable at the end of each calendar year in arrears. The amount payable equals:

•12.5% of cumulative realized capital gains from inception 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 incentive fee on capital gains as calculated in accordance with GAAP.

There were no capital gains based incentive fees for the three and nine months ended September 30, 2024 and September 30, 2023. As of September 30, 2024 and December 31, 2023, $0.0 million and $1.2 million, respectively, remained payable related to the capital gains based incentive fee accrued in capital gains incentive fee payable on the statement of assets and liabilities.

Administration Agreement

Under the Administration Agreement, the Administrator provides, or oversees the performance of, administrative and compliance services, including, but not limited to, maintaining financial records, overseeing the calculation of NAV, compliance monitoring (including diligence and oversight of our other service providers), preparing reports to Members and reports filed with the SEC and other regulators, preparing materials and coordinating meetings of our Board, managing the payment of expenses, the payment and receipt of funds for investments and the performance of administrative and professional services rendered by others and providing office space, equipment and office services. We will reimburse the Administrator for the reasonable fees, costs and expenses incurred by the Administrator in performing its obligations under the Administration Agreement. Such reimbursement will include the Company’s allocable portion of compensation, Overhead and other expenses incurred by the Administrator in performing its administrative obligations under the Administration Agreement, including but not limited to: (i) the Company’s chief compliance officer, chief financial officer and their respective staffs; (ii) investor relations, legal, operations and other non-investment professionals at the Administrator that perform duties for the Company; and (iii) any internal audit group personnel of OHA or any of its affiliates, subject to the limitations described in the Advisory Agreement and the Administration Agreement. In addition, pursuant to the terms of the Administration Agreement, the Administrator may delegate its obligations under the Administration Agreement to an affiliate or to a third party and we will reimburse the Administrator for any services performed for us by such affiliate or third party. The Administrator hired a sub-administrator to assist in the provision of administrative services. The sub-administrator will receive compensation for its sub-administrative services under a sub-administration agreement.

The amount of the reimbursement payable to the Administrator will be the lesser of (1) the Administrator’s actual costs incurred in providing such services and (2) the amount that we estimate we would be required to pay alternative service providers for comparable services in the same geographic location. The Administrator will be required to allocate the cost of such services to us based on factors such as assets, revenues, time allocations and/or other reasonable metrics. We will not reimburse the Administrator for any services for which it receives a separate fee, or for rent, depreciation, utilities, capital equipment or other administrative items allocated to a controlling person of the Administrator.

For the three months ended September 30, 2024 and September 30, 2023, there were $0.1 million and $0.0 million, respectively, in expenses related to the Administrator that were included in other general and administrative expenses on the statements of operations and the payable included in accrued expenses and other liabilities in the

28

statements of assets and liabilities. For the nine months ended September 30, 2024 and September 30, 2023, there were $0.2 million and $0.0 million, respectively, in expenses related to the Administrator.

The sub-administrator is paid its compensation for performing its sub-administrative services under the sub-administration agreement. For the three months ended September 30, 2024 and September 30, 2023, the Company incurred expenses related to the sub-administrator of $0.1 million and $0.1 million, respectively, which is included in administrative service expenses on the statements of operations and the payable included in accrued expenses and other liabilities in the statements of assets and liabilities. For the nine months ended September 30, 2024 and September 30, 2023, there were $0.2 million and $0.3 million, respectively, in expenses related to the sub-administrator. The sub-administrator is paid its compensation for performing its sub-administrative services under the sub-administration agreement.

Note 4. Investments

The composition of the Company’s investment portfolio at cost and fair value as of September 30, 2024 and December 31, 2023 was as follows:

	September 30, 2024						December 31, 2023
	Amortized Cost		Fair Value		% of Total Investments at Fair Value		Amortized Cost		Fair Value		% of Total Investments at Fair Value
First lien debt	$	417,787	$	422,263	98.6	%	$	312,788	$	318,189	98.1	%
Second lien debt	6,064		6,200		1.4		6,049		6,107		1.9
Total investments	$	423,851	$	428,463	100.0	%	$	318,837	$	324,296	100.0	%

The industry composition of investments based on fair value as of September 30, 2024 and December 31, 2023 were as follows:

29

	September 30, 2024
Services: Business	17.7	%
Healthcare, Education and Childcare	12.6
High Tech	11.6
Insurance	6.8
Capital Equipment	6.2
Services: Consumer	6.1
Finance	5.9
Chemicals, Plastics and Rubber	5.4
Consumer Goods: Durable	4.9
Media: Diversified & Production	4.7
Automobile	3.8
Printing and Publishing	3.5
Aerospace and Defense	2.1
Broadcasting and Entertainment	1.9
Retail Stores	1.6
Technology & Electronics	1.5
Construction & Building	1.5
Buildings and Real Estate	1.3
Containers, Packaging and Glass	0.9
Total	100.0	%

	December 31, 2023
Insurance	12.9	%
Services: Consumer	12.5
Healthcare, Education and Childcare	10.4
High Tech	9.9
Services: Business	8.6
Finance	7.5
Aerospace and Defense	7.1
Chemicals, Plastics and Rubber	5.6
Printing and Publishing	4.4
Consumer Goods: Durable	4.4
Automobile	4.4
Construction & Building	3.5
Capital Equipment	2.3
Media: Diversified & Production	2.2
Retail Stores	2.1
Containers, Packaging and Glass	1.2
Broadcasting and Entertainment	1.0
Technology & Electronics	—
Total	100.0	%

30

The geographic composition of investments at cost and fair value as of September 30, 2024 and December 31, 2023 were as follows:

	September 30, 2024
		Amortized Cost		Fair Value		% of Total Investments at Fair Value		Fair Value as % of Net Assets
United States		$	402,310	$	405,998	94.8	%	84.5	%
Germany		12,122		12,718		3.0		2.7
Canada		6,651		6,882		1.6		1.4
Switzerland		2,768		2,865		0.6		0.6
Total		$	423,851	$	428,463	100.0	%	89.2	%

	December 31, 2023
		Amortized Cost		Fair Value		% of Total Investments at Fair Value		Fair Value as % of Net Assets
United States		$	312,342	$	317,536	97.9	%	75.6	%
Canada		6,495		6,760		2.1		1.6
Total		$	318,837	$	324,296	100.0	%	77.2	%

Note 5. Fair Value of Investments

The following table presents the fair value hierarchy of investments as of September 30, 2024 and December 31, 2023, categorized by the ASC Topic 820 valuation hierarchy, as previously described:

	September 30, 2024
Assets		Level 1		Level 2		Level 3		Total
First Lien Debt		$	—	$	—	$	422,263	$	422,263
Second Lien Debt		—		—		6,200		6,200
Total investments		$	—	$	—	$	428,463	$	428,463

	December 31, 2023
Assets		Level 1		Level 2		Level 3		Total
First Lien Debt		$	—	$	—	$	318,189	$	318,189
Second Lien Debt		—		—		6,107		6,107
Total investments		$	—	$	—	$	324,296	$	324,296

The following table presents the change in the fair value of financial instruments for which Level 3 inputs were used to determine the fair value for the three months ended September 30, 2024 and September 30, 2023:

31

	Three Months Ended
	September 30, 2024
	First Lien Debt		Second Lien Debt		Total Investments
Fair value, beginning of period	$	382,588	6,200		388,788
Purchases of investments	65,369		—		65,369
Proceeds from principal repayments and sales of investments	(26,677)		—		(26,677)
Accretion of discount/amortization of premium	739		5		744
Net realized gain (loss)	56		—		56
Net change in unrealized appreciation (depreciation)	188		(5)		183
Transfers into Level 3 (1)	—		—		—
Transfers out of Level 3 (1)	—		—		—
Fair value, end of period	$	422,263	$	6,200	$	428,463
Net change in unrealized appreciation (depreciation) related to financial instruments still held as of September 30, 2024	$	574	$	(5)	$	569

	Three Months Ended
	September 30, 2023
	First Lien Debt		Second Lien Debt		Total Investments
Fair value, beginning of period	$	202,055	—		202,055
Purchases of investments	65,149		6,045		71,194
Proceeds from principal repayments and sales of investments	(1,387)		—		(1,387)
Accretion of discount/amortization of premium	251		—		251
Net realized gain (loss)	80		—		80
Net change in unrealized appreciation (depreciation)	2,654		—		2,654
Transfers into Level 3 (1)	—		—		—
Transfers out of Level 3 (1)	—		—		—
Fair value, end of period	$	268,802	$	6,045	$	274,847
Net change in unrealized appreciation (depreciation) related to financial instruments still held as of September 30, 2023	$	2,654	$	—	$	2,654

(1)For the three months ended September 30, 2024 and September 30, 2023, there were no transfers into or out of Level 3.

The following table presents the change in the fair value of financial instruments for which Level 3 inputs were used to determine the fair value for the nine months ended September 30, 2024 and September 30, 2023:

32

	For the Nine Months Ended
	September 30, 2024
	First Lien Debt		Second Lien Debt		Total Investments
Fair value, beginning of period	$	318,189	6,107		324,296
Purchases of investments	182,680		—		182,680
Proceeds from principal repayments and sales of investments	(80,238)		—		(80,238)
Accretion of discount/amortization of premium	2,398		15		2,413
Net realized gain (loss)	160		—		160
Net change in unrealized appreciation (depreciation)	(926)		78		(848)
Transfers into Level 3 (1)	—		—		—
Transfers out of Level 3 (1)	—		—		—
Fair value, end of period	$	422,263	$	6,200	$	428,463
Net change in unrealized appreciation (depreciation) related to financial instruments still held as of September 30, 2024	$	1,400	$	78	$	1,478

	For the Nine Months Ended
	September 30, 2023
	First Lien Debt		Second Lien Debt		Total Investments
Fair value, beginning of period	$	149,586	—		149,586
Purchases of investments	128,190		6,045		134,235
Proceeds from principal repayments and sales of investments	(13,025)		—		(13,025)
Accretion of discount/amortization of premium	679		—		679
Net realized gain (loss)	161		—		161
Net change in unrealized appreciation (depreciation)	3,211		—		3,211
Transfers into Level 3 (1)	—		—		—
Transfers out of Level 3 (1)	—		—		—
Fair value, end of period	$	268,802	$	6,045	$	274,847
Net change in unrealized appreciation (depreciation) related to financial instruments still held as of September 30, 2023	$	3,362	$	—	$	3,362

(1)For the nine months ended September 30, 2024 and September 30, 2023, there no transfers into or out of Level 3.

Significant Unobservable Inputs

In accordance with ASC Topic 820, the following table provides quantitative information about the significant unobservable inputs of the Company’s Level 3 investments as of September 30, 2024 and December 31, 2023.  The table is

33

not intended to be all-inclusive but instead captures the significant unobservable inputs relevant to the Company’s determination of fair value.

	September 30, 2024
	Fair Value		Valuation Techniques	Unobservable Input	Range/Input (Weighted Average)(1)
Assets:
First lien debt	$	412,496	Discounted cash flow	Comparative Yields	7.2% - 14.2% (9.1%)
First lien debt	9,767		Precedent Transaction	Transaction Price	N/A
Total first lien debt	422,263
Second lien debt	6,200		Discounted cash flow	Comparative Yields	8.7%
Total investments	$	428,463

	December 31, 2023
	Fair Value		Valuation Techniques	Unobservable Input	Range/Input (Weighted Average)(1)
Assets:
First lien debt	$	294,813	Discounted cash flow	Comparative Yields	8.9% - 11.7% (9.9%)
First lien debt	23,376		Precedent Transaction	Transaction Price	N/A
Total first lien debt	318,189
Second lien debt	6,107		Discounted cash flow	Comparative Yields	13.1%
Total investments	$	324,296

(1)Weighted averages are calculated based on fair value of investments.

The Company used the income approach to determine the fair value of certain Level 3 assets as of September 30, 2024 and December 31, 2023. The significant unobservable inputs used in the income approach is the comparative yield and discount rate. The comparative yield and discount rate is used to discount the estimated future cash flows expected to be received from the underlying investment. An increase/decrease in the comparative yield or discount rate would result in a decrease/increase, respectively, in the fair value.

Note 6: Derivatives

The Company enters into derivative financial instruments in the normal course of business from time to time to achieve certain risk management objectives, including managing its interest rate and foreign currency risk exposures. For derivative contracts, the Company enters into netting arrangements with its counterparties. In accordance with authoritative guidance, the Company offsets fair value amounts recognized for derivative instruments with the same counterparty under a master netting arrangement.

The Company may enter into forward currency exchange contracts to reduce the exposure to foreign currency exchange rate fluctuations of the Company and its Members, as described in Note 2. The fair value of derivative contracts open as of September 30, 2024 and December 31, 2023 is included on the schedules of investments by contract. The Company had $0.1 million collateral receivable as of September 30, 2024 and had $17.6 million collateral payable as of December 31, 2023. Collateral amounts posted are included in collateral on forward currency exchange contracts on the statements of assets and liabilities. Collateral payable is included in collateral payable on forward currency exchange contracts on the statements of assets and liabilities.

For the three months ended September 30, 2024 and September 30, 2023, the Company’s average U.S. dollar notional exposure to forward currency exchange contracts was $469.4 million and $254.7 million, respectively. For the nine months ended September 30, 2024 and September 30, 2023, the Company’s average U.S. dollar notional exposure to forward currency exchange contracts was $438.4 million and $232.5 million, respectively.

34

The following table presents both gross and net information about derivative instruments eligible for offset in the Statements of Assets and Liabilities.

September 30, 2024
Counterparty	Gross Amount of Assets		Gross Amount of (Liabilities)		Net amounts presented in the Statements of Assets and Liabilities		Collateral Received/Pledged(1)		Net Amounts(2)
State Street Bank and Trust Company	$	—	$	(515)	$	(515)	$	—	$	(515)

December 31, 2023
Counterparty	Gross Amount of Assets		Gross Amount of (Liabilities)		Net amounts presented in the Statements of Assets and Liabilities		Collateral Received/Pledged(1)		Net Amounts(2)
State Street Bank and Trust Company	$	—	$	(2,454)	$	(2,454)	$	—	$	(2,454)

(1)Amount excludes excess cash collateral paid.

(2)Net amount represents the net amount due (to) from counterparty in the event of a default based on the contractual set off rights under the agreement. Net amount excludes any over-collateralized amounts, if applicable.

The effect of transactions in derivative instruments on the Statements of Operations for the three months ended September 30, 2024 and September 30, 2023 were as follows:

	Three Months Ended
	September 30, 2024		September 30, 2023
Realized gain (loss) on foreign currency forward contracts	$	14,550	$	(8,470)
Net change in unrealized gain (loss) on foreign currency forward contracts	(1,324)		1,882
Total net realized and unrealized gain (loss) on foreign currency forward contracts	$	13,226	$	(6,588)

The effect of transactions in derivative instruments on the Statements of Operations for the nine months ended September 30, 2024 and September 30, 2023 were as follows:

	For the Nine Months Ended
	September 30, 2024		September 30, 2023
Realized gain (loss) on foreign currency forward contracts	$	(3,854)	$	(6,391)
Net change in unrealized gain (loss) on foreign currency forward contracts	1,939		1,219
Total net realized and unrealized gain (loss) on foreign currency forward contracts	$	(1,915)	$	(5,172)

Note 7: Commitments and Contingencies

In the normal course of business, the Company enters into contracts that provide a variety of general indemnifications. Any exposure to the Company under these arrangements could involve future claims that may be made

35

against the Company. Currently, no such claims exist or are expected to arise and, accordingly, the Company has not accrued any liability in connection with such indemnifications.

The Company’s investment portfolio may contain debt investments which are in the form of lines of credit or delayed draw commitments, which require the Company to provide funding when requested by portfolio companies in accordance with underlying loan agreements. As of September 30, 2024 and December 31, 2023, the Company had the following unfunded delayed draw term loans and revolvers:

	Par Value as of
	September 30, 2024		December 31, 2023
Unfunded delayed draw commitments	$	36,652	$	29,405
Unfunded revolving commitments	28,896		20,442
Total unfunded commitments	$	65,548	$	49,847

From time to time, the Company may become a party to certain legal proceedings incidental to the normal course of its business. As of September 30, 2024, management is not aware of any pending or threatened material litigation.

Investor Commitments

As of September 30, 2024, the Company had $584.5 million in total capital commitments from investors, $124.2 million of which was undrawn. As of December 31, 2023, the Company had $552.0 million in total capital commitments from investors, $152.6 million of which was undrawn.

Note 8.  Net Assets

Subscriptions and Drawdowns

As of September 30, 2024 and December 31, 2023, the Company had 44,724,135 and 38,954,613 Shares issued and outstanding, respectively, with a par value of $0.01 per Share. The Company has entered into subscription agreements with investors providing for the private placement of the Company’s Shares. Under the terms of the subscription agreements, investors are required to fund drawdowns to purchase the Company’s Shares up to the amount of their respective capital commitment on an as-needed basis each time the Adviser delivers a drawdown notice to such investors.

The following table summarizes capital activity for the three months ended September 30, 2024:

36

	Shares			Capital in Excess of Par Value		Accumulated Net Investment Income (Loss)		Accumulated Net Realized Gain (Loss)		Accumulated Net Unrealized Appreciation (Depreciation)
	Shares	Amount										Total Net Assets
Balance, beginning of period	38,954,613	$	390	$	398,535	$	8,572	$	(7,529)	$	5,237	$	405,205
Common Shares issued	5,769,522	57		60,821		—		—		—		60,878
Distribution reinvestment	—	—		—		—		—		—		—
Repurchase of Shares	—	—		—		—		—		—		—
Net investment income (loss)	—	—		—		10,066		—		—		10,066
Net realized gain (loss)	—	—		—		—		14,866		—		14,866
Net change in unrealized appreciation (depreciation)	—	—		—		—		—		183		183
Net change in unrealized currency gain (losses) on non-investment assets and liabilities	—	—		—		—		—		(1,324)		(1,324)
Distributions declared	—	—		—		(9,349)		—		—		(9,349)
Tax reclassification of shareholders' equity in accordance with GAAP	—	—		—		—		—		—		—
Balance end of period	44,724,135	$	447	$	459,356	$	9,289	$	7,337	$	4,096	$	480,525

The following table summarizes capital activity for the three months ended September 30, 2023:

	Shares			Capital in Excess of Par Value		Accumulated Net Investment Income (Loss)		Accumulated Net Realized Gain (Loss)		Accumulated Net Unrealized Appreciation (Depreciation)
	Shares	Amount										Total Net Assets
Balance, beginning of period	22,266,039	$	223	$	223,328	$	4,924	$	2,466	$	702	$	231,643
Common Shares issued	12,750,614	127		134,855		—		—		—		134,982
Distribution reinvestment	—	—		—		—		—		—		—
Repurchase of Shares	—	—		—		—		—		—		—
Net investment income (loss)	—	—		—		5,622		—		—		5,622
Net realized gain (loss)	—	—		—		—		(10,316)		—		(10,316)
Net change in unrealized appreciation (depreciation)	—	—		—		—		—		4,548		4,548
Net change in unrealized currency gain (losses) on non-investment assets and liabilities	—	—		—		—		—		—		—
Distributions declared	—	—		—		(5,011)		—		—		(5,011)
Tax reclassification of shareholders' equity in accordance with GAAP	—	—		—		—		—		—		—
Balance end of period	35,016,653	$	350	$	358,183	$	5,535	$	(7,850)	$	5,250	$	361,468

The following table summarizes capital activity for the nine months ended September 30, 2024:

37

	Shares			Capital in Excess of Par Value		Accumulated Net Investment Income (Loss)		Accumulated Net Realized Gain (Loss)		Accumulated Net Unrealized Appreciation (Depreciation)
	Shares	Amount										Total Net Assets
Balance, beginning of period	38,954,613	$	390	$	398,535	$	6,522	$	11,561	$	3,005	$	420,013
Common Shares issued	5,769,522	57		$	60,821	—		—		—		60,878
Distribution reinvestment	—	—		—		—		—		—		—
Repurchase of Shares	—	—		—		—		—		—		—
Net investment income (loss)	—	—		—		29,510		—		—		29,510
Net realized gain (loss)	—	—		—		—		(4,224)		—		(4,224)
Net change in unrealized appreciation (depreciation)	—	—		—		—		—		(848)		(848)
Net change in unrealized currency gain (losses) on non-investment assets and liabilities	—	—		—		—		—		1,939		1,939
Distributions declared	—	—		—		(26,743)		—		—		(26,743)
Tax reclassification of shareholders' equity in accordance with GAAP	—	—		—		—		—		—		—
Balance end of period	44,724,135	$	447	$	459,356	$	9,289	$	7,337	$	4,096	$	480,525

The following table summarizes capital activity for the nine months ended September 30, 2023:

	Shares			Capital in Excess of Par Value		Accumulated Net Investment Income (Loss)		Accumulated Net Realized Gain (Loss)		Accumulated Net Unrealized Appreciation (Depreciation)
	Shares	Amount										Total Net Assets
Balance, beginning of period	18,648,373	$	186	$	186,232	$	539	$	—	$	808	$	187,765
Common Shares issued	16,368,280	164		171,951		—		—		—		172,115
Distribution reinvestment	—	—		—		—		—		—		—
Repurchase of Shares	—	—		—		—		—		—		—
Net investment income (loss)	—	—		—		13,229		—		—		13,229
Net realized gain (loss)	—	—		—		—		(7,850)		—		(7,850)
Net change in unrealized appreciation (depreciation)	—	—		—		—		—		4,442		4,442
Net change in unrealized currency gain (losses) on non-investment assets and liabilities												—
Distributions declared	—	—		—		(8,233)		—		—		(8,233)
Tax reclassification of shareholders' equity in accordance with GAAP	—	—		—		—		—		—		—
Balance end of period	35,016,653	$	350	$	358,183	$	5,535	$	(7,850)	$	5,250	$	361,468

The Company’s distributions are recorded on the record date. The following table summarizes distributions declared for the nine months ended September 30, 2024:

38

Date Declared	Record Date	Payment Date	Amount Per Share		Total Distributions
March 6, 2024	March 6, 2024	March 22, 2024	$	0.20	7,625
May 2, 2024	May 8, 2024	May 22, 2024	$	0.25	9,769
July 30, 2024	June 28, 2024	August 16, 2024	$	0.24	9,349
Total					$	26,743

The following table summarizes distributions declared during nine months ended September 30, 2023:

Date Declared	Record Date	Payment Date	Amount Per Share		Total Distributions
June 2, 2023	June 6, 2023	June 8, 2023	$	0.15	$	3,222
August 8, 2023	August 31, 2023	September 15, 2023	$	0.20	5,011
Total					$	8,233

The U.S. federal income tax characterization of distributions declared and paid for the fiscal year will be determined at fiscal year-end based upon our investment company taxable income for the full fiscal year and distributions paid during the full year.

Sources of distributions, other than net investment income and realized gains on a GAAP basis, include required adjustments to GAAP net investment income in the current period to determine taxable income available for distributions.

Note 9. Financial Highlights

The following are financial highlights for Shares outstanding for the nine months ended September 30, 2024 and September 30, 2023:

39

	For the Nine Months Ended
	September 30, 2024			September 30, 2023
Per Share data:(1)
Net asset value, beginning of period	$	10.78		$	10.07
Net investment income (loss)	0.74			0.61
Net realized and unrealized gains (losses) (2)	(0.09)			(0.01)
Net increase (decrease) in net assets resulting from operations	0.65			0.60
Impact of issuance of common stock	—			—
Shareholder distributions from income (3)	(0.69)			(0.35)
Net asset value, end of period	$	10.74		$	10.32
Total Return (4)	6.28		%	2.48		%
Ratios and supplemental data:
Net assets, end of period	$	480,525		$	361,468
Portfolio turnover rate(5)	21.97		%	6.59		%
Ratio of expenses before management and incentive fees to average net assets(6)	0.64		%	1.81		%
Ratio of expenses after management and incentive fees before waivers to average net assets(6)	2.61		%	2.87		%
Ratio of expenses after waivers to average net assets(6)	2.61		%	2.87		%
Net investment income (loss) to average net assets before waivers(6)	9.31		%	7.38		%
Net investment income (loss) to average net assets after waivers(6)	9.31		%	7.38		%

(1)The per Share data was derived by using the weighted average Shares outstanding during the period.

(2)The amount shown for a Share outstanding may not correspond with the aggregate realized and unrealized gain (loss) on investments for the period due to the timing of capital share transactions of fund Shares in relation to fluctuating market values of investments of the Company.

(3)The per Share data for distributions was derived by using the actual Shares outstanding at the date of the relevant transactions.

(4)For the nine months ended September 30, 2024, total return based on net asset value is calculated as the change in net asset value per share during the period, assuming quarterly distributions that have been declared are reinvested on the effects of the performance of the Company based on the NAV at the end of the previous quarter. For the nine months ended September 30, 2023, total return based on net asset value is calculated as the change in net asset value per share during the period. Total return has not been annualized.

(5)Portfolio turnover rate is calculated using the lesser of year-to-date sales and year-to-date purchases over the average of the investments assets at fair value for the years reported.

(6)Annualized.

Note 10. Subsequent Events

The Company’s management has evaluated subsequent events through the date of issuance of the financial statements included herein. Other than as disclosed below, there have been no subsequent events that occurred during such period that would require disclosure in this Form 10-Q or would be required to be recognized in the financial statements as of and for the nine months ended September 30, 2024.

On November 6, 2024, the Company declared a distribution of $0.24 per Share, all of which is payable on November 15, 2024 to Members of record as of November 7, 2024.

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. Financial Statements.”  This discussion contains forward-looking statements, which relate to future events our future performance or financial condition and involves numerous risks and uncertainties, including, but not limited to, those set forth in “Risk Factors” in

40

Part I, Item 1A of our annual report on Form 10-K for the year ended December 31, 2023 and Part II, Item 1A of this Form 10-Q and elsewhere in this Form 10-Q.

Overview

The Company is a Delaware limited liability company formed on June 27, 2022. We are an externally managed, closed-end, diversified management investment company that elected to be regulated as a business development company under the 1940 Act. OHA Private Credit Advisors II, L.P. is the investment adviser of the Company. In addition, for U.S. federal income tax purposes, we elected to be treated as a RIC under Subchapter M of the Code, as amended (the “Code”), beginning with our fiscal year (or period) ending December 31, 2022. We were formed to make investments and generate returns in the form of current income and long-term capital appreciation.

The Company’s investment objective is to generate attractive risk-adjusted returns, predominately in the form of current income, with select investments exhibiting the ability to capture long-term capital appreciation with a focus on downside protection. The Company seeks to achieve its investment objective by investing primarily in the non-investment grade credit markets in North America and Europe, with a primary focus on direct lending in the United States. The Company will target investments in well-established, larger companies generally with earnings before interest, taxes, depreciation and amortization (“EBITDA”) of $75 million or greater (“Larger Borrowers”), consistent with OHA’s investment history and proven investment process. We believe that credit profiles of Larger Borrowers generally benefit from greater business diversification, stronger market positions, experienced management teams and a greater ability to navigate challenging markets.

Subject to any restrictions imposed under the 1940 Act, any related RIC asset diversification requirements and any guidelines and limitations set forth herein, the Company’s investments are expected to primarily consist of senior secured first lien loans and unitranche loans but may include second lien loans or other assets. The Company will seek target position sizes of 2% to 5% of NAV and seek to allocate (a) greater than or equal to 80% of NAV to first lien and unitranche loans and (b) less than or equal to 20% of NAV to second lien loans. The Company’s investment mandate is structured so as to allow for co-investment across OHA’s entire platform, based on existing SEC exemptive relief under Rule 17d-1 under the 1940 Act and any additional SEC exemptive relief obtained in the future. 

Key Components of Our Results of Operations

Investments

We focus primarily on senior secured loans and securities of private U.S. companies. The level of investment activity (both the number of investments and the size of each investment) can and will vary substantially from period to period depending on many factors, including the amount of debt and equity capital available to private 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.

Revenues

We generate revenue in the form of interest and fee income on debt investments, capital gains, and dividend income from our equity investments in our portfolio companies. Our senior and subordinated debt investments are expected to bear interest at a fixed or floating rate. As of September 30, 2024, 99.8% of our debt investments based on fair value in our portfolio were at floating rates. Interest on debt securities is generally payable quarterly or semiannually. In some cases, some of our investments may provide for deferred interest payments or PIK interest. The principal amount of the debt securities and any accrued but unpaid PIK interest generally will become due at the maturity date. In addition, we may generate revenue in the form of commitment and other fees in connection with transactions. Original issue discounts and market discounts or premiums will be capitalized, and we will accrete or amortize such amounts as interest income. We will record prepayment premiums on loans and debt securities as interest income. Dividend income, if any, will be recognized on an accrual basis to the extent that we expect to collect such amounts.

Expenses

Our primary operating expenses include the payment of fees to the Adviser under the Advisory Agreement, our allocable portion of overhead expenses under the Administration Agreement and other operating costs described below.

41

Except as specifically provided below, all investment professionals and staff of the Adviser, when and to the extent engaged in providing investment advisory services to us, and the base compensation, bonus and benefits, rent, utilities, insurance, payroll taxes, bonuses, employee benefits, furnishings, telecommunications and certain information services and certain office expenses, including office supplies and equipment and other similar expenses and the other routine overhead expenses, of such personnel allocable to such services, (individually and collectively, “Overhead”) will be provided and paid for by the Adviser. We will bear all other reasonable costs and expenses of our operations, administration and transactions, including, but not limited to:

1)investment advisory fees, including management fees and incentive fees, to the Adviser, pursuant to the Advisory Agreement;

2)the Company’s allocable portion of Overhead and other expenses incurred by the Administrator in performing its administrative obligations under the Administration Agreement, including but not limited to: (i) the Company’s chief compliance officer, chief financial officer, chief operating officer, and their respective staffs; (ii) investor relations, legal, operations, treasury and any other non-investment professionals at the Administrator that perform duties for the Company; and (iii) any personnel of OHA or any of its affiliates providing non-investment related services to the Company; and

3)all other expenses of the Company’s operations, administrations and transactions including, without limitation, those relating to:

(i)organization and offering fees, costs and expenses associated with this offering (including legal, accounting (including expenses of in-house legal, accounting, tax and other professionals of the Adviser, inclusive of their allocated Overhead), printing, mailing, subscription processing and filing fees costs and expenses (including “blue sky” laws and regulations) and other offering fees costs and expenses, including fees, costs and expenses associated with technology integration between the Company’s systems and those of participating intermediaries, diligence expenses of participating intermediaries, fees, costs and expenses in connection with preparing the preparation of the Company’s governing documents, offering memoranda, sales materials and other marketing expenses, design and website fees, costs and expenses, fees, costs and expenses of the Company’s transfer agent, fees, costs and expenses to attend retail seminars sponsored by participating intermediaries and fees, costs, expenses and reimbursements for travel, meals, accommodations, entertainment and other similar expenses related to meetings or events with prospective investors, intermediaries, registered investment advisors or financial or other advisors;

(ii)all taxes, fees, costs, and expenses, retainers and/or other payments of accountants, legal counsel, advisors (including tax advisors), administrators, auditors (including, for the avoidance of doubt, the Company’s financial audit, and with respect to any additional auditing required under The Directive 2011/61/EU of the European Parliament and of the Council of 8 June 2011 on Alternative Investment Fund Managers and any applicable legislation implemented by an EEA member state in connection with such Directive (the “AIFMD”)), investment bankers, administrative agents, paying agents, depositaries, custodians, trustees, sub-custodians, consultants (including individuals consulted through expert network consulting firms), engineers, senior advisors, industry experts, operating partners, deal sourcers (including personnel dedicated to but not employed by the Adviser), and other professionals (including, for the avoidance of doubt, the costs and charges allocable with respect to the provision of internal legal, tax, accounting, technology, portfolio reconciliation, portfolio compliance and reporting or other services or that are otherwise related to the implementation, maintenance and supervision of the procedures relating to the books and records of the Company and any personnel related thereto, inclusive of their allocated Overhead (including secondees and temporary personnel or consultants that may be engaged on short- or long-term arrangements) as deemed appropriate by the Administrator, with the oversight of the Board, where such internal personnel perform services that would be paid by the Company if outside service providers provided the same services); fees, costs, and expenses herein include (x) fees, costs and expenses for time spent by its in-house attorneys and tax advisors that provide legal advice and/or services to the Company or its portfolio companies on matters related to potential or actual investments and transactions and the ongoing operations of the Company and (y) fees, costs and expenses incurred to provide administrative and accounting services to the Company or its portfolio companies, and fees, costs, expenses and charges incurred directly by the Company or affiliates in connection such services (including overhead related thereto), in each case, (I) that are specifically charged or specifically allocated or attributed by the Administrator, with the oversight of the Board, to the Company or its portfolio companies and (II) provided that any such amounts shall not be greater than what would be paid to an unaffiliated third party for substantially similar advice and/or services of the same skill and expertise, in accordance with the Adviser’s expense allocation policy);

42

(iii)all fees, costs, expenses of calculating the Company’s NAV, including the cost of any third-party valuation services;

(iv)all fees, costs, expenses of effecting any sales of the Shares and other securities;

(v)any fees, costs, expenses payable under any managing dealer and selected intermediary agreements, if any;

(vi)all interest and fees, costs and expenses arising out of all borrowings, guarantees and other financings or derivative transactions (including interest, fees and related legal expenses) made or entered into by the Company, including, but not limited to, the arranging thereof and related legal expenses;

(vii)all fees, costs and expenses of any loan servicers and other service providers and of any custodians, lenders, investment banks and other financing sources;

(viii)all fees, costs and expenses incurred in connection with the formation or maintenance of entities or vehicles to hold the Company’s assets for tax or other purposes;

(ix)all fees, costs and expenses of derivatives and hedging;

(x)all fees, costs and expenses, including travel, entertainment, lodging and meal expenses, incurred by the Adviser, or members of its investment team, or payable to third parties, in evaluating, developing, negotiating, structuring and performing due diligence on prospective portfolio companies, including such expenses related to potential investments that were not consummated, and, if necessary, enforcing the Company’s rights;

(xi)all fees, costs and expenses (including the allocable portions of Overhead and out-of-pocket expenses such as travel expenses) or an appropriate portion thereof of employees of the Adviser to the extent such expenses relate to attendance at meetings of the Board or any committees thereof;

(xii)all fees, costs and expenses, if any, incurred by or on behalf of the Company in developing, negotiating and structuring prospective or potential investments that are not ultimately made, including, without limitation any legal, tax, administrative, accounting, travel, meals, accommodations and entertainment, advisory, consulting and printing expenses, reverse termination fees and any liquidated damages, commitment fees that become payable in connection with any proposed investment that is not ultimately made, forfeited deposits or similar payments;

(xiii)all allocated fees, costs and expenses incurred by the Administrator in providing managerial assistance to those portfolio companies that request it;

(xiv)all brokerage fees, costs and expenses, hedging fees, costs and expenses, prime brokerage fees, costs and expenses, custodial fees, costs and expenses, agent bank and other bank service fees, costs and expenses; private placement fees, costs and expenses, commissions, appraisal fees, commitment fees and underwriting fees, costs and expenses; fees, costs and expenses of any lenders, investment banks and other financing sources, and other investment costs, fees and expenses actually incurred in connection with evaluating, making, holding, settling, clearing, monitoring or disposing of actual investments (including, without limitation, travel, meals, accommodations and entertainment expenses and any expenses related to attending trade association and/or industry meetings, conferences or similar meetings, any costs or expenses relating to currency conversion in the case of investments denominated in a currency other than U.S. dollars) and expenses arising out of trade settlements (including any delayed compensation expenses);

(xv)investment fees, costs and expenses, including all fees, costs and expenses incurred in sourcing, evaluating, developing, negotiating, structuring, trading (including trading errors), settling, monitoring and holding prospective or actual investments or investment strategies including, without limitation, any financing, legal, filing, auditing, tax, accounting, compliance, loan administration, travel, meals, accommodations and entertainment, advisory, consulting, engineering, data-related and other professional fees, costs and expenses in connection therewith (to the extent the Adviser is not reimbursed by a prospective or actual issuer of the applicable investment or other third parties or capitalized as part of the acquisition price of the transaction) and any fees, costs and expenses related to the organization or maintenance of any vehicle through which the Company directly or indirectly participates in the acquisition, holding and/or disposition of investments or which otherwise facilitate the Company’s investment

43

activities, including without limitation any travel and accommodations expenses related to such vehicle and the salary and benefits of any personnel (including personnel of the Adviser or its affiliates) and/or in connection with the maintenance and operation of such vehicle, or other overhead expenses (including any fees, costs and expenses associated with the leasing of office space (which may be made with one or more affiliates of the Adviser as lessor in connection therewith));

(xvi)all transfer agent, dividend agent and custodial fees, costs and expenses;

(xvii)all federal and state registration fees, franchise fees, any stock exchange listing fees and fees payable to rating agencies;

(xviii)Independent Board members’ fees and expenses including travel, entertainment, lodging and meal expenses, and any legal counsel or other advisors retained by, or at the discretion or for the benefit of, the Independent Board members;

(xix)costs of preparing financial statements and maintaining books and records, costs of Sarbanes-Oxley Act of 2002 compliance and attestation and costs of preparing and filing reports or other documents with the SEC, Financial Industry Regulatory Authority, U.S. Commodity Futures Trading Commission (“CFTC”) and other regulatory bodies and other reporting and compliance costs, including registration and exchange listing and the costs associated with reporting and compliance obligations under the 1940 Act and any other applicable federal and state securities laws, and the compensation of professionals responsible for the foregoing;

(xx)all fees, costs and expenses associated with the preparation and issuance of the Company’s periodic reports and related statements (e.g., financial statements and tax returns) and other internal and third-party printing (including a flat service fee), publishing (including time spent performing such printing and publishing services) and reporting-related expenses (including other notices and communications) in respect of the Company and its activities (including internal expenses, charges and/or related costs incurred, charged or specifically attributed or allocated by the Company or the Adviser or its affiliates in connection with such provision of services thereby);

(xxi)all fees, costs and expenses of any reports, proxy statements or other notices to Members (including printing and mailing costs) and the costs of Board member meetings;

(xxii)all proxy voting fees, costs and expenses;

(xxiii)all fees, costs and expenses associated with an exchange listing (to the extent applicable);

(xxiv)any and all taxes and/or tax-related interest, fees or other governmental charges (including any penalties incurred where the Adviser lacks sufficient information from third parties to file a timely and complete tax return) levied against the Company and all fees, costs and expenses incurred in connection with any tax audit, investigation, litigation, settlement or review of the Company and the amount of any judgments, fines, remediation or settlements paid in connection therewith;

(xxv)all fees, costs and expenses of any litigation, arbitration or audit involving the Company any vehicle or its portfolio companies and the amount of any judgments, assessments fines, remediations or settlements paid in connection therewith, Board members and officers, liability or other insurance (including costs of title insurance) and indemnification (including advancement of any fees, costs or expenses to persons entitled to indemnification) or extraordinary expense or liability relating to the affairs of the Company;

(xxvi)all fees, costs and expenses associated with the Company’s information, obtaining and maintaining technology (including any and all fees, costs and expenses of any investment, books and records, portfolio compliance and reporting systems such as “Wall Street Office,” “Everest” (Allvue), “Trinity” and similar systems and services, including consultant, software licensing, data management and recovery services fees and any tools, programs, subscriptions or other systems providing market data, analytical, database, news or third-party research or information services and the costs of any related professional service providers), third party or proprietary hardware/software, data-related communication, market data and research (including news and quotation equipment and services and including costs allocated by the Adviser’s or its affiliates’ internal and third-party research group (which are generally based on time spent, assets under management, usage rates, proportionate holdings or a combination thereof or other reasonable methods determined by the Administrator) and expenses and fees (including compensation costs) charged or

44

specifically attributed or allocated by Adviser and/or its affiliates for data-related services provided to the Company and/or its portfolio companies (including in connection with prospective investments), each including expenses, charges, fees and/or related costs of an internal nature; reporting costs (which includes notices and other communications and internally allocated charges), and dues and expenses incurred in connection with membership in industry or trade organizations;

(xxvii)all fees, costs and expenses of specialty and custom software for monitoring risk, compliance and the overall portfolio, including any development costs incurred prior to the filing of the Company’s election to be treated as a BDC;

(xxviii)all fees, costs and expenses associated with individual or group Members;

(xxix)all insurance fees, costs and expenses (including fidelity bond, Board members and officers errors and omissions liability insurance and other insurance premiums incurred for the benefit of the Adviser);

(xxx)all fees, costs and expenses of winding up and liquidating the Company’s assets;

(xxxi)all fees, costs and expenses related to compliance-related matters (such as developing and implementing specific policies and procedures in order to comply with certain regulatory requirements) and regulatory filings; notices or disclosures related to the Company’s activities (including, without limitation, expenses relating to the preparation and filing of filings required under the Securities Act, TIC Form SLT filings, Internal Revenue Service filings under FATCA and FBAR reporting requirements applicable to the Company or reports to be filed with the CFTC, reports, disclosures, filings and notifications prepared in connection with the laws and/or regulations of jurisdictions in which the Company engages in activities, including any notices, reports and/or filings required under the AIFMD, European Securities and Markets Authority and any related regulations, and other regulatory filings, notices or disclosures of the Adviser relating to the Company and its affiliates relating to the Company, and their activities) and/or other regulatory filings, notices or disclosures of the Adviser and its affiliates relating to the Company including those pursuant to applicable disclosure laws and expenses relating to FOIA requests, but excluding, for the avoidance of doubt, any expenses incurred for general compliance and regulatory matters that are not related to the Company and its activities;

(xxxii)all fees, costs and expenses (including travel) in connection with the diligence and oversight of the Company’s service providers;

(xxxiii)all fees, costs and expenses, including travel, meals, accommodations, entertainment and other similar expenses, incurred by the Adviser or its affiliates for meetings with existing investors and any intermediaries, registered investment advisors, financial and other advisors representing such existing investors; and

(xxxiv)all other all fees, costs and expenses incurred by the Administrator in connection with administering the Company’s business.

OHA has agreed to pay any organizational expenses of the Company (excluding any expenses incurred in connection with a subscription facility) in excess of $750,000 and has agreed to pay any annual operating expenses of the Company (excluding (i) third-party legal expenses incurred in connection with investments and the ordinary course operation of the Company and (ii) the management fee and incentive fees paid to the Adviser) that would cause such operating expenses to exceed 0.40% per annum of the Company’s average net assets in respect of the relevant year.

Portfolio and Investment Activity

As of September 30, 2024 and December 31, 2023, based on fair value, our portfolio consisted of 98.6% and 98.1% first lien debt investments, respectively, and 1.4% and 1.9% second lien debt investments, respectively.

As of September 30, 2024 and December 31, 2023, we had investments in 58 and 40 portfolio companies with an aggregate fair value of approximately $428.5 million and $324.3 million, respectively.

45

Our investment activity for the three months ended September 30, 2024 and September 30, 2023 is presented below (information presented herein is at amortized cost unless otherwise indicated):

	For the Three Months Ended
	September 30, 2024		September 30, 2023
Total investments, beginning of period	384,360		201,376
New investments purchased(1)	65,370		71,903
Net accretion of discount on investments	744		251
Net realized gain (loss) on investments	56		80
Investments sold or repaid	(26,678)		(1,453)
Total investments, end of period	$	423,851	$	272,157

(1) Purchases include PIK interest, if applicable.

Our investment activity for the nine months ended September 30, 2024 and September 30, 2023 is presented below (information presented herein is at amortized cost unless otherwise indicated):

	For the Nine Months Ended
	September 30, 2024		September 30, 2023
Total investments, beginning of period	$	318,837	$	149,464
New investments purchased(1)	182,680		134,944
Net accretion of discount on investments	2,413		679
Net realized gain (loss) on investments	160		161
Investments sold or repaid	(80,238)		(13,091)
Total investments, end of period	$	423,851	$	272,157

(1) Purchases include PIK interest, if applicable.

The following table presents certain selected information regarding our investment portfolio:

	As of
	September 30, 2024		December 31, 2023
Weighted average yield on debt and income producing investments, at amortized cost (1)	11.4	%	12.7	%
Weighted average yield on debt and income producing investments, at fair value (1)	11.3	%	12.5	%
Number of portfolio companies	58		40
Weighted average EBITDA (2)	$234.0		$202.0
Average loan-to-value (LTV) (3)	41.3	%	41.0	%
Percentage of debt investments bearing a floating rate, at fair value	99.8	%	100.0	%
Percentage of debt investments bearing a fixed rate, at fair value	0.2	%	—	%

(1)Computed as (a) the annual stated interest rate or yield plus the annual accretion of discounts or less the annual amortization of premiums, as applicable, on income producing securities, divided by (b) the total relevant investments at amortized cost or fair value, as applicable. Actual yields earned over the life of each investment could differ materially from the yields presented above.

(2)Includes all private debt investments for which fair value is determined by the Adviser as valuation designee in conjunction with a third-party valuation firm and excludes quoted assets. Amounts are weighted based on fair market value of each respective investment. Amounts were derived from the most recently available financial information provided by the portfolio company and may reflect a normalized or adjusted amount. Accordingly, we make no representation or warranty in respect of this information. Amounts in millions.

46

(3)Includes all private debt investments for which fair value is determined by our Adviser as valuation designee in conjunction with a third-party valuation firm and excludes quoted assets. Average loan-to-value represents the net ratio of loan-to-value for each portfolio company, weighted based on the fair value of total applicable private debt investments. Loan-to-value is calculated as the current total net debt of all loan tranches outstanding divided by the estimated enterprise value of the portfolio company as of the most recent year end.

Our investments consisted of the following:

	September 30, 2024				December 31, 2023
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
First lien debt	$	417,787	$	422,263	$	312,788	$	318,189
Second lien debt	6,064		6,200		6,049		6,107
Total investments	$	423,851	$	428,463	$	318,837	$	324,296

As of September 30, 2024 and December 31, 2023 there were no investments on non-accrual status.

The table below describes investments by industry composition based on fair value as of September 30, 2024 and December 31, 2023:

	September 30, 2024
Services: Business	17.7	%
Healthcare, Education and Childcare	12.6
High Tech	11.6
Insurance	6.8
Capital Equipment	6.2
Services: Consumer	6.1
Finance	5.9
Chemicals, Plastics and Rubber	5.4
Consumer Goods: Durable	4.9
Media: Diversified & Production	4.7
Automobile	3.8
Printing and Publishing	3.5
Aerospace and Defense	2.1
Broadcasting and Entertainment	1.9
Retail Stores	1.6
Technology & Electronics	1.5
Construction & Building	1.5
Buildings and Real Estate	1.3
Containers, Packaging and Glass	0.9
Total	100.0	%

47

	December 31, 2023
Insurance	12.9	%
Services: Consumer	12.5
Healthcare, Education and Childcare	10.4
High Tech	9.9
Services: Business	8.6
Finance	7.5
Aerospace and Defense	7.1
Chemicals, Plastics and Rubber	5.6
Printing and Publishing	4.4
Consumer Goods: Durable	4.4
Automobile	4.4
Construction & Building	3.5
Capital Equipment	2.3
Media: Diversified & Production	2.2
Retail Stores	2.1
Containers, Packaging and Glass	1.2
Broadcasting and Entertainment	1.0
Technology & Electronics	—
Total	100.0	%

The tables below describes investments by geographic composition based on fair value as of September 30, 2024 and December 31, 2023:

	September 30, 2024
		Amortized Cost		Fair Value		% of Total Investments at Fair Value		Fair Value as % of Net Assets
United States		$	402,310	$	405,998	94.8	%	84.5	%
Germany		12,122		12,718		3.0		2.7
Canada		6,651		6,882		1.6		1.4
Switzerland		2,768		2,865		0.6		0.6
Total		$	423,851	$	428,463	100.0	%	89.2	%

	December 31, 2023
		Amortized Cost		Fair Value		% of Total Investments at Fair Value		Fair Value as % of Net Assets
United States		$	312,342	$	317,536	97.9	%	75.6	%
Canada		6,495		6,760		2.1		1.6
Total		$	318,837	$	324,296	100.0	%	77.2	%

Our Adviser has developed a risk rating methodology for a systematic approach to portfolio monitoring. The Adviser 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 “Risk Ratings." The Adviser reviews the ratings on a quarterly basis and adjusts any scores as appropriate to align with the below definitions.

48

Risk Ratings Definitions

•Risk Rating 1 - Investments with a score of 1 contain the lowest amount of risk in our portfolio. Borrower is performing above expectations, and the trends and risk factors are generally favorable.

•Risk Rating 2 - Investments with a score of 2 contain an acceptable level of risk that is similar to the risk at the time of origination or acquisition. Borrower is performing in-line with expectations, and the risk factors are neutral to favorable. Investments are assigned a score of 2 at the time of origination or acquisition.

•Risk Rating 3 - Investments with a score of 3 mean the borrower is performing below expectations and that the loan’s risk has increased somewhat since origination or acquisition.

•Risk Rating 4 - Investments with a score of 4 mean the borrower is performing materially below expectations and indicates that the loan’s risk has increased materially since origination or acquisition. In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due (but generally not more than 120 days past due).

•Risk Rating 5 - Investments with a score of 5 mean the borrower is performing substantially below expectations and indicates that the loan’s risk has increased substantially since origination or acquisition. Most or all of the debt covenants are out of compliance and payments are substantially delinquent.

The below table summarizes the Risk Ratings as of September 30, 2024:

	September 30, 2024				December 31, 2023
	Fair Value		% of Fair Value		Fair Value		% of Fair Value
Risk Rating 1	$	80,624	18.8	%	$	56,878	17.6	%
Risk Rating 2	323,915		75.6		257,231		79.3
Risk Rating 3	23,924		5.6		10,187		3.1
Risk Rating 4	—		—		—		—
Risk Rating 5	—		—		—		—
Total investments	$	428,463	100.0	%	$	324,296	100.0	%

The weighted average Risk Rating of our debt investment portfolio was 1.87 and there were no debt investments assigned a Risk Rating of 4 or 5 as of September 30, 2024.

49

Results of Operations

The following table represents the operating results:

	For the Three Months Ended
	September 30, 2024		September 30, 2023
Total investment income	$	12,966	$	7,483
Net expenses	$	2,900	1,861
Net investment income (loss)	10,066		5,622
Net realized gain (loss)	14,866		(10,316)
Net unrealized appreciation (depreciation)	(1,141)		4,548
Net increase (decrease) in net assets resulting from operations	$	23,791	$	(146)

	For the Nine Months Ended
	September 30, 2024		September 30, 2023
Total investment income	$	37,787	$	18,365
Net expenses	8,277		5,136
Net investment income (loss)	29,510		13,229
Net realized gain (loss)	(4,224)		(7,850)
Net unrealized appreciation (depreciation)	1,091		4,442
Net increase (decrease) in net assets resulting from operations	$	26,377	$	9,821

Net increase (decrease) in net assets resulting from operations can vary 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.

Investment Income

Investment income was as follows:

	For the Three Months Ended
	September 30, 2024		September 30, 2023
Interest income	$	12,379	$	7,022
Other income	587		461
Total investment income	$	12,966	$	7,483

	For the Nine Months Ended
	September 30, 2024		September 30, 2023
Interest income	$	35,355	$	17,053
Other income	2,432		1,312
Total investment income	$	37,787	$	18,365

For the three months ended September 30, 2024 and September 30, 2023, total investment income was approximately $13.0 million and $7.5 million, respectively. For the nine months ended September 30, 2024 and September 30, 2023, total investment income was approximately $37.8 million and $18.4 million, respectively. The size of

50

our investment portfolio at fair value was approximately $428.5 million and $275.5 million, respectively. Our weighted average yield on debt and income producing investments at fair value was 11.3% and 12.7%, respectively.

Expenses

Expenses were as follows:

	For the Three Months Ended
	September 30, 2024		September 30, 2023
Management fees	$	684	$	400
Income incentive fee	1,438		809
Professional fees	182		160
Board of Managers fees	53		52
Administrative services expenses	129		75
Amortization of offering costs	—		104
Other general & administrative	414		261
Total expenses before taxes	2,900		1,861
Excise tax	—		—
Total expenses	$	2,900	$	1,861

	For the Nine Months Ended
	September 30, 2024		September 30, 2023
Management fees	$	2,026	$	1,083
Income incentive fee	4,216		1,896
Professional fees	546		714
Board of Managers fees	158		157
Administrative services expenses	248		276
Amortization of offering costs	—		312
Other general & administrative	1,012		698
Total expenses before taxes	8,206		5,136
Excise tax	71		—
Total expenses	$	8,277	$	5,136

Management Fees

For the three months ended September 30, 2024 and September 30, 2023, management fees were approximately $0.7 million and $0.4 million, respectively, and as of September 30, 2024 and December 31, 2023, $0.7 million and $1.0 million, respectively, remained payable. For the nine months ended September 30, 2024 and September 30, 2023, management fees were approximately $2.0 million and $1.1 million, respectively. Management fees are payable monthly in arrears at an annual rate of 0.65% of the value of our net assets as of the beginning of the first calendar day of the applicable month.

Income Based Incentive Fees

For the three months ended September 30, 2024 and September 30, 2023, income based incentive fees were approximately $1.4 million and $0.8 million, respectively, before incentive fees waivers. For the three months ended September 30, 2024 and September 30, 2023, the Adviser waived $0.0 million and $0.0 million in income incentive fees in accordance with the annual Operating Expense Cap (as defined in Note 2).

For the nine months ended September 30, 2024 and September 30, 2023, income based incentive fees were approximately $4.2 million and $1.9 million, respectively, before incentive fees waivers. For the nine months ended September 30, 2024 and September 30, 2023, the Adviser waived $0.0 million and $0.0 million in income incentive fees

51

in accordance with the annual Operating Expense Cap (as defined in Note 2). As of September 30, 2024 and December 31, 2023, approximately $4.2 million and $2.0 million, respectively, of income based incentive fees remained payable.

Capital Gains Incentive Fees

For the three and nine months ended September 30, 2024 and September 30, 2023, the Company incurred no capital gains incentive fees. The accrual for any capital gains incentive fee under GAAP in a given period may result in an additional expense if such cumulative amount is greater than in the prior period or a reduction of previously recorded expense if such cumulative amount is less in the prior period. If such cumulative amount is negative, then there is no accrual.

Other Expenses

Organization costs and offering costs include expenses incurred in our initial formation and offering. Professional fees include legal, audit, tax, valuation, other professional fees incurred related to the management of the Company. Administrative service expenses 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, their respective staff and other non-investment professionals that perform duties for us. Other general and administrative expenses include insurance, filing, research, our sub-administrator, and other costs.

Total other expenses were approximately $0.8 million and $0.7 million for the three months ended September 30, 2024 and September 30, 2023, primarily comprised of approximately $0.2 million and $0.2 million of professional fees (including legal, audit, and tax) and approximately $0.4 million and $0.3 million of other general and administrative expenses (including insurance, research, and other allocated costs), respectively.

Total other expenses were approximately $2.0 million and $2.2 million for the nine months ended September 30, 2024 and September 30, 2023, primarily comprised of approximately $0.5 million and $0.7 million of professional fees (including legal, audit, and tax) and approximately $1.0 million and $0.7 million of other general and administrative expenses (including insurance, research, and other allocated costs), respectively.

Under the terms of the Administration Agreement and the Advisory Agreement, we reimburse the Administrator and Adviser, respectively, for services performed for us. In addition, pursuant to the terms of these agreements, the Administrator and Adviser may delegate its obligations under these agreements to an affiliate or to a third party and we reimburse the Administrator and Adviser for any services performed for us by such affiliate or third party.

Income Taxes, Including Excise Taxes

We have elected to be treated as a RIC under Subchapter M of the Code, and we intend to operate in a manner so as to continue to qualify for the tax treatment applicable to RICs. To qualify for tax treatment as a RIC, we must, among other things, distribute to our Members in each taxable year generally at least 90% of the sum of our investment company taxable income, as defined by the Code (without regard to the deduction for distributions paid), and net tax-exempt income for that taxable year. To maintain our tax treatment as a RIC, we, among other things, intend to make the requisite distributions to our Members, which generally relieve us from corporate-level U.S. federal income taxes.

Depending on the level of taxable income earned in a tax year, we may carry forward taxable income (including net capital gains, if any) in excess of current year 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 we determine that our estimated current year annual taxable income will be in excess of estimated current year distributions from such income, we will accrue excise tax on estimated excess taxable income.

For the three months ended September 30, 2024 and September 30, 2023, we incurred no U.S. federal excise tax. For the nine months ended September 30, 2024, we incurred $0.1 million of U.S. federal excise tax. For the nine months ended September 30, 2023 we incurred no U.S. federal excise tax.

52

Net Realized Gain (Loss)

The realized gains and losses were comprised of the following:

	For the Three Months Ended
	September 30, 2024		September 30, 2023
Net realized gain (loss) on investments	$	56	$	80
Net realized gain (loss) on foreign currency transactions	260		(1,926)
Net realized gain (loss) on foreign currency forward contracts	14,550		(8,470)
Net realized gain (loss)	$	14,866	$	(10,316)

For the three months ended September 30, 2024 and September 30, 2023, we generated a net realized gain of approximately $14.9 million and a net realized loss of $10.3 million, respectively, which was primarily comprised of realized activity on foreign currency forward contracts and foreign currency transactions during these periods. For the three months ended September 30, 2024 and September 30, 2023, the net realized movement on foreign currency forward contracts were mainly due to EUR forward contracts.

	For the Nine Months Ended
	September 30, 2024		September 30, 2023
Net realized gain (loss) on investments	$	160	$	161
Net realized gain (loss) on foreign currency transactions	(530)		(1,620)
Net realized gain (loss) on foreign currency forward contracts	(3,854)		(6,391)
Net realized gain (loss)	$	(4,224)	$	(7,850)

For the nine months ended September 30, 2024 and September 30, 2023, we generated a net realized loss of approximately $4.2 million and a net realized loss of $7.9 million, respectively, which was primarily comprised of realized activity on foreign currency forward contracts and foreign currency transactions during these periods. For the nine months ended September 30, 2024 and September 30, 2023, the net realized movement on foreign currency forward contracts were mainly due to EUR forward contracts.

Net Change in Unrealized Gain (Loss)

Net change in unrealized gain (loss) was comprised of the following:

	For the Three Months Ended
	September 30, 2024		September 30, 2023
Net change in unrealized gain (loss) on investments	$	183	$	2,666
Net change in unrealized gain (loss) on foreign currency forward contracts	(1,324)		1,882
Net change in unrealized appreciation (depreciation)	$	(1,141)	$	4,548

For the three months ended September 30, 2024, net unrealized depreciation were driven by unrealized losses on the foreign currency forward contracts partially offset by net unrealized gains on investments which were primarily due positive valuation adjustments. For the three months ended September 30, 2023, net unrealized appreciation was driven by unrealized gains on investments due to positive valuation adjustments.

53

	For the Nine Months Ended
	September 30, 2024		September 30, 2023
Net change in unrealized gain (loss) on investments	$	(848)	$	3,223
Net change in unrealized gain (loss) on foreign currency forward contracts	1,939		1,219
Net change in unrealized appreciation (depreciation)	$	1,091	$	4,442

For the nine months ended September 30, 2024, net unrealized gains were primarily due appreciation on the foreign currency forward contracts partially offset by unrealized losses on investments due to negative valuation adjustments. For the nine months ended September 30, 2023, net unrealized gains were driven by unrealized gains on investments due to positive valuation adjustments.

Financial Condition, Liquidity, and Capital Resources

Our liquidity and capital resources are generated primarily from the proceeds of capital drawdowns of our privately placed capital commitments, cash flows from interest, dividends and fees earned from our investments and principal repayments. The primary uses of our cash are investments in portfolio companies and other investments to comply with certain portfolio diversification requirements, the cost of operations (including paying our Adviser and Administrator or its affiliates), and cash distributions to the holders of our Shares.

There were no outstanding borrowings as of September 30, 2024 and December 31, 2023. We seek to carefully consider our unfunded commitments for the purpose of planning our ongoing financial leverage.

As of September 30, 2024, cash taken together with our uncalled capital commitments of $124.2 million, is expected to be sufficient for our investing activities and to conduct our operations.

As of September 30, 2024, we had approximately $54.0 million in cash. During the nine months ended September 30, 2024, we used approximately $96.9 million in cash for operating activities, primarily due to investment purchases of $182.1 million partially offset by sales and principal repayments of $80.2 million. Cash provided by financing activities was approximately $33.6 million during the nine months ended September 30, 2024, which was primarily due to proceeds from issuance of common shares of $60.8 million, offset by $26.7 million of distributions paid.

As of September 30, 2023, we had approximately $18.1 million in cash. During the nine months ended September 30, 2023, we used $234.0 million in cash for operating activities, primarily due to a decrease in investments payable of $117.9 million and investment purchases of $134.9 million, offset by sales and principal repayments of $13.1 million. Cash provided by financing activities was $64.6 million during the period, which was primarily the result of proceeds from the issuance of additional Shares.

Equity

Subscriptions and Drawdowns

As of September 30, 2024 and December 31, 2023, we had 44,724,135 and 38,954,613, respectively, of Shares issued and outstanding with a par value of $0.01 per Share.

We have entered into subscription agreements with investors providing for the private placement of our Shares. Under the terms of the subscription agreements, each investor is required to fund drawdowns to purchase our Shares up to the amount of their respective Capital Commitment on an as-needed basis each time our Adviser delivers a capital call notice to such investor.

The following table summarizes capital activity during the three months ended September 30, 2024:

54

	Shares			Capital in Excess of Par Value		Accumulated Net Investment Income (Loss)		Accumulated Net Realized Gain (Loss)		Accumulated Net Unrealized Appreciation (Depreciation)
	Shares	Amount										Total Net Assets
Balance, beginning of period	38,954,613	$	390	$	398,535	$	8,572	$	(7,529)	$	5,237	$	405,205
Common Shares issued	5,769,522	57		60,821		—		—		—		60,878
Distribution reinvestment	—	—		—		—		—		—		—
Repurchase of Shares	—	—		—		—		—		—		—
Net investment income (loss)	—	—		—		10,066		—		—		10,066
Net realized gain (loss)	—	—		—		—		14,866		—		14,866
Net change in unrealized appreciation (depreciation)	—	—		—		—		—		183		183
Net change in unrealized currency gain (losses) on non-investment assets and liabilities	—	—		—		—		—		(1,324)		(1,324)
Distributions declared	—	—		—		(9,349)		—		—		(9,349)
Tax reclassification of shareholders' equity in accordance with GAAP	—	—		—		—		—		—		—
Balance end of period	44,724,135	$	447	$	459,356	$	9,289	$	7,337	$	4,096	$	480,525

The following table summarizes capital activity during the three months ended September 30, 2023:

	Shares			Capital in Excess of Par Value		Accumulated Net Investment Income (Loss)		Accumulated Net Realized Gain (Loss)		Accumulated Net Unrealized Appreciation (Depreciation)
	Shares	Amount										Total Net Assets
Balance, beginning of period	22,266,039	$	223	$	223,328	$	4,924	$	2,466	$	702	$	231,643
Common Shares issued	12,750,614	127		134,855		—		—		—		134,982
Distribution reinvestment	—	—		—		—		—		—		—
Repurchase of Shares	—	—		—		—		—		—		—
Net investment income (loss)	—	—		—		5,622		—		—		5,622
Net realized gain (loss)	—	—		—		—		(10,316)		—		(10,316)
Net change in unrealized appreciation (depreciation)	—	—		—		—		—		4,548		4,548
Net change in unrealized currency gain (losses) on non-investment assets and liabilities	—	—		—		—		—		—		—
Distributions declared	—	—		—		(5,011)		—		—		(5,011)
Tax reclassification of shareholders' equity in accordance with GAAP	—	—		—		—		—		—		—
Balance end of period	35,016,653	$	350	$	358,183	$	5,535	$	(7,850)	$	5,250	$	361,468

The following table summarizes capital activity during the nine months ended September 30, 2024:

55

	Shares			Capital in Excess of Par Value		Accumulated Net Investment Income (Loss)		Accumulated Net Realized Gain (Loss)		Accumulated Net Unrealized Appreciation (Depreciation)
	Shares	Amount										Total Net Assets
Balance, beginning of period	38,954,613	$	390	$	398,535	$	6,522	$	11,561	$	3,005	$	420,013
Common Shares issued	5,769,522	57		60,821		—		—		—		60,878
Distribution reinvestment	—	—		—		—		—		—		—
Repurchase of Shares	—	—		—		—		—		—		—
Net investment income (loss)	—	—		—		29,510		—		—		29,510
Net realized gain (loss)	—	—		—		—		(4,224)		—		(4,224)
Net change in unrealized appreciation (depreciation)	—	—		—		—		—		(848)		(848)
Net change in unrealized currency gain (losses) on non-investment assets and liabilities	—	—		—		—		—		1,939		1,939
Distributions declared	—	—		—		(26,743)		—		—		(26,743)
Tax reclassification of shareholders' equity in accordance with GAAP	—	—		—		—		—		—		—
Balance end of period	44,724,135	$	447	$	459,356	$	9,289	$	7,337	$	4,096	$	480,525

The following table summarizes capital activity during the nine months ended September 30, 2023:

	Shares			Capital in Excess of Par Value		Accumulated Net Investment Income (Loss)		Accumulated Net Realized Gain (Loss)		Accumulated Net Unrealized Appreciation (Depreciation)
	Shares	Amount										Total Net Assets
Balance, beginning of period	18,648,373	$	186	$	186,232	$	539	$	—	$	808	$	187,765
Common Shares issued	16,368,280	164		171,951		—		—		—		172,115
Distribution reinvestment	—	—		—		—		—		—		—
Repurchase of Shares	—	—		—		—		—		—		—
Net investment income (loss)	—	—		—		13,229		—		—		13,229
Net realized gain (loss)	—	—		—		—		(7,850)		—		(7,850)
Net change in unrealized appreciation (depreciation)	—	—		—		—		—		4,442		4,442
Net change in unrealized currency gain (losses) on non-investment assets and liabilities												—
Distributions declared	—	—		—		(8,233)		—		—		(8,233)
Tax reclassification of shareholders' equity in accordance with GAAP	—	—		—		—		—		—		—
Balance end of period	35,016,653	$	350	$	358,183	$	5,535	$	(7,850)	$	5,250	$	361,468

Distributions

We expect to pay quarterly distributions. Any distributions we make will be at the discretion of our Board, considering factors such as our earnings, cash flow, capital needs and general financial condition and the requirements of Delaware law. As a result, our distribution rates and payment frequency may vary from time to time.

56

The Company’s distributions are recorded on the record date. The following table summarizes distributions declared during the nine months ended September 30, 2024:

Date Declared	Record Date	Payment Date	Amount Per Share		Total Distributions
March 6, 2024	March 6, 2024	March 22, 2024	$	0.20	$	7,625
May 2, 2024	May 8, 2024	May 22, 2024	$	0.25	9,769
July 30, 2024	June 28, 2024	August 16, 2024	$	0.24	9,349
Total					$	26,743

The following table summarizes distributions declared during the nine months ended September 30, 2023:

Date Declared	Record Date	Payment Date	Amount Per Share		Total Distributions
June 2, 2023	June 6, 2023	June 8, 2023	$	0.15	$	3,222
August 8, 2023	August 31, 2023	September 15, 2023	$	0.20	5,011
Total					$	8,233

Off-Balance Sheet Arrangements

Portfolio Company Commitments

Our investment portfolio contains and is expected to continue to contain debt investments which are in the form of lines of credit or delayed draw commitments, which require us to provide funding when requested by portfolio companies in accordance with underlying loan agreements. As of September 30, 2024 and December 31, 2023, the Company had the following unfunded delayed draw term loans and revolvers:

	Par Value as of
	September 30, 2024		December 31, 2023
Unfunded delayed draw commitments	$	36,652	$	29,405
Unfunded revolving commitments	28,896		20,442
Total unfunded commitments	$	65,548	$	49,847

Investor Commitments

As of September 30, 2024, the Company had $584.5 million in total capital commitments from investors, $124.2 million of which was undrawn. As of December 31, 2023, the Company had $552.0 million in total capital commitments from investors, $152.6 million of which was undrawn.

Other Commitments and Contingencies

From time to time, we may become a party to certain legal proceedings incidental to the normal course of our business. As of September 30, 2024, management was not aware of any pending or threatened litigation.

Related Party Transactions

We have entered into a number of business relationships with affiliated or related parties, including the Advisory Agreement and the Administration Agreement.

In addition to the aforementioned agreements, we rely on exemptive relief that has been granted to us, our Adviser, and certain of our Adviser’s affiliates by the SEC to co-invest with other funds managed by our Adviser or its affiliates in a manner consistent with our investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors. 

57

Recent Developments

On November 6, 2024, the Company declared a distribution of $0.24 per Share, all of which is payable on November 15, 2024 to Members of record as of November 7, 2024.

Critical Accounting Policies and Estimates

The preparation of the financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Changes in the economic environment, financial markets, and any other parameters used in determining such estimates could cause actual results to differ.

Investments at Fair Value

Investment transactions are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds received (excluding prepayment fees, if any) 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. The net change in unrealized gains or losses primarily reflects the change in investment values, including the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period.

The Company is required to report its investments for which current market values are not readily available at fair value. The Company values its investments in accordance with ASC Topic 820, which defines fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the applicable measurement date. ASC Topic 820 prioritizes the use of observable market prices derived from such prices over entity-specific inputs. Due to the inherent uncertainties of valuation, certain estimated fair values may differ significantly from the values that would have been realized had a ready market for these investments existed, and these differences could be material.

Investments that are listed or traded on an exchange and are freely transferable are valued at either the closing price (in the case of securities and futures) or the mean of the closing bid and offer (in the case of options) on the principal exchange on which the investment is listed or traded. Investments for which other market quotations are readily available will typically be valued at those market quotations. To validate market quotations, the Company will utilize a number of factors to determine if the quotations are representative of fair value, including the source and number of the quotations. Where it is possible to obtain reliable, independent market quotations from a third party vendor, the Company will use these quotations to determine the value of its investments. The Company utilizes mid-market pricing (i.e., mid-point of average bid and ask prices) to value these investments. The Adviser obtains these market quotations from independent pricing services, if available; otherwise from one or more broker quotes. To assess the continuing appropriateness of pricing sources and methodologies, the Adviser regularly performs price verification procedures and issues challenges as necessary to independent pricing services or brokers, and any differences are reviewed in accordance with the valuation procedures. The Adviser does not adjust the prices unless it has a reason to believe market quotations are not reflective of the fair value of an investment.

Where prices or inputs are not available or, in the judgment of the Adviser, not reliable, valuation approaches based on the facts and circumstances of the particular investment will be utilized. Securities that are not publicly traded or for which market prices are not readily available, as will be the case for a substantial portion of the Company’s investments, are valued at fair value as determined in good faith by the Adviser as the Company’s valuation designee under Rule 2a-5 under the 1940 Act, pursuant to the Company’s valuation policy, and under the oversight of the Board, based on, among other things, the input of independent valuation firms retained by the Company to review the Company’s investments. These valuation approaches involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the investments or market and the investments’ complexity.

With respect to the quarterly valuation of investments, the Company undertakes a multi-step valuation process each quarter in connection with determining the fair value of our investments for which reliable market quotations are not readily available as of the last calendar day of each quarter, which includes, among other procedures, the following:

•The valuation process begins with each investment being preliminarily valued by the Adviser’s valuation team in consultation with the Adviser’s investment professionals responsible for each portfolio investment;

58

•In addition, independent valuation firms retained by the Company prepare quarter-end valuations of each such investment that was (i) originated or purchased prior to the first calendar day of the quarter and (ii) is not a de minimis investment, as determined by the Adviser. The independent valuation firms provide a final range of values on such investments to the Adviser. The independent valuation firms also provide analyses to support their valuation methodology and calculations;

•The Adviser’s valuation committee with respect to the Company (the “Valuation Committee”) reviews each valuation recommendation to confirm they have been calculated in accordance with the Company’s valuation policy and compares such valuations to the independent valuation firms’ valuation ranges to ensure the Adviser’s valuations are reasonable;

•The Adviser’s Valuation Committee then determines fair value marks for each of the Company’s portfolio investments; and

•The Board and Audit Committee periodically review the valuation process and provide oversight in accordance with the requirements of Rule 2a-5 under the 1940 Act.

As part of the valuation process, the Company will take into account relevant factors in determining the fair value of our investments for which reliable market quotations are not readily available, many of which are loans, including and in combination, as relevant, of: (i) the estimated enterprise value of a portfolio company, generally based on an analysis of discounted cash flows, publicly traded comparable companies and comparable transactions, (ii) the nature and realizable value of any collateral, (iii) the portfolio company’s ability to make payments based on its earnings and cash flow, (iv) the markets in which the portfolio company does business, and (v) 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 or debt sale occurs, the Adviser will consider whether the pricing indicated by the external event corroborates its valuation.

The Company has and will continue to engage independent valuation firms to provide assistance regarding the determination of the fair value of the Company’s portfolio securities for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment each quarter, and the Company and the Adviser may reasonably rely on that assistance. However, the Adviser is responsible for the ultimate valuation of the portfolio investments at fair value as determined in good faith pursuant to the Company’s valuation policy, the Board’s oversight and a consistently applied valuation process.

The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the applicable measurement date.

The fair value hierarchy under ASC Topic 820 prioritizes the inputs to valuation methodology used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these securities. The three levels of the fair value hierarchy are as follows:

•Level 1: Inputs to the valuation methodology that reflect unadjusted quoted prices available in active markets for identical assets or liabilities as of the reporting date.

•Level 2:  Inputs to the valuation methodology other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date.

•Level 3:  Inputs to the valuation methodology are unobservable and significant to 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 input that is significant to the overall fair value measurement. The Adviser’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment.

59

The Company’s accounting policy on the fair value of our investments is critical because the determination of fair value involves subjective judgments and estimates. Accordingly, the notes to the Company’s financial statements express the uncertainty with respect to the possible effect of these valuations, and any change in these valuations, on the financial statements. The SEC adopted Rule 2a-5 under the 1940 Act which establishes requirements for determining fair value in good faith for purposes of the 1940 Act. We are in compliance with the requirements of Rule 2a-5.

Item 3.    Quantitative and Qualitative Disclosures About Market Risk

We are subject to financial market risks, including valuation risk and interest rate risk.

Valuation Risk

We have invested, and plan to continue to invest, primarily in illiquid debt and equity securities of private companies. Most of our investments will not have a readily available market price, and therefore, we will value these investments at fair value as determined in good faith by the Adviser as the Company’s valuation designee under Rule 2a-5 under the 1940 Act, based on, among other things, the input of independent third-party valuation firm(s) retained by the Company, and in accordance with our valuation policy. There is no single standard for determining fair value. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we may realize amounts that are different from the amounts presented and such differences could be material.

Interest Rate Risk

Interest rate sensitivity refers to the change in earnings that may result from changes in the level of interest rates. We may fund portions of our investments with borrowings on a short term basis, and at such time, our net investment income will be affected by the difference between the rate at which we invest and the rate at which we borrow. Accordingly, we cannot assure investors that a significant change in market interest rates will not have a material adverse effect on our net investment income.

As of September 30, 2024, 99.8% of our debt investments based on fair value in our portfolio were at floating rates. Based on our Statements of Assets and Liabilities as of September 30, 2024, the following table shows the annualized impact on net income of hypothetical base rate changes in interest rates (considering base rate floors and ceilings for floating rate instruments assuming no changes in our investment and borrowing structure) (dollar amounts in thousands):

	September 30, 2024
Change in Interest Rates	Interest Income		Interest Expense		Net Income
Up 300 basis points	$	13,531	$	—	$	13,531
Up 200 basis points	$	9,020	$	—	$	9,020
Up 100 basis points	$	4,510	$	—	$	4,510
Down 100 basis points	$	(4,510)	$	—	$	(4,510)
Down 200 basis points	$	(9,020)	$	—	$	(9,020)

We may in the future hedge against interest rate fluctuations by using hedging instruments such as interest rate swaps, futures, options and forward contracts, subject to the requirements of the 1940 Act and applicable commodities laws. While hedging activities may mitigate our exposure to adverse fluctuations in interest rates, certain hedging transactions that we may enter into in the future, such as interest rate swap agreements, may also limit our ability to participate in the benefits of changes in interest rates with respect to our portfolio investments.

Item 4.    Controls and Procedures

(1) Evaluation of Disclosure Controls and Procedures

In accordance with Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934, as amended (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

60

13a-15(e) and Rule 15d-15(e) of the Exchange Act) as of the end of the period covered by this Quarterly Report and determined that our disclosure controls and procedures are effective as of the end of the period covered by this Quarterly Report.

(2) 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.

61

PART II - OTHER INFORMATION

Item 1.    Legal Proceedings

We are not currently subject to any material legal proceedings, nor, to our knowledge, is any material legal proceeding threatened against us. From time to time, we may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under loans to or other contracts with our portfolio companies.

Our business is also subject to extensive regulation, which may result in regulatory proceedings against us. While the outcome of any such future legal or regulatory proceedings cannot be predicted with certainty, we do not expect that any such future proceedings will have a material effect upon our financial condition or results of operations.

From time to time, the Company may become a party to certain legal proceedings incidental to the normal course of its business. As of September 30, 2024, management is not aware of any pending or threatened material litigation.

Item 1A.    Risk Factors

In addition to the other information set forth in this Quarterly Report, you should carefully consider the risk factors set forth in “Item 1A Risk Factors” in our annual report on Form 10‑K for the year ended December 31, 2023, which could materially affect our business, financial condition and/or operating results. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially affect our business, financial condition and/or operating results. There have been no material changes during the nine months ended September 30, 2024 to the risk factors set forth in “Item 1A Risk Factors” in our annual report on Form 10‑K for the year ended December 31, 2023.

Item 2.    Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities

Sales of Unregistered Securities and Use of Proceeds

Refer to “Item 1. Financial Statements—Notes to the Financial Statements—Note 8. Net Assets—Subscriptions and Drawdowns” in this Quarterly Report for the issuance of our Shares for the nine months ended September 30, 2024 and proceeds received in connection with such issuances. Such issuances, if any, were part of our private offering and were exempt from the registration requirements of the Securities Act pursuant to Section 4(a)(2) of the Securities Act and Regulation D thereunder.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

None.

Item 3.    Defaults Upon Senior Securities

None.

Item 4.    Mine Safety Disclosures

Not applicable.

Item 5.    Other Information

During the fiscal quarter ended September 30, 2024, none of the Board members or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

62

Item 6.    Exhibits

Exhibit Number	Description of Exhibits
3.1	Amended and Restated LLC Agreement (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form 10 (File No. 000-56496)
3.2	First Amendment to the Amended and Restated Limited Liability Company Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 000-56496)
10.1	Investment Advisory Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Registration Statement on Form 10 (File No. 000-56496)
10.2	Administration Agreement (incorporated by reference to Exhibit 10.2 to the Company’s Registration Statement on Form 10 (File No. 000-56496)
10.3	Form of Subscription Agreement (incorporated by reference to Exhibit 10.3 to the Company’s Registration Statement on Form 10 (File No. 000-56496)
10.4	Custody Agreements (incorporated by reference to Exhibit 10.4 to the Company’s Registration Statement on Form 10 (File No. 000-56496)
31.1*	Certification of Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*	Certification of Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	Inline XBRL Instance Document
101.SCH	Inline XBRL Taxonomy Extension Schema Document
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*	Cover Page Interactive Data File (embedded within the Inline XBRL document)

*Filed herewith

63

SIGNATURES

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

	OHA SENIOR PRIVATE LENDING FUND (U) LLC
Date: November 7, 2024	/s/ Eric Muller
	Eric Muller
	Chief Executive Officer
Date: November 7, 2024	/s/ Gerard Waldt
	Gerard Waldt
	Chief Financial Officer

64