UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 March 31, 2025

OR

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

For the transition period from_____ to_____

Commission File Number: 814-01710

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

(Exact name of Registrant as specified in its charter)

Delaware	93-4353274
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
9 West 57th Street New York, New York	10019
(Address of principal executive offices)	(Zip Code)

(212) 515-3450

(Registrant’s telephone number, including area code)

Title of each class	Trading symbol(s)	Name of each exchange on which registered
None	None	None

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

Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files). Yes x No ¨

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

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

(Do not check if a smaller reporting company)

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

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

As of May 13, 2025, there was no established public market for the Registrant’s common shares of beneficial interest (“Common Shares”).

The number of shares of the Registrant’s Common Shares, $0.001 par value per share, outstanding as of May 13, 2025 was 15,969,674.

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

Table of Contents

		Page
	PART I. FINANCIAL INFORMATION
Item 1.	Consolidated Financial Statements
	Consolidated Statements of Assets and Liabilities as of March 31, 2025 (Unaudited) and December 31, 2024	1
	Consolidated Statements of Operations for the three months ended March 31, 2025 (Unaudited)	2
	Consolidated Statements of Changes in Net Assets for the three months ended March 31, 2025 (Unaudited)	3
	Consolidated Statements of Cash Flows for the three months ended March 31, 2025 (Unaudited)	4
	Consolidated Schedule of Investments as of March 31, 2025 (Unaudited)	5
	Consolidated Schedule of Investments as of December 31, 2024	27
	Notes to Consolidated Financial Statements (Unaudited)	45
	Report of Independent Registered Public Accounting Firm	64
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	65
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	71
Item 4.	Controls and Procedures	72
	PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	73
Item 1A.	Risk Factors	73
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	73
Item 3.	Defaults Upon Senior Securities	73
Item 4.	Mine Safety Disclosures	74
Item 5.	Other Information	74
Item 6.	Exhibits	75
	Signatures	76

PART I. FINANCIAL INFORMATION

In this report, the terms the “Company,” “MAIPL,” “we,” “us,” and “our” refer to MidCap Apollo Institutional Private Lending unless the context specifically states otherwise.

Item 1. Consolidated Financial Statements

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING
CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES
(In thousands, except share and per share data)
	March 31, 2025			December 31, 2024
	(Unaudited)
Assets
Investments at fair value:
Non-controlled/non-affiliated investments (cost $950,691 and $918,595, respectively)	$	936,915		$	909,845
Cash and cash equivalents		36,559			33,276
Foreign currencies (cost $799 and $711, respectively)		777			678
Receivable for investments sold		416			8,607
Interest receivable		5,807			5,399
Total assets	$	980,474		$	957,804
Liabilities
Debt (net of deferred financing costs and unamortized original issue discount of $8,375 and $5,150 at March 31, 2025 and December 31, 2024, respectively)	$	575,792		$	573,522
Payable for investments purchased		10			—
Management fees payable		87			—
Performance-based incentive fees payable		176			—
Distributions payable		11,968			13,169
Interest payable		2,938			3,256
Accrued administrative services expense payable		652			1,414
Other liabilities and accrued expenses		2,397			1,916
Total liabilities	$	594,020		$	593,277
Total Net Assets	$	386,454		$	364,527
Net Assets (Note 6)
Common shares, $0.001 par value (15,938,450 shares issued and outstanding as of March 31, 2025 and 14,922,603 shares issued and outstanding as of December 31, 2024)		16			15
Capital in excess of par value		400,364			375,365
Accumulated under-distributed (over-distributed) earnings		(13,926	)		(10,853	)
Net Assets	$	386,454		$	364,527
Net Asset Value Per Share	$	24.25		$	24.43

See notes to the consolidated financial statements.

1

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING
CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)
(In thousands, except share and per share data)
	Three Months Ended March 31,
	2025			2024
Investment Income
Non-controlled/non-affiliated investments:
Interest income	$	24,596		$	23,923
Payment-in-kind interest income		434			220
Other income		128			108
Total Investment Income	$	25,158		$	24,251
Operating Expenses
Interest and other debt expenses	$	9,967		$	10,350
Service fees		—			553
Management fees		947			141
Performance-based incentive fees		1,655			426
Legal expenses		345			654
Administrative service expenses		119			83
Other general and administrative expenses		542			611
Total expenses		13,575			12,818
Management fees waived		(860	)		(141	)
Performance-based incentive fees waived		(1,479	)		(426	)
Net Expenses	$	11,236		$	12,251
Net Investment Income	$	13,922		$	12,000
Net Realized and Change in Unrealized Gains (Losses)
Net realized gains (losses):
Non-controlled/non-affiliated investments	$	(13	)	$	—
Foreign currency transactions		(7	)		—
Net realized gains (losses)	$	(20	)	$	—
Net change in unrealized gains (losses):
Non-controlled/non-affiliated investments		(5,026	)		688
Foreign currency transactions		12			—
Foreign currency translations		7			—
Net unrealized gains (losses)		(5,007	)		688
Net Realized and Change in Unrealized Gains (Losses)	$	(5,027	)	$	688
Net Increase (Decrease) in Net Assets Resulting from Operations	$	8,895		$	12,688

See notes to the consolidated financial statements.

2

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING
CONSOLIDATED STATEMENT OF CHANGES IN NET ASSETS (Unaudited)
(In thousands, except share and per share data)
	Three Months Ended March 31,
	2025			2024
Operations
Net investment income	$	13,922		$	12,000
Net realized gains (losses)		(20	)		—
Net change in unrealized gains (losses)		(5,007	)		688
Net Increase (Decrease) in Net Assets Resulting from Operations	$	8,895		$	12,688
Distributions to Shareholders
Distribution of net investment income	$	(11,968	)	$	—
Distribution of return of capital		—			—
Net Decrease in Net Assets Resulting from Distributions to Shareholders	$	(11,968	)	$	—
Capital Share Transactions
Net proceeds from the issuance of common shares (Note 6)	$	25,000		$	—
Distributions reinvested		—			—
Net Increase (Decrease) in Net Assets Resulting from Capital Share Transactions	$	25,000		$	—
Net Assets
Net increase (decrease) in net assets during the period	$	21,927		$	12,688
Net assets at beginning of period		364,527			294,450
Net Assets at End of Period	$	386,454		$	307,138
Capital Share Activity
Shares issued during the period (Note 6)		1,015,847			12,145,597
Distributions reinvested		—			—
Shares issued and outstanding at beginning of period		14,922,603			—
Shares Issued and Outstanding at End of Period		15,938,450			12,145,597

See notes to the consolidated financial statements.

3

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING
CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)
(In thousands, except share and per share data)
	Three Months Ended March 31,
	2025			2024
Operating Activities
Net increase (decrease) in net assets resulting from operations	$	8,895		$	12,688
Net realized (gain) loss on investments		20			—
Net change in unrealized (gains) losses on investments		5,007			(688	)
Payment-in-kind interest capitalized		(557	)		(217	)
Net accretion of discount and amortization of premium		(954	)		(970	)
Amortization of deferred financing costs		66			268
Purchases of investments		(84,364	)		(7,740	)
Proceeds from sale of investments and principal repayments		53,789			36,159
Changes in operating assets and liabilities:
Decrease (increase) in interest receivable		(408	)		(7,142	)
Decrease (increase) in receivable for investments sold		8,191			—
Decrease (increase) in other assets		—			—
Increase (decrease) in management fees payable		87			—
Increase (decrease) in performance-based incentive fees payable		176			—
Increase (decrease) in distributions payable		—			—
Increase (decrease) in interest payable		(318	)		2,286
Increase (decrease) in service fees payable		—			552
Increase (decrease) in accrued administrative services expense payable		(762	)		887
Increase (decrease) in other liabilities and accrued expenses		481			225
Net Cash Used in/Provided by Operating Activities	$	(10,651	)	$	36,308
Financing Activities
Issuances of debt	$	68,500		$	—
Payments of debt		(63,000	)		—
Financing costs paid and deferred		(3,290	)		—
Proceeds from issuance of common shares		25,000			—
Distributions paid		(13,169	)		—
Net Cash Used in/Provided by Financing Activities	$	14,041		$	—
Cash, Cash Equivalents and Foreign Currencies
Net increase (decrease) in cash and cash equivalents during the period	$	3,390		$	36,308
Effect of foreign exchange rate changes on cash and cash equivalents		(8	)		—
Cash and cash equivalents at beginning of period		33,954			3,176
Cash, Cash Equivalents and Foreign Currencies at the End of Period	$	37,336		$	39,484
Supplemental Disclosure and Non-Cash Information
Cash interest paid	$	10,219		$	7,796
Reinvestment of distributions during the period	$	—		$	—
PIK income	$	434		$	220

See notes to the consolidated financial statements.

4

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Aerospace & Defense
Jonathan Acquisition Company
Jonathan Acquisition Company	First Lien Secured Debt - Term Loan	S+510, 1.00% Floor	12/22/2026	$		7,877	$	7,814		$	7,781		(17)
Sperry Acquisition, LLC
Sperry Acquisition, LLC	First Lien Secured Debt - Term Loan	S+525, 0.75% Floor	2/3/2031			4,800		4,730			4,725		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+525, 0.75% Floor	2/3/2031			—		(1	)		(1	)	(9)(12)(14)
	First Lien Secured Debt - Revolver	S+525, 0.75% Floor	2/3/2031			—		(1	)		(1	)	(9)(12)(14)
								4,728			4,723
Sperry Parent Holdings, L.P.
Sperry Parent Holdings, L.P.	Common Equity - Stock	N/A	N/A		494 Shares			49			49		(6)(9)(15)
		Total Aerospace & Defense					$	12,591		$	12,553
Air Freight & Logistics
PrimeFlight Acquisition, LLC
PrimeFlight Acquisition, LLC	First Lien Secured Debt - Term Loan	S+550, 1.00% Floor	5/1/2029	$		7,880	$	7,687		$	7,880		(17)
SEKO Global Logistics Network, LLC
SEKO Global Logistics Network, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	5/27/2030			1,830		1,829			1,830		(17)
	Common Equity - Equity Unit	N/A	N/A		876 Shares			2,737			3,456		(6)(15)
								4,566			5,286
		Total Air Freight & Logistics					$	12,253		$	13,166
Automobile Components
AAMP Global Holdings, Inc.
AAMP Global Holdings, Inc.	First Lien Secured Debt - Term Loan	S+535, 1.00% Floor	11/5/2025	$		7,875	$	7,845		$	7,866		(17)
Cool Buyer, Inc.
Cool Acquisition Holdings, LP	Common Equity - Limited Partnership	N/A	N/A		34,483 Shares			34			36		(6)(9)(15)
Cool Buyer, Inc.	First Lien Secured Debt - Term Loan	S+475, 1.00% Floor	10/31/2030			4,788		4,720			4,720		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+475, 1.00% Floor	10/31/2030			—		(1	)		(1	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+475, 1.00% Floor	10/31/2030			25		24			24		(9)(13)(14) (17)
								4,777			4,779
		Total Automobile Components					$	12,622		$	12,645

See notes to the consolidated financial statements.

5

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Beverages
Ronnoco Holdings, Inc.
Ronnoco Holdings, Inc.	First Lien Secured Debt - Term Loan	S+450, 1.00% Floor	3/17/2031	$		3,552	$	3,499		$	3,499		(9)(17)
	First Lien Secured Debt - Revolver	S+450, 1.00% Floor	3/17/2031			—		(22	)		(22	)	(9)(12)(13) (14)
	Common Equity - Stock	N/A	N/A		500 Shares			50			50		(6)(9)(15)
		Total Beverages					$	3,527		$	3,527
Building Products
Omnimax
Omnimax International, LLC	First Lien Secured Debt - Term Loan	S+575, 1.00% Floor	12/6/2030	$		7,400	$	7,258		$	7,258		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+575, 1.00% Floor	12/6/2030			100		98			98		(9)(17)
		Total Building Products					$	7,356		$	7,356
Capital Markets
Stout
Stout Intermediate II, LLC	First Lien Secured Debt - Term Loan	S+510, 1.00% Floor	11/22/2027	$		7,878	$	7,780		$	7,861		(16)
		Total Capital Markets					$	7,780		$	7,861
Chemicals
Aspen Aerogels, Inc.
Aspen Aerogels, Inc.	First Lien Secured Debt - Term Loan	S+450, 4.50% Floor	8/19/2029	$		8,870	$	8,711		$	8,779		(9)(11)(16)
	First Lien Secured Debt - Revolver	S+460, 2.50% Floor	8/19/2029			37		37			37		(9)(11)(13) (14)(16)
								8,748			8,816
Lunar Buyer, LLC
Lunar Buyer, LLC	First Lien Secured Debt - Term Loan	S+550, 0.75% Floor	10/3/2030			4,788		4,698			4,692		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+550, 0.75% Floor	10/3/2030			—		(1	)		(2	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+550, 0.75% Floor	10/3/2030			36		34			34		(9)(13)(14) (17)
								4,731			4,724
Universal Fiber Systems LLC
Universal Fiber Systems LLC	First Lien Secured Debt - Term Loan	S+511, 1.00% Floor	9/30/2028			5,727		5,689			5,548		(17)
		Total Chemicals					$	19,168		$	19,088
Commercial Services & Supplies
Applied Technical Services, LLC
Applied Technical Services, LLC	First Lien Secured Debt - Term Loan	S+590, 1.00% Floor	12/29/2026	$		7,877	$	7,786		$	7,768		(17)

See notes to the consolidated financial statements.

6

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date	Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Best Trash
Bingo Group Buyer, Inc.	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	7/10/2031		8,756		8,655			8,690		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	7/10/2031		—		(1	)		(1	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	7/10/2031		3		2			2		(9)(13)(14) (17)
							8,656			8,691
Climate Pros
Climate Pros, LLC	First Lien Secured Debt - Term Loan	S+585, 1.00% Floor	1/24/2026		7,869		7,838			7,837		(17)
CRS Holdings, Inc.
CRS Holdings, Inc.	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	6/6/2030		1,817		1,785			1,795		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	6/6/2030		—		—			(1	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	6/6/2030		—		(1	)		(1	)	(9)(12)(13) (14)
							1,784			1,793
GS SEER Group Borrower LLC
GS SEER Group Borrower LLC	First Lien Secured Debt - Term Loan	S+675, 1.00% Floor	4/29/2030		7,880		7,695			7,801		(17)
Jones
JF Acquisition, LLC	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	7/31/2026		7,876		7,876			7,867		(17)
LAV GEAR HOLDINGS INC
LAV Gear Holdings, inc	First Lien Secured Debt - Term Loan	11.42%	10/31/2025		9,114		8,892			7,402		(5)(17)
Mariani
CI (MG) GROUP, LLC	First Lien Secured Debt - Term Loan	S+550, 1.00% Floor	3/27/2030		4,743		4,672			4,672		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+550, 1.00% Floor	3/27/2030		—		(17	)		(17	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+550, 1.00% Floor	3/27/2030		—		(8	)		(8	)	(9)(12)(13) (14)
							4,647			4,647
Monarch Landscape Companies
Monarch Landscape Holdings, LLC	First Lien Secured Debt - Term Loan	S+500, 0.75% Floor	10/2/2028		7,878		7,807			7,816		(17)
RailPros Consolidated, Inc.
RailPros Consolidated, Inc.	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	7/31/2026		6,406		6,400			6,406		(16)
Rasa Floors & Carpet Cleaning, LLC
Rasa Floors & Carpet Cleaning, LLC	First Lien Secured Debt - Term Loan	S+535, 1.00% Floor	12/22/2027		7,878		7,392			7,356		(17)
Tranzonic
TZ Buyer LLC	First Lien Secured Debt - Term Loan	S+635, 0.75% Floor	8/14/2028		7,879		7,757			7,741		(17)

See notes to the consolidated financial statements.

7

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Vixxo Corporation
Vixxo Corporation	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	8/1/2030			4,938		4,870			4,876		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	8/1/2030			—		—			(1	)	(9)(12)(13) (14)
								4,870			4,875
		Total Commercial Services & Supplies					$	89,400		$	88,000
Communications Equipment
Congruex
Congruex Group LLC	First Lien Secured Debt - Term Loan	S+665, 0.75% Floor	5/3/2029	$		8,157	$	7,981		$	7,027		(4)(17)
		Total Communications Equipment					$	7,981		$	7,027
Construction & Engineering
Accelevation
Accelevation LLC	First Lien Secured Debt - Term Loan	S+500, 0.75% Floor	1/2/2031	$		4,800	$	4,730		$	4,728		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+500, 0.75% Floor	1/2/2031			—		(1	)		(1	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+500, 0.75% Floor	1/2/2031			12		11			11		(9)(13)(14) (17)
								4,740			4,738
American Restoration
American Restoration Holdings, LLC	First Lien Secured Debt - Term Loan	S+510, 1.00% Floor	7/24/2030			8,657		8,499			8,566		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+510, 1.00% Floor	7/24/2030			211		207			205		(9)(13)(14) (17)
	First Lien Secured Debt - Revolver	S+510, 1.00% Floor	7/24/2030			40		38			39		(9)(13)(14) (17)
								8,744			8,810
Carr and Duff, LLC
Carr and Duff, LLC	First Lien Secured Debt - Term Loan	S+605, 1.00% Floor	3/11/2027			7,878		7,807			7,842		(17)
Kauffman Intermediate, LLC
Kauffman Intermediate, LLC	First Lien Secured Debt - Term Loan	S+660, 1.00% Floor	5/8/2026			8,361		8,354			7,910		(16)
Pave America
Pave America Interco, LLC	First Lien Secured Debt - Term Loan	S+565, 1.00% Floor	2/7/2029			7,879		7,704			7,761		(17)
Pavement Preservation Acquisition, LLC
Pavement Preservation Acquisition, LLC	First Lien Secured Debt - Term Loan	S+525, 1.00% Floor	8/9/2030			4,760		4,672			4,665		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+525, 1.00% Floor	8/9/2030			100		98			98		(9)(17)
	First Lien Secured Debt - Revolver	S+525, 1.00% Floor	8/9/2030			—		(2	)		(2	)	(9)(12)(13) (14)
								4,768			4,761

See notes to the consolidated financial statements.

8

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
SAFEbuilt, LLC
SAFEbuilt, LLC	First Lien Secured Debt - Term Loan	S+685, 1.00% Floor	12/31/2025			7,993		7,962			7,985		(16)
Traffic Management Solutions
Traffic Management Solutions, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	11/26/2030			4,688		4,621			4,620		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	11/26/2030			96		95			95		(9)(13)(14) (17)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	11/26/2030			—		(1	)		(1	)	(9)(12)(13) (14)
								4,715			4,714
		Total Construction & Engineering					$	54,794		$	54,521
Consumer Staples Distribution & Retail
Protein for Pets
Protein For Pets Opco, LLC	First Lien Secured Debt - Term Loan	S+525, 1.00% Floor	9/20/2030	$		7,841	$	7,703		$	7,704		(9)(16)
	First Lien Secured Debt - Revolver	S+525, 1.00% Floor	9/20/2030			—		(2	)		(2	)	(9)(12)(13) (14)
								7,701			7,702
THLP CO., LLC
THLP CO., LLC	First Lien Secured Debt - Term Loan	S+600, 1.00% Floor	1/31/2027			8,389		8,384			8,305		(17)
		Total Consumer Staples Distribution & Retail					$	16,085		$	16,007
Containers & Packaging
Berry Global
Vybond Buyer, LLC	First Lien Secured Debt - Term Loan	S+500, 0.75% Floor	2/3/2032	$		9,800	$	9,656		$	9,653		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+500, 0.75% Floor	2/3/2032			—		(1	)		(1	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+500, 0.75% Floor	2/3/2032			—		(1	)		(1	)	(9)(12)(13) (14)
								9,654			9,651
MSI Express, Inc.
NCP-MSI Buyer	First Lien Secured Debt - Term Loan	S+475, 0.75% Floor	3/24/2031			2,917		2,880			2,880		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+475, 0.75% Floor	3/24/2031			—		(5	)		(5	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+375, 0.75% Floor	3/24/2031			344		328			328		(9)(13)(14) (17)
								3,203			3,203
Truvant
NPPI Buyer, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	8/20/2029			9,751		9,619			9,629		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	8/20/2029			—		(1	)		(1	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	8/20/2029			15		14			14		(9)(13)(14) (17)
								9,632			9,642
		Total Containers & Packaging					$	22,489		$	22,496

See notes to the consolidated financial statements.

9

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Diversified Consumer Services
Club Car Wash
Club Car Wash Operating, LLC	First Lien Secured Debt - Delayed Draw	S+565, 1.00% Floor	6/16/2027	$		7,680	$	7,599		$	7,619		(17)
FEV Acquisition Corporation
FEV Acquisition Corporation	First Lien Secured Debt - Term Loan	6.00%	7/15/2028			8,228		7,369			—		(5)
	First Lien Secured Debt - Delayed Draw	6.00%	7/15/2028			176		176			—		(5)(13)(14)
								7,545			—
Go Car Wash Management, Corp.
Go Car Wash Management, Corp.	First Lien Secured Debt - Delayed Draw	S+585, 1.00% Floor	12/31/2026			7,877		7,794			7,695		(17)
Legacy.com
Lotus Topco Inc.	First Lien Secured Debt - Term Loan	S+475, 1.00% Floor	6/7/2030			1,886		1,860			1,862		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+475, 1.00% Floor	6/7/2030			—		—			(1	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+475, 1.00% Floor	6/7/2030			—		(1	)		(1	)	(9)(12)(13) (14)
								1,859			1,860
Owl Acquisition, LLC
Owl Acquisition, LLC	First Lien Secured Debt - Term Loan	S+535, 1.00% Floor	2/4/2028			7,994		7,950			7,974		(17)
Rapid Express Car Wash, LLC
Rapid Express Car Wash, LLC	First Lien Secured Debt - Delayed Draw	S+585, 1.00% Floor	12/23/2027			7,939		7,799			7,934		(17)
Regis Corporation
Regis Corporation	First Lien Secured Debt - Term Loan	S+450, 2.50% Floor	6/24/2029			10,538		10,353			10,348		(9)(16)
	First Lien Secured Debt - Revolver	S+450, 2.50% Floor	6/24/2029			17		16			16		(9)(13)(14) (16)
								10,369			10,364
TCW Midco LLC
TCW Midco LLC	First Lien Secured Debt - Term Loan	S+575, 1.00% Floor	10/22/2029			4,788		4,743			4,740		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+575, 1.00% Floor	10/22/2029			28		27			27		(9)(13)(14) (17)
	First Lien Secured Debt - Revolver	S+575, 1.00% Floor	10/22/2029			—		(1	)		(1	)	(9)(12)(13) (14)
								4,769			4,766
Ultra Clean Holdco LLC
Ultra Clean Holdco LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	7/1/2030			6,756		6,649			6,655		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	7/1/2030			1,068		1,043			1,036		(9)(13)(14) (17)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	7/1/2030			—		(1	)		(1	)	(9)(12)(13) (14)
								7,691			7,690
		Total Diversified Consumer Services					$	63,375		$	55,902

See notes to the consolidated financial statements.

10

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Electric Utilities
Dynagrid
Megavolt Borrower, LLC	First Lien Secured Debt - Term Loan	S+475, 1.00% Floor	2/13/2032	$		900	$	882		$	882		(9)(17)
	First Lien Secured Debt - Revolver	S+475, 1.00% Floor	2/13/2031			24		24			22		(9)(13)(14) (17)
		Total Electric Utilities					$	906		$	904
Electrical Equipment
International Wire Group
IW Buyer LLC	First Lien Secured Debt - Term Loan	S+510, 1.00% Floor	6/28/2029	$		6,261	$	6,158		$	6,229		(17)
		Total Electrical Equipment					$	6,158		$	6,229
Electronic Equipment, Instruments & Compone
Li-Cor, Inc.
Li-Cor, Inc.	First Lien Secured Debt - Term Loan	S+485, 1.00% Floor	12/1/2027	$		7,878	$	7,823		$	7,878		(16)
		Total Electronic Equipment, Instruments & Components					$	7,823		$	7,878
Energy Equipment & Services
Generator Buyer, Inc.
Generator Buyer, Inc.	First Lien Secured Debt - Term Loan	CORRA+525, 0.75% Floor	7/22/2030	C$		8,756	$	6,261		$	6,008		(9)(11)(19)
	First Lien Secured Debt - Term Loan	S+525, 0.75% Floor	7/22/2030	$		995		979			993		(9)(11)(17)
	First Lien Secured Debt - Delayed Draw	CORRA+525, 0.75% Floor	7/22/2030	C$		12		8			7		(9)(11)(13) (14)(19)
	First Lien Secured Debt - Revolver	CORRA+525, 0.75% Floor	7/22/2030	C$		—		(1	)		(1	)	(9)(11)(12) (13)(14)
		Total Energy Equipment & Services					$	7,247		$	7,007
Entertainment
Chernin Entertainment
Jewel Purchaser, Inc.	First Lien Secured Debt - Term Loan	S+560, 0.50% Floor	7/1/2027	$		7,590	$	7,590		$	7,590		(17)
DHX
WildBrain Ltd.	First Lien Secured Debt - Term Loan	S+600, 1.00% Floor	7/23/2029			4,817		4,731			4,733		(9)(11)(17)
	First Lien Secured Debt - Revolver	S+600, 1.00% Floor	7/23/2029			5		3			3		(9)(11)(13) (14)(17)
								4,734			4,736
		Total Entertainment					$	12,324		$	12,326
Financial Services
Gabriel Partners, LLC
Gabriel Partners, LLC	First Lien Secured Debt - Term Loan	S+640, 1.00% Floor	9/21/2026	$		7,876	$	7,842		$	7,679		(16)

See notes to the consolidated financial statements.

11

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
GC Waves
GC Waves Holdings, Inc.	First Lien Secured Debt - Term Loan	S+475, 0.75% Floor	10/4/2030			9,751		9,751			9,713		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+475, 0.75% Floor	10/4/2030			33		33			32		(9)(13)(14) (17)
	First Lien Secured Debt - Revolver	S+475, 0.75% Floor	10/4/2030			—		—			—		(9)(13)(14)
								9,784			9,745
PMA
PMA Parent Holdings, LLC	First Lien Secured Debt - Term Loan	S+525, 0.75% Floor	1/31/2031			4,900		4,851			4,851		(9)(17)
	First Lien Secured Debt - Revolver	S+525, 0.75% Floor	1/31/2031			—		(1	)		(1	)	(9)(12)(13) (14)
								4,850			4,850
Wealth Enhancement Group
Wealth Enhancement Group, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	10/2/2028			7,896		7,873			7,859		(11)(17)
		Total Financial Services					$	30,349		$	30,133
Food Products
Berner Food & Beverage, LLC
Berner Food & Beverage, LLC	First Lien Secured Debt - Term Loan	S+565, 1.00% Floor	7/30/2027	$		7,878	$	7,660		$	7,759		(17)
Casper's Ice Cream, LLC
Casper's Ice Cream, LLC	First Lien Secured Debt - Term Loan	S+615, 1.00% Floor	12/29/2027			7,878		7,796			7,825		(16)
Fortune International LLC
Fortune International LLC	First Lien Secured Debt - Delayed Draw	S+510, 1.00% Floor	7/17/2027			7,857		7,811			7,692		(17)
		Total Food Products					$	23,267		$	23,276
Ground Transportation
Beacon Mobility Corp.
Beacon Mobility Corp.	First Lien Secured Debt - Delayed Draw	S+635, 1.00% Floor	12/31/2025	$		7,841	$	7,830		$	7,821		(9)(17)
HENIFF HOLDCO LLC
Heniff Holdco, LLC	First Lien Secured Debt - Term Loan	S+585, 1.00% Floor	12/3/2026			7,874		7,850			7,815		(16)
		Total Ground Transportation					$	15,680		$	15,636
Health Care Equipment & Supplies
ACP Hyperdrive, Inc.
ACP Hyperdrive, Inc.	First Lien Secured Debt - Term Loan	S+590, 1.00% Floor	3/8/2028	$		7,878	$	7,710		$	7,532		(17)
CSHC Buyerco, LLC
CSHC Buyerco, LLC	First Lien Secured Debt - Term Loan	S+485, 1.00% Floor	9/8/2026			7,878		7,798			7,732		(17)

See notes to the consolidated financial statements.

12

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Dr. Scholls
DRS Holdings III, Inc.	First Lien Secured Debt - Term Loan	S+525, 1.00% Floor	11/1/2028			9,430		9,382			9,382		(9)(17)
	First Lien Secured Debt - Revolver	S+525, 1.00% Floor	11/1/2028			—		(3	)		(3	)	(9)(12)(13) (14)
								9,379			9,379
Dragonfly Health, Inc (fka StateServ Acquis
Dragonfly Health, Inc	First Lien Secured Debt - Term Loan	S+600, 1.00% Floor	11/19/2027			7,878		7,773			7,878		(17)
Medical Guardian, LLC
Medical Guardian, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	4/26/2028			7,898		7,852			7,898		(17)
Natus Sensory, Inc.
Natus Sensory, Inc.	First Lien Secured Debt - Term Loan	S+525, 0.75% Floor	1/7/2031			4,700		4,632			4,630		(9)(17)
	First Lien Secured Debt - Term Loan	E+525, 0.00% Floor	1/7/2031			96		98			102		(9)(20)
	First Lien Secured Debt - Delayed Draw	S+525, 0.75% Floor	1/7/2031			—		(1	)		(1	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+525, 0.75% Floor	1/7/2031			—		(1	)		(1	)	(9)(12)(13) (14)
								4,728			4,730
		Total Health Care Equipment & Supplies					$	45,240		$	45,149
Health Care Providers & Services
EmpiRx Health LLC
EmpiRx Health LLC	First Lien Secured Debt - Term Loan	S+510, 1.00% Floor	8/5/2027	$		7,878	$	7,851		$	7,878		(17)
EyeSouth
SCP Eye Care Services, LLC	First Lien Secured Debt - Term Loan	S+550, 1.00% Floor	10/5/2029			7,879		7,658			7,782		(9)(17)
FP UC Intermediate Holdings, Inc.
FP UC Intermediate Holdings, Inc.	First Lien Secured Debt - Term Loan	S+550 Cash plus 1.00% PIK	11/22/2027			7,919		7,865			7,745		(16)
Kure Pain Holdings, Inc.
Kure Pain Holdings, Inc.	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	8/27/2027			7,875		7,875			7,873		(17)
MAXOR ACQUISITION INC
Maxor Acquisition, Inc.	First Lien Secured Debt - Term Loan	S+610, 1.00% Floor	3/1/2029			7,879		7,720			7,801		(17)
Midwest Vision Partners Management, LLC
Midwest Vision Partners Management, LLC	First Lien Secured Debt - Term Loan	S+450 Cash plus 2.00% PIK	1/12/2027			7,736		7,618			7,678		(9)(16)
	First Lien Secured Debt - Term Loan	10.83% PIK	1/12/2027			417		411			342		(9)(16)
								8,029			8,020
Pace Health Companies, LLC
Pace Health Companies, LLC	First Lien Secured Debt - Term Loan	S+540, 1.00% Floor	8/2/2026			7,875		7,845			7,834		(17)

See notes to the consolidated financial statements.

13

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Rarebreed
Rarebreed Veterinary Partners, Inc.	First Lien Secured Debt - Term Loan	S+525, 1.00% Floor	4/18/2030			7,742		7,606			7,625		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+525, 1.00% Floor	4/18/2030			50		48			48		(9)(13)(14) (17)
	First Lien Secured Debt - Revolver	S+525, 1.00% Floor	4/18/2030			—		(1	)		(1	)	(9)(12)(13) (14)
								7,653			7,672
SBH Buyer, LLC
Salisbury House, LLC	First Lien Secured Debt - Term Loan	S+590, 1.00% Floor	2/28/2026			8,000		7,959			7,924		(17)
Team Select
TS Investors, LLC	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	5/4/2029			7,880		7,816			7,840		(17)
Thomas Scientific, LLC
Thomas Scientific, LLC	First Lien Secured Debt - Term Loan	S+340 Cash plus 4.25% PIK	12/14/2027			8,115		8,019			7,866		(16)
TST Intermediate Holdings, LLC
TST Intermediate Holdings, LLC	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	12/31/2028			7,496		7,383			7,327		(17)
TVG Shelby Buyer, Inc.
TVG Shelby Buyer, Inc.	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	3/27/2028			7,998		7,909			7,860		(9)(17)
TVG-MEDULLA, LLC
TVG-MEDULLA, LLC	First Lien Secured Debt - Term Loan	S+560 Cash plus 1.50% PIK	6/30/2026			8,076		7,967			7,697		(17)
Veristat Group Inc.
Veristat Group Inc.	First Lien Secured Debt - Term Loan	S+210, 1.00% Floor	3/31/2027			7,877		7,797			6,375		(16)
WelldyneRX, LLC
WelldyneRX, LLC	First Lien Secured Debt - Term Loan	S+685, 0.75% Floor	3/9/2027			7,878		7,738			7,799		(17)
		Total Health Care Providers & Services					$	125,084		$	123,293
Health Care Technology
MRO Parent Corporation
MRO Parent Corporation	First Lien Secured Debt - Term Loan	S+475, 1.00% Floor	10/22/2027	$		7,875	$	7,875		$	7,875		(17)
Parcelshield Holdings LLC
Parcelshield Holdings LLC	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	9/30/2027			7,824		7,658			7,730		(17)
		Total Health Care Technology					$	15,533		$	15,605
Hotels, Restaurants & Leisure
American West Restaurant Group Holdings LLC
American West Restaurant Group Holdings LLC	First Lien Secured Debt - Term Loan	6.85%	2/2/2028	$		7,939	$	7,689		$	6,670		(5)(16)

See notes to the consolidated financial statements.

14

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Cave Enterprises Operations, LLC
Cave Enterprises Operations, LLC	First Lien Secured Debt - Term Loan	S+660, 1.50% Floor	8/9/2028			7,900		7,900			7,900		(16)
PARS
PARS Group LLC	First Lien Secured Debt - Term Loan	S+685, 1.50% Floor	4/3/2028			7,814		7,726			7,678		(16)
Walter's Wedding
WH BorrowerCo, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	8/2/2030			8,800		8,679			8,690		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	8/2/2030			31		29			30		(9)(13)(14) (17)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	8/2/2030			23		22			22		(9)(13)(14) (17)
								8,730			8,742
YTC Enterprises, LLC
YTC Enterprises, LLC	First Lien Secured Debt - Term Loan	S+636, 1.00% Floor	8/16/2026			7,350		7,268			7,056		(16)
		Total Hotels, Restaurants & Leisure					$	39,313		$	38,046
Insurance
Spectrum Automotive
Shelby 2021 Holdings Corp.	First Lien Secured Debt - Term Loan	S+525, 0.75% Floor	6/29/2028	$		7,877	$	7,761		$	7,838		(16)
West-NR AcquisitionCo, LLC
West-NR AcquisitionCo, LLC	First Lien Secured Debt - Term Loan	S+510, 1.00% Floor	12/27/2027			7,878		7,801			7,813		(17)
		Total Insurance					$	15,562		$	15,651
IT Services
Distinct Holdings Inc
Distinct Holdings Inc	First Lien Secured Debt - Term Loan	S+575, 1.00% Floor	7/18/2029	$		9,851	$	9,697		$	9,694		(9)(17)
	First Lien Secured Debt - Revolver	S+575, 1.00% Floor	7/18/2029			25		23			23		(9)(13)(14) (17)
								9,720			9,717
TeamLINX Buyer, LLC
TeamLINX Buyer, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	12/18/2030			4,888		4,817			4,814		(9)(17)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	12/18/2030			—		(1	)		(1	)	(9)(12)(13) (14)
								4,816			4,813
VikingCloud
Bullcave Limited	First Lien Secured Debt - Term Loan	S+500, 0.75% Floor	8/6/2030			9,851		9,715			9,727		(9)(17)
	First Lien Secured Debt - Revolver	S+500, 0.75% Floor	8/6/2030			53		52			52		(9)(13)(14) (17)
								9,767			9,779
		Total IT Services					$	24,303		$	24,309

See notes to the consolidated financial statements.

15

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Leisure Products
Dan Dee International Holdings, Inc. (fka P
Dan Dee International Holdings, Inc.	First Lien Secured Debt - Term Loan	S+710, 1.00% Floor	2/1/2026	$		6,158	$	6,136		$	6,130		(17)
Lash OpCo, LLC
Lash OpCo, LLC	First Lien Secured Debt - Term Loan	S+700, 1.00% Floor	3/18/2026			8,511		8,467			8,330		(17)
Wellbeam Consumer Health Intermediate, LLC
Wellbeam Consumer Health Intermediate, LLC	First Lien Secured Debt - Term Loan	S+640 Cash plus 1.00% PIK	10/4/2027			67		67			66		(17)
	First Lien Secured Debt - Delayed Draw	S+640 Cash plus 1.00% PIK	10/4/2027			5,253		5,061			5,165		(17)
								5,128			5,231
		Total Leisure Products					$	19,731		$	19,691
Life Sciences Tools & Services
VCR Buyer, Inc.
VCR Buyer, Inc.	First Lien Secured Debt - Term Loan	S+675 Cash plus 1.00% PIK	4/28/2028	$		8,025	$	7,656		$	7,020		(16)
		Total Life Sciences Tools & Services					$	7,656		$	7,020
Machinery
BW Colson Acquisition LLC
BW Colson Acquisition LLC	First Lien Secured Debt - Term Loan	S+515, 1.00% Floor	2/26/2027	$		8,000	$	7,913		$	7,927		(17)
Milacron
IOTA HOLDINGS 3	First Lien Secured Debt - Term Loan	S+475, 0.00% Floor	3/31/2032			6,184		6,091			6,091		(9)(17)
	First Lien Secured Debt - Revolver	S+475, 0.00% Floor	3/31/2032			18		(1	)		(1	)	(9)(12)(13) (14)(17)
								6,090			6,090
OEH
OEH Parent Holdings, Inc.	First Lien Secured Debt - Term Loan	S+535, 1.00% Floor	11/9/2027			7,878		7,766			7,761		(16)
		Total Machinery					$	21,769		$	21,778
Media
HALO Buyer, Inc
HALO Buyer, Inc	First Lien Secured Debt - Term Loan	S+600, 1.00% Floor	8/7/2029	$		4,900	$	4,805		$	4,802		(9)(17)
	First Lien Secured Debt - Revolver	S+600, 1.00% Floor	8/7/2029			5		3			3		(9)(14)(17)
								4,808			4,805
HU Buyer, Inc.
HU Buyer, Inc.	First Lien Secured Debt - Term Loan	S+610, 1.00% Floor	12/29/2026			7,877		7,756			7,744		(17)
Terrier Gamut Holdings, Inc.
Terrier Gamut Holdings, Inc.	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	8/15/2028			6,748		6,541			6,430		(17)
		Total Media					$	19,105		$	18,979

See notes to the consolidated financial statements.

16

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Paper & Forest Products
BiOrigin Specialty
Complete Paper Inc.	First Lien Secured Debt - Term Loan	S+500, 0.75% Floor	2/4/2031	$		7,500	$	7,390		$	7,388		(9)(17)
		Total Paper & Forest Products					$	7,390		$	7,388
Personal Products
Advantice Health
Jazz AH Holdco, LLC	First Lien Secured Debt - Term Loan	S+500, 0.75% Floor	4/3/2028	$		7,879	$	7,762		$	7,761		(17)
Elida Beauty
PHOENIX YW BUYER, INC.	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	5/31/2030			1,740		1,705			1,705		(9)(17)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	5/31/2030			—		(1	)		(1	)	(9)(12)(13) (14)
								1,704			1,704
Natural Partners
Natural Partners, Inc.	First Lien Secured Debt - Term Loan	S+465, 1.00% Floor	11/29/2027			7,878		7,874			7,806		(17)
		Total Personal Products					$	17,340		$	17,271
Pharmaceuticals
Orion Buyer, LLC
Orion Buyer, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	7/18/2030	$		8,756	$	8,597		$	8,537		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	7/18/2030			—		(1	)		(2	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	7/18/2030			20		18			18		(9)(13)(14) (17)
TVG Orion Blocker, Inc.	Common Equity - Stock	N/A	N/A		2 Shares			99			77		(6)(9)(15)
	Unsecured Debt - Promissory Note	11.34%	7/11/2030			19		19			19		(9)
								8,732			8,649
PAI
Pai Middle Tier, LLC	First Lien Secured Debt - Term Loan	S+475, 0.75% Floor	2/13/2032			7,400		7,291			7,289		(9)(17)
	First Lien Secured Debt - Revolver	S+475, 0.75% Floor	2/13/2032			—		(1	)		(1	)	(9)(12)(13) (14)
PAI Co-Investor FT Aggregator LLC	Common Equity - Stock	N/A	N/A		50 Shares			50			50		(6)(9)(15)
								7,340			7,338
Saffron Bidco Ltd
Saffron Bidco Ltd	First Lien Secured Debt - Term Loan	S+575, 0.75% Floor	9/11/2031			9,530		9,349			9,339		(9)(11)(18)
	First Lien Secured Debt - Term Loan	E+575, 0.75% Floor	9/11/2031	€		96		104			102		(9)(11)(20)
	First Lien Secured Debt - Delayed Draw	SONIA+575, 0.75% Floor	9/11/2031	£		—		—			(3	)	(9)(11)(12) (13)(14)
								9,453			9,438

See notes to the consolidated financial statements.

17

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
TerSera Therapeutics
TerSera Therapeutics LLC	First Lien Secured Debt - Term Loan	S+575, 1.00% Floor	4/4/2029			7,880		7,832			7,880		(17)
Trillium Health Care Products
Trillium Health Care Products Inc.	First Lien Secured Debt - Term Loan	S+525, 1.00% Floor	8/6/2031			9,875		9,691			9,702		(9)(17)
	First Lien Secured Debt - Revolver	S+525, 1.00% Floor	8/6/2031			39		38			38		(9)(13)(14) (17)
								9,729			9,740
		Total Pharmaceuticals					$	43,086		$	43,045
Professional Services
DCM Parent, LLC
DCM Parent, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	3/12/2031	$		4,225	$	4,162		$	4,161		(9)(17)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	3/12/2031			—		(12	)		(12	)	(9)(12)(13) (14)
								4,150			4,149
Escalent
M&M OPCO, LLC	First Lien Secured Debt - Term Loan	S+810, 1.00% Floor	4/7/2029			7,879		7,734			7,742		(17)
KL Charlie Acquisition Company
KL Charlie Acquisition Company	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	12/30/2026			7,877		7,755			7,798		(17)
North Highland Company LLC
Total Investments	First Lien Secured Debt - Term Loan	S+475, 0.75% Floor	12/22/2031			4,788		4,742			4,740		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+475, 0.75% Floor	12/20/2031			—		—			(1	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+475, 0.75% Floor	12/20/2030			48		47			47		(9)(13)(14) (17)
								4,789			4,786
		Total Professional Services					$	24,428		$	24,475
Software
AMI Buyer, Inc.
AMI Buyer, Inc.	First Lien Secured Debt - Term Loan	S+525, 0.75% Floor	10/17/2031	$		4,900	$	4,843		$	4,827		(9)(17)
	First Lien Secured Debt - Revolver	S+525, 0.75% Floor	10/17/2031			17		16			15		(9)(13)(14) (17)
								4,859			4,842
CM Acquisitions Holdings Inc. (fka Sisterco
CM Acquisitions Holdings Inc.	First Lien Secured Debt - Term Loan	S+350 Cash plus 2.50% PIK	5/6/2026			8,178		8,162			7,890		(17)
EVER.AG Corporation
EVER.AG Corporation	First Lien Secured Debt - Term Loan	S+585, 1.00% Floor	6/24/2027			7,877		7,821			7,772		(17)

See notes to the consolidated financial statements.

18

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
F&M Buyer LLC
F&M Buyer LLC	First Lien Secured Debt - Term Loan	S+475, 0.75% Floor	3/18/2032			3,380		3,347			3,346		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+475, 0.75% Floor	3/18/2032			—		(6	)		(6	)	(9)(12)(14)
	First Lien Secured Debt - Revolver	S+475, 0.75% Floor	3/18/2032			—		(5	)		(5	)	(9)(12)(13) (14)
								3,336			3,335
Four Winds Interactive LLC
Four Winds Interactive LLC	First Lien Secured Debt - Term Loan	S+650, 0.75% Floor	2/20/2030			4,800		4,706			4,704		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+650, 0.75% Floor	2/20/2030			—		(1	)		(1	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+650, 0.75% Floor	2/20/2030			—		(2	)		(2	)	(9)(12)(13) (14)
								4,703			4,701
Uniguest
Uniguest Holdings, Inc	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	11/27/2030			9,776		9,635			9,637		(9)(17)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	11/27/2030			—		(1	)		(1	)	(9)(12)(13) (14)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	11/27/2030			—		(1	)		(1	)	(9)(12)(13) (14)
								9,633			9,635
		Total Software					$	38,514		$	38,175
Specialty Retail
Club Champion LLC
Club Champion LLC	First Lien Secured Debt - Term Loan	S+500, 0.75% Floor	6/14/2029	$		8,833	$	8,715		$	8,679		(9)(17)
	First Lien Secured Debt - Revolver	S+500, 0.75% Floor	6/14/2029			37		35			35		(9)(13)(14) (17)
								8,750			8,714
Paladone Group Bidco Limited
Paladone Group Bidco Limited	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	11/12/2027			7,878		7,810			7,813		(11)(17)
		Total Specialty Retail					$	16,560		$	16,527
Trading Companies & Distributors
Eckhart BidCo, LLC
Eckhart BidCo, LLC	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	1/10/2029	$		7,878	$	7,755		$	7,798		(17)
MacQueen Equipment
MacQueen Equipment, LLC	First Lien Secured Debt - Term Loan	S+551, 1.00% Floor	1/7/2028			7,816		7,776			7,816		(16)

See notes to the consolidated financial statements.

19

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)		Fair Value (1)(23)
ORS Nasco
WC ORS Buyer, Inc.	First Lien Secured Debt - Term Loan	S+500, 0.75% Floor	8/7/2031			9,751		9,614		9,605	(9)(17)
	First Lien Secured Debt - Delayed Draw	S+500, 0.75% Floor	8/7/2031			44		43		43	(9)(13)(14) (17)
	First Lien Secured Debt - Revolver	S+500, 0.75% Floor	8/7/2031			27		26		26	(9)(13)(14) (17)
WC ORS Holdings, L.P.	Common Equity - Limited Partnership	N/A	N/A		30,000 Shares			30		32	(6)(9)(15)
								9,713		9,706
		Total Trading Companies & Distributors					$	25,244	$	25,320
Transportation Infrastructure
GAT
GAT-Airline Ground Support Inc	First Lien Secured Debt - Term Loan	S+550, 1.00% Floor	5/9/2029	$		3,772	$	3,723	$	3,743	(9)(17)
	First Lien Secured Debt - Delayed Draw	S+550, 1.00% Floor	5/9/2029			40		39		39	(9)(13)(14) (17)
	First Lien Secured Debt - Revolver	S+550, 1.00% Floor	5/9/2029			10		9		9	(9)(13)(14) (17)
		Total Transportation Infrastructure					$	3,771	$	3,791
Wireless Telecommunication Services
Kane Communications LLC
Kane Communications LLC	First Lien Secured Debt - Term Loan	S+601, 1.00% Floor	8/9/2027	$		8,000	$	7,887	$	7,864	(17)
		Total Wireless Telecommunication Services					$	7,887	$	7,864
Total Investments							$	950,691	$	936,915	(2)(7)

See notes to the consolidated financial statements.

20

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

(1)Fair value is determined in good faith subject to the oversight of the board of trustees of the Company (the "Board") (See Note 2 to the consolidated financial statements).

(2)Currently there are no differences for federal income tax purposes as it relates to unrealized gain and loss.

(3)Par amount is denominated in USD unless otherwise noted, British Pound (“£”), Canadian Dollar (“C$”), European Euro (“€”). Par amount represents funded commitments. See Note 20 in the Consolidated Schedule of Investments and Note 8 to the consolidated financial statements for further information on undrawn revolving and delayed draw loan commitments, including commitments to issue letters of credit through a financial intermediary on behalf of certain portfolio companies.

(4)Other than the investments noted by this footnote, the fair value of the Company’s investments is determined using unobservable inputs that are significant to the overall fair value measurement. See Note 2 to the consolidated financial statements for more information regarding ASC 820, Fair Value Measurements (“ASC 820”).

(5)Non-accrual status (See Note 2 to the consolidated financial statements).

(6)Non-income producing security.

(7)Unless otherwise indicated, all securities are pledged as collateral to our credit facility (the “AP Leaf Secured Credit Facility” as defined in Note 5 to the financial statements). As such, these securities are not available as collateral to our general creditors.

(8)Unless otherwise indicated, loan contains a variable rate structure, and the terms in the Consolidated Schedule of Investments disclose the actual interest rate in effect as of the reporting period which may be subject to interest floors. Variable rate loans bear interest at a rate that may be determined by reference to the Secured Overnight Financing Rate (“SOFR” or “S”) or an alternate base rate (which can include but is not limited to the Federal Funds Effective Rate or the Prime Rate), at the borrower’s option, and which reset periodically based on the terms of the loan agreement. Certain borrowers may elect to borrow Prime rate on select contracts and switch to an alternative base rate contract in the future.

(9)These are co-investments made with the Company’s affiliates in accordance with the terms of the exemptive order the Company received from the Securities and Exchange Commission (the “SEC”) permitting us to do so. (See Note 3 to the consolidated financial statements for discussion of the exemptive order from the SEC.)

(10)Unless otherwise indicated, all investments are non-controlled, non-affiliated investments. Non-controlled, non-affiliated investments are defined as investments in which the Company owns less than 5% of the portfolio company’s outstanding voting securities and does not have the power to exercise control over the management or policies of such portfolio company. As of March 31, 2025, all of the company's investments were non-controlled and non-affiliated.

(11)Investments that the Company has determined are not “qualifying assets” under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940 Act”). Under the 1940 Act, we may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of our total assets. The status of these assets under the 1940 Act is subject to change. The Company monitors the status of these assets on an ongoing basis. As of March 31, 2025, non-qualifying assets represented approximately 4.7% of the total assets of the Company.

(12)The negative fair value is the result of the commitment being valued below par.

(13)The undrawn portion of these committed revolvers and delayed draw term loans includes a commitment and unused fee rate.

See notes to the consolidated financial statements.

21

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

(14)As of March 31, 2025, the Company had the following commitments to fund various revolving and delayed draw senior secured and subordinated loans, including commitments to issue letters of credit through a financial intermediary on behalf of certain portfolio companies. Such commitments are subject to the satisfaction of certain conditions set forth in the documents governing these loans and letters of credit and there can be no assurance that such conditions will be satisfied. See Note 8 to the consolidated financial statements for further information on revolving and delayed draw loan commitments, including commitments to issue letters of credit, related to certain portfolio companies.

Name of Issuer	Total Commitment			Drawn Commitment			Letters of Credit **			Undrawn Commitment
AMI Buyer, Inc.	$	100	$		17	$		—	$		83
Accelevation LLC		200			12			—			188
American Restoration Holdings, LLC		567			40			—			527
Aspen Aerogels, Inc.		100			37			—			63
Bingo Group Buyer, Inc.		200			3			—			197
Bullcave Limited		100			53			—			47
CI (MG) GROUP, LLC		2,757			—			—			2,757
CRS Holdings, Inc.		100			—			7			93
Club Champion LLC		100			37			—			63
Cool Buyer, Inc.		200			25			7			168
DCM Parent, LLC		775			—			—			775
DRS Holdings III, Inc.		570			—			—			570
Distinct Holdings Inc		100			25			—			75
F&M Buyer LLC		1,620			—			—			1,620
FEV Acquisition Corporation		176			—			—			176
Four Winds Interactive LLC		200			—			1			199
GAT-Airline Ground Support Inc		160			10			1			149
GC Waves Holdings, Inc.		167			—			—			167
Generator Buyer, Inc.*		131			—			2			128
HALO Buyer, Inc		100			5						95
IOTA HOLDINGS 3		1,316			18			—			1,297
Lotus Topco Inc.		100			—			—			100
Lunar Buyer, LLC		200			36			—			164
Megavolt Borrower, LLC		100			24			—			76
NCP-MSI Buyer		2,083			344			—			1,739
NPPI Buyer, LLC		200			15			—			185
Natus Sensory, Inc.		200			—			—			200
Orion Buyer, LLC		200			20			—			180
PHOENIX YW BUYER, INC.		50			—			—			50
PMA Parent Holdings, LLC		100			—			—			100
Pai Middle Tier, LLC		100			—			—			100
Pavement Preservation Acquisition, LLC		100			—			—			100
Protein For Pets Opco, LLC		100			—			—			100
Rarebreed Veterinary Partners, Inc.		175			—			1			174
Regis Corporation		100			17			20			63
Ronnoco Holdings, Inc.		1,448			—			—			1,448
Saffron Bidco Ltd*		129			—			—			129
Sperry Acquisition, LLC		200			—			—			200
TCW Midco LLC		172			—			—			172
TeamLINX Buyer, LLC		100			—			—			100
The North Highland Company LLC		200			48			—			152
Traffic Management Solutions, LLC		104			—			—			104
Trillium Health Care Products Inc.		100			39			—			61
Ultra Clean Holdco LLC		1,121			—			—			1,121
Uniguest Holdings, Inc		200			—			—			200
Vixxo Corporation		50			—			—			50
Vybond Buyer, LLC		200			—			—			200
WC ORS Buyer, Inc.		156			27			—			129
WH BorrowerCo, LLC		169			23			—			146
WildBrain Ltd.		100			5			—			95
Total Commitments		17,996			881			38			17,077

* These investments are in a foreign currency and the total commitment has been converted to USD using the March 31, 2025 exchange rate.

** For all letters of credit issued and outstanding on March 31, 2025, $21 will expire in 2029 and $17 will expire in 2030.

See notes to the consolidated financial statements.

22

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

(15)Securities that are exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), and may be deemed to be “restricted securities” under the Securities Act. As of March 31, 2025, the aggregate fair value of these securities is $3,701 or 0.4% of the Company's net assets. The acquisition dates of the restricted securities are as follows:

Issuer	Investment Type	Acquisition Date
TVG Orion Blocker, Inc.	Common Equity - Stock	7/18/2024
WC ORS Holdings, L.P.	Common Equity - Limited Partnership	8/7/2024
Cool Acquisition Holdings, LP	Common Equity - Limited Partnership	10/31/2024
SEKO Global Logistics Network, LLC	Common Equity - Stock	12/27/2024
PAI Co-Investor FT Aggregator LLC	Common Equity - Stock	2/13/2025
Ronnoco Holdings, Inc.	Common Equity - Stock	3/17/2025

(16)The interest rate on these loans is subject to 1 month SOFR, which as of March 31, 2025 was 4.32%.

(17)The interest rate on these loans is subject to 3 months SOFR, which as of March 31, 2025 was 4.29%.

(18)The interest rate on these loans is subject to 6 months SOFR, which as of March 31, 2025 was 4.19%.

(19)The interest rate on these loans is subject to 1 month CORRA, which as of March 31, 2025 was 2.72%.

(20)The interest rate on these loans is subject to 6 months EURIBOR, which as of March 31, 2025 was 2.34%.

(21)The interest rate on these loans is subject to SONIA, which as of March 31, 2025 was 4.46%.

See notes to the consolidated financial statements.

23

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

(22)The following shows the composition of the Company’s portfolio at cost by investment type and industry as of March 31, 2025:

Industry	First Lien - Secured Debt		Unsecured Debt		Common Equity		Total
Aerospace & Defense	$	12,542	$	—	$	49	$	12,591
Air Freight & Logistics		9,516		—		2,737		12,253
Automobile Components		12,588		—		34		12,622
Beverages		3,477		—		50		3,527
Building Products		7,356		—		—		7,356
Capital Markets		7,780		—		—		7,780
Chemicals		19,168		—		—		19,168
Commercial Services & Supplies		89,400		—		—		89,400
Communications Equipment		7,981		—		—		7,981
Construction & Engineering		54,794		—		—		54,794
Consumer Staples Distribution & Retail		16,085		—		—		16,085
Containers & Packaging		22,489		—		—		22,489
Diversified Consumer Services		63,375		—		—		63,375
Electric Utilities		906		—		—		906
Electrical Equipment		6,158		—		—		6,158
Electronic Equipment, Instruments & Components		7,823		—		—		7,823
Energy Equipment & Services		7,247		—		—		7,247
Entertainment		12,324		—		—		12,324
Financial Services		30,349		—		—		30,349
Food Products		23,267		—		—		23,267
Ground Transportation		15,680		—		—		15,680
Health Care Equipment & Supplies		45,240		—		—		45,240
Health Care Providers & Services		125,084		—		—		125,084
Health Care Technology		15,533		—		—		15,533
Hotels, Restaurants & Leisure		39,313		—		—		39,313
Insurance		15,562		—		—		15,562
IT Services		24,303		—		—		24,303
Leisure Products		19,731		—		—		19,731
Life Sciences Tools & Services		7,656		—		—		7,656
Machinery		21,769		—		—		21,769
Media		19,105		—		—		19,105
Paper & Forest Products		7,390		—		—		7,390
Personal Products		17,340		—		—		17,340
Pharmaceuticals		42,918		19		149		43,086
Professional Services		24,428		—		—		24,428
Software		38,514		—		—		38,514
Specialty Retail		16,560		—		—		16,560
Trading Companies & Distributors		25,214		—		30		25,244
Transportation Infrastructure		3,771		—		—		3,771
Wireless Telecommunication Services		7,887		—		—		7,887
Total	$	947,623	$	19	$	3,049	$	950,691

See notes to the consolidated financial statements.

24

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

(23)The following shows the composition of the Company’s portfolio at fair value by investment type, industry and region as of March 31, 2025:

Industry	First Lien - Secured Debt			Unsecured Debt			Common Equity			Total			% of Net Assets
Aerospace & Defense	$	12,504		$	—		$	49		$	12,553			3.2	%
Air Freight & Logistics		9,710			—			3,456			13,166			3.4	%
Automobile Components		12,609			—			36			12,645			3.3	%
Beverages		3,477			—			50			3,527			0.9	%
Building Products		7,356			—			—			7,356			1.9	%
Capital Markets		7,861			—			—			7,861			2.0	%
Chemicals		19,088			—			—			19,088			4.9	%
Commercial Services & Supplies		88,000			—			—			88,000			22.9	%
Communications Equipment		7,027			—			—			7,027			1.8	%
Construction & Engineering		54,521			—			—			54,521			14.1	%
Consumer Staples Distribution & Retail		16,007			—			—			16,007			4.1	%
Containers & Packaging		22,496			—			—			22,496			5.8	%
Diversified Consumer Services		55,902			—			—			55,902			14.5	%
Electric Utilities		904			—			—			904			0.2	%
Electrical Equipment		6,229			—			—			6,229			1.6	%
Electronic Equipment, Instruments & Components		7,878			—			—			7,878			2.0	%
Energy Equipment & Services		7,007			—			—			7,007			1.8	%
Entertainment		12,326			—			—			12,326			3.2	%
Financial Services		30,133			—			—			30,133			7.8	%
Food Products		23,276			—			—			23,276			6.0	%
Ground Transportation		15,636			—			—			15,636			4.0	%
Health Care Equipment & Supplies		45,149			—			—			45,149			11.7	%
Health Care Providers & Services		123,293			—			—			123,293			31.9	%
Health Care Technology		15,605			—			—			15,605			4.0	%
Hotels, Restaurants & Leisure		38,046			—			—			38,046			9.8	%
Insurance		15,651			—			—			15,651			4.0	%
IT Services		24,309			—			—			24,309			6.3	%
Leisure Products		19,691			—			—			19,691			5.1	%
Life Sciences Tools & Services		7,020			—			—			7,020			1.8	%
Machinery		21,778			—			—			21,778			5.6	%
Media		18,979			—			—			18,979			4.9	%
Paper & Forest Products		7,388			—			—			7,388			1.9	%
Personal Products		17,271			—			—			17,271			4.5	%
Pharmaceuticals		42,899			19			127			43,045			11.1	%
Professional Services		24,475			—			—			24,475			6.3	%
Software		38,175			—			—			38,175			9.9	%
Specialty Retail		16,527			—			—			16,527			4.3	%
Trading Companies & Distributors		25,288			—			32			25,320			6.6	%
Transportation Infrastructure		3,791			—			—			3,791			1.0	%
Wireless Telecommunication Services		7,864			—			—			7,864			2.0	%
Total	$	933,146		$	19		$	3,750		$	936,915			242.5	%
% of Net Assets		241.5	%		0.0	%		1.0	%		242.5	%

See notes to the consolidated financial statements.

25

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

March 31, 2025 (Unaudited)

(In thousands, except share data)
 

	Percentage of Total Investments (at Fair Value) as of March 31, 2025
Industry Classification
Health Care Providers & Services		13.2	%
Commercial Services & Supplies		9.5	%
Diversified Consumer Services		6.0	%
Construction & Engineering		5.8	%
Health Care Equipment & Supplies		4.8	%
Pharmaceuticals		4.6	%
Software		4.1	%
Hotels, Restaurants & Leisure		4.1	%
Financial Services		3.2	%
Trading Companies & Distributors		2.7	%
Professional Services		2.6	%
IT Services		2.6	%
Food Products		2.5	%
Containers & Packaging		2.4	%
Machinery		2.3	%
Leisure Products		2.1	%
Chemicals		2.0	%
Media		2.0	%
Personal Products		1.8	%
Specialty Retail		1.8	%
Consumer Staples Distribution & Retail		1.7	%
Insurance		1.7	%
Ground Transportation		1.7	%
Health Care Technology		1.7	%
Air Freight & Logistics		1.4	%
Automobile Components		1.3	%
Aerospace & Defense		1.3	%
Entertainment		1.3	%
Electronic Equipment, Instruments & Components		0.8	%
Wireless Telecommunication Services		0.8	%
Capital Markets		0.8	%
Paper & Forest Products		0.8	%
Building Products		0.8	%
Communications Equipment		0.8	%
Life Sciences Tools & Services		0.7	%
Energy Equipment & Services		0.7	%
Electrical Equipment		0.7	%
Transportation Infrastructure		0.4	%
Beverages		0.4	%
Electric Utilities		0.1	%
		100.0	%

Geographic Region	March 31, 2025
United States		95.9	%
Canada		2.3	%
United Kingdom		1.8	%
		100.0	%

See notes to the consolidated financial statements.

26

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Aerospace & Defense
Jonathan Acquisition Company
Jonathan Acquisition Company	First Lien Secured Debt - Term Loan	S+510, 1.00% Floor	12/22/2026	$		7,897	$	7,826		$	7,769		(10)
SI Holdings, Inc.
SI Holdings, Inc.	First Lien Secured Debt - Term Loan	S+585, 1.00% Floor	12/31/2027			7,896		7,830			7,879		(10)
		Total Aerospace & Defense					$	15,656		$	15,648
Air Freight & Logistics
PrimeFlight Acquisition, LLC
PrimeFlight Acquisition, LLC	First Lien Secured Debt - Term Loan	S+550, 1.00% Floor	5/1/2029	$		7,900	$	7,698		$	7,900		(10)
SEKO Global Logistics Network, LLC
SEKO Global Logistics Network, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	5/27/2030			1,834		1,833			1,834		(10)
	Common Equity - Equity Unit	N/A	N/A		876 Shares			2,736			2,737		(6)(21)
								4,569			4,571
		Total Air Freight & Logistics					$	12,267		$	12,471
Automobile Components
AAMP Global Holdings, Inc.
AAMP Global Holdings, Inc.	First Lien Secured Debt - Term Loan	S+585, 1.00% Floor	11/5/2025	$		7,896	$	7,854		$	7,884		(10)
Cool Buyer, Inc.
Cool Acquisition Holdings, LP	Common Equity - Limited Partnership	N/A	N/A		34,483 Shares			34			34		(6)(15)(21)
Cool Buyer, Inc.	First Lien Secured Debt - Term Loan	S+475, 1.00% Floor	10/31/2030			4,800		4,730			4,728		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+475, 1.00% Floor	10/31/2030			—		(1	)		(1	)	(15)(18)(19)(20)
	First Lien Secured Debt - Revolver	S+475, 1.00% Floor	10/31/2030			—		(1	)		(1	)	(15)(18)(19)(20)
								4,762			4,760
		Total Automobile Components					$	12,616		$	12,644
Building Products
Omnimax
Omnimax International, LLC	First Lien Secured Debt - Term Loan	S+575, 1.00% Floor	12/6/2030	$		7,400	$	7,253		$	7,252		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+575, 1.00% Floor	12/6/2030					(1	)		(1	)	(15)(18)(20)
		Total Building Products					$	7,252		$	7,251

See notes to the consolidated financial statements.

27

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Capital Markets
Stout
Stout Intermediate II, LLC	First Lien Secured Debt - Term Loan	S+510, 1.00% Floor	11/22/2027	$		7,898	$	7,792		$	7,858		(9)
		Total Capital Markets					$	7,792		$	7,858
Chemicals
Aspen Aerogels, Inc.
Aspen Aerogels, Inc.	First Lien Secured Debt - Term Loan	S+450, 4.50% Floor	8/19/2029	$		9,385	$	9,209		$	9,197		(9)(15)(17)
	First Lien Secured Debt - Revolver	S+460, 2.50% Floor	8/19/2029			43		43			43		(9)(15)(17)(19)(20)
								9,252			9,240
Lunar Buyer, LLC
Lunar Buyer, LLC	First Lien Secured Debt - Term Loan	S+550, 0.75% Floor	10/3/2030			4,800		4,707			4,704		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+550, 0.75% Floor	10/3/2030			—		(1	)		(1	)	(15)(18)(19)(20)
	First Lien Secured Debt - Revolver	S+550, 0.75% Floor	10/3/2030			11		9			9		(10)(15)(19)(20)
								4,715			4,712
Universal Fiber Systems LLC
Universal Fiber Systems LLC	First Lien Secured Debt - Term Loan	S+561, 1.00% Floor	9/30/2028			7,483		7,425			7,325		(10)
		Total Chemicals					$	21,392		$	21,277
Commercial Services & Supplies
Applied Technical Services, LLC
Applied Technical Services, LLC	First Lien Secured Debt - Term Loan	S+590, 1.00% Floor	12/29/2026	$		7,897	$	7,795		$	7,757		(10)
Best Trash
Bingo Group Buyer, Inc.	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	7/10/2031			8,778		8,674			8,690		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	7/10/2031			—		(1	)		(1	)	(15)(18)(19)(20)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	7/10/2031			3		2			2		(10)(15)(19)(20)
								8,675			8,691
Climate Pros
Climate Pros, LLC	First Lien Secured Debt - Term Loan	S+585, 1.00% Floor	1/24/2026			7,891		7,851			7,858		(10)
CRS Holdings, Inc.
CRS Holdings, Inc.	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	6/6/2030			1,822		1,788			1,795		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	6/6/2030			—		—			(1	)	(15)(18)(19)(20)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	6/6/2030			—		(1	)		(1	)	(15)(18)(19)(20)
								1,787			1,793

See notes to the consolidated financial statements.

28

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)		Fair Value (1)(23)
Encore Fire Protection
Encore Holdings, LLC	First Lien Secured Debt - Term Loan	S+535, 0.75% Floor	11/23/2028			7,898		7,787		7,976		(10)
GS SEER Group Borrower LLC
GS SEER Group Borrower LLC	First Lien Secured Debt - Term Loan	S+675, 1.00% Floor	4/29/2030			7,900		7,707		7,781		(10)
Jones
JF Acquisition, LLC	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	7/31/2026			7,897		7,897		7,887		(10)
LAV GEAR HOLDINGS INC
LAV Gear Holdings, inc	First Lien Secured Debt - Term Loan	S+643, 1.00% Floor	10/31/2025			8,863		8,833		8,824		(10)
Mariani
CI (MG) GROUP, LLC	First Lien Secured Debt - Delayed Draw	S+715, 1.00% Floor	3/24/2028			7,899		7,767		7,719		(9)
Monarch Landscape Companies
Monarch Landscape Holdings, LLC	First Lien Secured Debt - Term Loan	S+500, 0.75% Floor	10/2/2028			7,898		7,822		7,802		(10)
RailPros Consolidated, Inc.
RailPros Consolidated, Inc.	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	7/31/2026			6,910		6,902		6,910		(9)
Rasa Floors & Carpet Cleaning, LLC
Rasa Floors & Carpet Cleaning, LLC	First Lien Secured Debt - Term Loan	S+535, 1.00% Floor	12/22/2027			7,898		7,374		7,377		(10)
Tranzonic
TZ Buyer LLC	First Lien Secured Debt - Term Loan	S+635, 0.75% Floor	8/12/2028			7,899		7,769		7,761		(10)
Vixxo Corporation
Vixxo Corporation	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	8/1/2030			4,950		4,880		4,876		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	8/1/2030			—		—		(1	)	(15)(18)(19)(20)
								4,880		4,875
		Total Commercial Services & Supplies					$	100,846	$	101,011
Communications Equipment
Congruex
Congruex Group LLC	First Lien Secured Debt - Term Loan	S+165 Cash plus 5.00% PIK, 1.50% Floor	5/3/2029	$		8,060	$	7,874	$	6,272		(4)(10)
		Total Communications Equipment					$	7,874	$	6,272
Construction & Engineering
American Restoration
American Restoration Holdings, LLC	First Lien Secured Debt - Term Loan	S+510, 1.00% Floor	7/24/2030	$		8,678	$	8,514	$	8,526		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+510, 1.00% Floor	7/24/2030			169		165		165		(10)(15)(19)(20)
	First Lien Secured Debt - Revolver	S+510, 1.00% Floor	7/24/2030			22		20		20		(10)(15)(19)(20)
								8,699		8,711

See notes to the consolidated financial statements.

29

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Carr and Duff, LLC
Carr and Duff, LLC	First Lien Secured Debt - Term Loan	S+605, 1.00% Floor	3/11/2027			7,898		7,819			7,838		(10)
Kauffman Intermediate, LLC
Kauffman Intermediate, LLC	First Lien Secured Debt - Term Loan	S+660, 1.00% Floor	5/8/2025			8,361		8,335			7,935		(9)
Pave America
Pave America Interco, LLC	First Lien Secured Debt - Term Loan	S+690, 1.00% Floor	2/7/2028			7,899		7,711			7,781		(10)
Pavement Preservation Acquisition, LLC
Pavement Preservation Acquisition, LLC	First Lien Secured Debt - Term Loan	S+525, 1.00% Floor	8/9/2030			4,775		4,684			4,680		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+525, 1.00% Floor	8/9/2030			100		98			98		(10)(15)
	First Lien Secured Debt - Revolver	S+525, 1.00% Floor	8/9/2030			—		(2	)		(2	)	(15)(18)(19)(20)
								4,780			4,776
SAFEbuilt, LLC
SAFEbuilt, LLC	First Lien Secured Debt - Term Loan	S+685, 1.00% Floor	12/31/2025			8,015		7,977			7,982		(9)
Traffic Management Solutions
Traffic Management Solutions, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	11/26/2030			4,700		4,630			4,630		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	11/26/2030			—		(2	)		(2	)	(15)(18)(19)(20)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	11/26/2030			8		7			7		(10)(15)(19)(20)
								4,635			4,635
		Total Construction & Engineering					$	49,956		$	49,658
Consumer Staples Distribution & Retail
Protein for Pets
Protein For Pets Opco, LLC	First Lien Secured Debt - Term Loan	S+525, 1.00% Floor	9/20/2030	$		7,861	$	7,717		$	7,723		(9)(15)
	First Lien Secured Debt - Revolver	S+525, 1.00% Floor	9/20/2030			—		(2	)		(2	)	(15)(18)(19)(20)
								7,715			7,721
THLP CO., LLC
THLP CO., LLC	First Lien Secured Debt - Term Loan	S+600, 1.00% Floor	1/31/2027			8,389		8,377			8,305		(10)
		Total Consumer Staples Distribution & Retail					$	16,092		$	16,026
Containers & Packaging
Truvant
NPPI Buyer, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	8/20/2029	$		9,776	$	9,637		$	9,629		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+525, 1.00% Floor	8/20/2029			—		(1	)		(1	)	(15)(18)(19)(20)
	First Lien Secured Debt - Revolver	S+525, 1.00% Floor	8/20/2029			—		(1	)		(1	)	(15)(18)(19)(20)
		Total Containers & Packaging					$	9,635		$	9,627

See notes to the consolidated financial statements.

30

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Diversified Consumer Services
Club Car Wash
Club Car Wash Operating, LLC	First Lien Secured Debt - Delayed Draw	S+565, 1.00% Floor	6/16/2027	$		7,680	$	7,591		$	7,613		(10)
FEV Acquisition Corporation
FEV Acquisition Corporation	First Lien Secured Debt - Term Loan	6.50%	7/15/2028			8,228		7,369			2,683		(5)(17)
	First Lien Secured Debt - Delayed Draw	13.50%	7/15/2028			176		176			169		(5)(17)(19)(20)
								7,545			2,852
Go Car Wash Management, Corp.
Go Car Wash Management, Corp.	First Lien Secured Debt - Delayed Draw	S+585, 1.00% Floor	12/31/2026			7,898		7,803			7,696		(10)
Legacy.com
Lotus Topco Inc.	First Lien Secured Debt - Term Loan	S+475, 1.00% Floor	6/7/2030			1,891		1,864			1,862		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+475, 1.00% Floor	6/7/2030			—		—			(1	)	(15)(18)(19)(20)
	First Lien Secured Debt - Revolver	S+475, 1.00% Floor	6/7/2030			—		(1	)		(1	)	(15)(18)(19)(20)
								1,863			1,860
Owl Acquisition, LLC
Owl Acquisition, LLC	First Lien Secured Debt - Term Loan	S+535, 1.00% Floor	2/4/2028			8,000		7,953			7,960		(10)
Rapid Express Car Wash, LLC
Rapid Express Car Wash, LLC	First Lien Secured Debt - Delayed Draw	S+585, 1.00% Floor	12/23/2027			7,959		7,808			7,905		(10)
Regis Corporation
Regis Corporation	First Lien Secured Debt - Term Loan	S+450, 2.50% Floor	6/24/2029			10,591		10,397			10,379		(9)(15)
	First Lien Secured Debt - Revolver	S+450, 2.50% Floor	6/24/2029			17		15			15		(9)(15)(19)(20)
								10,412			10,394
TCW Midco LLC
TCW Midco LLC	First Lien Secured Debt - Term Loan	S+575, 1.00% Floor	10/22/2029			4,800		4,753			4,752		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+575, 1.00% Floor	10/22/2029			—		(1	)		(1	)	(15)(18)(19)(20)
	First Lien Secured Debt - Revolver	S+575, 1.00% Floor	10/22/2029			—		(1	)		(1	)	(15)(18)(19)(20)
								4,751			4,750
Ultra Clean Holdco LLC
Ultra Clean Holdco LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	7/1/2030			6,773		6,662			6,672		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	7/1/2030			856		832			824		(10)(15)(19)(20)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	7/1/2030					(1	)		(1	)	(15)(18)(19)(20)
								7,493			7,495
		Total Diversified Consumer Services					$	63,219		$	58,525

See notes to the consolidated financial statements.

31

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Electrical Equipment
International Wire Group
IW Buyer LLC	First Lien Secured Debt - Term Loan	S+510, 1.00% Floor	6/28/2029	$		6,408	$	6,298		$	6,344		(10)
		Total Electrical Equipment					$	6,298		$	6,344
Electronic Equipment, Instruments & Compone
Li-Cor, Inc.
Li-Cor, Inc.	First Lien Secured Debt - Term Loan	S+485, 1.00% Floor	12/1/2027	$		7,898	$	7,839		$	7,898		(9)
		Total Electronic Equipment, Instruments & Components					$	7,839		$	7,898
Energy Equipment & Services
Generator Buyer, Inc.
Generator Buyer, Inc.	First Lien Secured Debt - Term Loan	CORRA+525, 0.75% Floor	7/22/2030	C$		8,778	$	6,275		$	6,027		(12)(15)(17)
	First Lien Secured Debt - Term Loan	S+525, 0.75% Floor	7/22/2030			998		981			980		(10)(15)(17)
	First Lien Secured Debt - Delayed Draw	CORRA+525, 0.75% Floor	7/22/2030	C$		12		8			7		(12)(15)(17)(19)(20)
	First Lien Secured Debt - Revolver	CORRA+525, 0.75% Floor	7/22/2030	C$		—		(1	)		(1	)	(15)(17)(18)(19)(20)
		Total Energy Equipment & Services					$	7,263		$	7,013
Entertainment
Chernin Entertainment
Jewel Purchaser, Inc.	First Lien Secured Debt - Term Loan	S+560, 0.50% Floor	7/1/2027	$		7,692	$	7,692		$	7,692		(10)
DHX
WildBrain Ltd.	First Lien Secured Debt - Term Loan	S+600, 1.00% Floor	7/23/2029			4,876		4,785			4,790		(10)(15)(17)
	First Lien Secured Debt - Revolver	S+600, 1.00% Floor	7/23/2029			15		13			13		(10)(15)(17)(19)(20)
								4,798			4,803
		Total Entertainment					$	12,490		$	12,495
Financial Services
Gabriel Partners, LLC
Gabriel Partners, LLC	First Lien Secured Debt - Term Loan	S+640, 1.00% Floor	9/21/2026	$		7,896	$	7,857		$	7,778		(9)
GC Waves
GC Waves Holdings, Inc.	First Lien Secured Debt - Term Loan	S+485, 0.75% Floor	10/4/2030			9,776		9,776			9,736		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+485, 0.75% Floor	10/4/2030			12		12			12		(10)(15)(19)(20)
	First Lien Secured Debt - Revolver	S+475, 0.75% Floor	10/4/2030			—		—			—		(15)(19)(20)
								9,788			9,748
PMA
PMA Parent Holdings, LLC	First Lien Secured Debt - Term Loan	S+550, 0.75% Floor	1/31/2031			4,900		4,850			4,848		(10)(15)
	First Lien Secured Debt - Revolver	S+550, 0.75% Floor	1/31/2031			—		(1	)		(1	)	(15)(18)(19)(20)
								4,849			4,847

See notes to the consolidated financial statements.

32

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)		Fair Value (1)(23)
Wealth Enhancement Group
Wealth Enhancement Group, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	10/4/2028			7,917		7,891		7,881	(10)
		Total Financial Services					$	30,385	$	30,254
Food Products
Berner Food & Beverage, LLC
Berner Food & Beverage, LLC	First Lien Secured Debt - Term Loan	S+565, 1.00% Floor	7/30/2027	$		7,898	$	7,659	$	7,720	(10)
Casper's Ice Cream, LLC
Casper's Ice Cream, LLC	First Lien Secured Debt - Term Loan	S+615, 1.00% Floor	12/29/2027			7,898		7,810		7,829	(9)
Fortune International LLC
Fortune International LLC	First Lien Secured Debt - Delayed Draw	S+510, 1.00% Floor	1/17/2026			7,877		7,817		7,757	(10)
		Total Food Products					$	23,286	$	23,306
Ground Transportation
Beacon Mobility Corp.
Beacon Mobility Corp.	First Lien Secured Debt - Delayed Draw	S+635, 1.00% Floor	12/31/2025	$		7,867	$	7,853	$	7,816	(10)(15)
HENIFF HOLDCO LLC
Heniff Holdco, LLC	First Lien Secured Debt - Term Loan	S+585, 1.00% Floor	12/3/2026			7,895		7,868		7,855	(9)
		Total Ground Transportation					$	15,721	$	15,671
Health Care Equipment & Supplies
ACP Hyperdrive, Inc.
ACP Hyperdrive, Inc.	First Lien Secured Debt - Term Loan	S+590, 1.00% Floor	3/8/2028	$		7,899	$	7,722	$	7,622	(10)
CSHC Buyerco, LLC
CSHC Buyerco, LLC	First Lien Secured Debt - Term Loan	S+485, 1.00% Floor	9/8/2026			7,898		7,804		7,726	(10)
Dragonfly Health, Inc.
Dragonfly Health, Inc.	First Lien Secured Debt - Term Loan	S+600, 1.00% Floor	11/19/2027			7,898		7,785		7,898	(10)
Medical Guardian, LLC
Medical Guardian, LLC	First Lien Secured Debt - Term Loan	S+585, 1.00% Floor	4/26/2028			7,919		7,865		7,879	(10)
Solmetex
Solmetex, LLC	First Lien Secured Debt - Term Loan	S+635, 1.00% Floor	1/14/2027			7,898		7,821		7,968	(10)
		Total Health Care Equipment & Supplies					$	38,997	$	39,093
Health Care Providers & Services
EmpiRx Health LLC
EmpiRx Health LLC	First Lien Secured Debt - Term Loan	S+510, 1.00% Floor	8/5/2027	$		7,898	$	7,869	$	7,898	(10)

See notes to the consolidated financial statements.

33

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date	Par/Shares (3)		Cost (22)			Fair Value (1)(23)
EyeSouth
SCP Eye Care Services, LLC	First Lien Secured Debt - Term Loan	S+550, 1.00% Floor	10/7/2029		7,899		7,668			7,765		(10)(15)
FP UC Intermediate Holdings, Inc.
FP UC Intermediate Holdings, Inc.	First Lien Secured Debt - Term Loan	S+650 Cash plus 1.00% PIK, 1.00% Floor	11/22/2026		7,919		7,858			7,758		(9)
Kure Pain Holdings, Inc.
Kure Pain Holdings, Inc.	First Lien Secured Debt - Term Loan	S+610, 1.00% Floor	8/27/2027		7,896		7,895			7,896		(10)
MAXOR ACQUISITION INC
Maxor Acquisition, Inc.	First Lien Secured Debt - Term Loan	S+610, 1.00% Floor	3/1/2029		7,899		7,732			7,821		(10)
Midwest Vision Partners Management, LLC
Midwest Vision Partners Management, LLC	First Lien Secured Debt - Term Loan	S+450 Cash plus 2.00% PIK, 1.00% Floor	1/12/2027		7,686		7,553			7,590		(9)(15)
	First Lien Secured Debt - Term Loan	S+650 PIK, 1.00% Floor	1/12/2027		417		410			333		(9)(15)
							7,963			7,923
Pace Health Companies, LLC
Pace Health Companies, LLC	First Lien Secured Debt - Term Loan	S+540, 1.00% Floor	8/2/2026		7,896		7,843			7,841		(10)
Rarebreed
Rarebreed Veterinary Partners, Inc.	First Lien Secured Debt - Term Loan	S+525, 1.00% Floor	4/18/2030		7,761		7,620			7,606		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+525, 1.00% Floor	4/18/2030		44		42			41		(10)(15)(19)(20)
	First Lien Secured Debt - Revolver	S+525, 1.00% Floor	4/18/2030		—		(1	)		(2	)	(15)(18)(19)(20)
							7,661			7,645
SBH Buyer, LLC
Salisbury House, LLC	First Lien Secured Debt - Term Loan	S+590, 1.00% Floor	2/28/2026		8,000		7,934			7,915		(10)
Team Select
TS Investors, LLC	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	5/4/2029		7,900		7,833			7,801		(10)
Thomas Scientific, LLC
Thomas Scientific, LLC	First Lien Secured Debt - Term Loan	S+325 Cash plus 4.50% PIK, 1.00% Floor	12/14/2027		8,029		7,926			7,850		(9)
TST Intermediate Holdings, LLC
TST Intermediate Holdings, LLC	First Lien Secured Debt - Term Loan	S+585, 1.00% Floor	12/31/2028		1,576		1,549			1,576		(10)
	First Lien Secured Debt - Delayed Draw	S+585, 1.00% Floor	11/27/2026		5,939		5,837			5,939		(10)
							7,386			7,515
TVG Shelby Buyer, Inc.
TVG Shelby Buyer, Inc.	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	3/27/2028		8,000		7,904			7,828		(10)(15)
TVG-MEDULLA, LLC
TVG-MEDULLA, LLC	First Lien Secured Debt - Term Loan	S+550 Cash plus 1.50% PIK, 1.00% Floor	6/30/2026		8,066		7,953			7,813		(10)

See notes to the consolidated financial statements.

34

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Veristat Group Inc.
Veristat Group Inc.	First Lien Secured Debt - Term Loan	S+585, 1.00% Floor	3/31/2027			7,897		7,809			7,061		(9)
WelldyneRX, LLC
WelldyneRX, LLC	First Lien Secured Debt - Term Loan	S+685, 0.75% Floor	3/9/2027			7,898		7,742			7,741		(10)
		Total Health Care Providers & Services					$	124,976		$	124,071
Health Care Technology
MRO Parent Corporation
MRO Parent Corporation	First Lien Secured Debt - Term Loan	S+485, 1.00% Floor	10/22/2027	$		7,896	$	7,896		$	7,896		(10)
Parcelshield Holdings LLC
Parcelshield Holdings LLC	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	9/30/2027			7,844		7,664			7,745		(10)
		Total Health Care Technology					$	15,560		$	15,641
Hotels, Restaurants & Leisure
American West Restaurant Group Holdings LLC
American West Restaurant Group Holdings LLC	First Lien Secured Debt - Term Loan	7.75%	2/2/2028	$		7,939	$	7,689		$	7,119		(5)(9)
Cave Enterprises Operations, LLC
Cave Enterprises Operations, LLC	First Lien Secured Debt - Term Loan	S+660, 1.50% Floor	8/9/2028			7,920		7,920			7,920		(9)
PARS
PARS Group LLC	First Lien Secured Debt - Term Loan	S+685, 1.50% Floor	4/3/2028			7,835		7,740			7,717		(9)
Walter's Wedding
WH BorrowerCo, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	8/1/2030			8,800		8,675			8,668		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	8/1/2030			—		(1	)		(1	)	(15)(18)(19)(20)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	8/1/2030			49		47			47		(10)(15)(20)
								8,721			8,714
YTC Enterprises, LLC
YTC Enterprises, LLC	First Lien Secured Debt - Term Loan	S+636, 1.00% Floor	8/16/2026			7,508		7,411			7,245		(9)
		Total Hotels, Restaurants & Leisure					$	39,481		$	38,715
Insurance
Spectrum Automotive
Shelby 2021 Holdings Corp.	First Lien Secured Debt - Term Loan	S+525, 0.75% Floor	6/29/2028	$		7,898	$	7,773		$	7,858		(9)
West-NR AcquisitionCo, LLC
West-NR AcquisitionCo, LLC	First Lien Secured Debt - Term Loan	S+510, 1.00% Floor	12/27/2027			7,898		7,815			7,819		(10)
		Total Insurance					$	15,588		$	15,677

See notes to the consolidated financial statements.

35

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
IT Services
Distinct Holdings Inc
Distinct Holdings Inc	First Lien Secured Debt - Term Loan	S+575, 1.00% Floor	7/18/2029	$		9,875	$	9,715		$	9,717		(10)(15)
	First Lien Secured Debt - Revolver	S+575, 1.00% Floor	7/18/2029			—		(2	)		(2	)	(15)(18)(19)(20)
								9,713			9,715
TeamLINX Buyer, LLC
TeamLINX Buyer, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	12/18/2030			4,900		4,827			4,827		(10)(15)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	12/18/2030			—		(1	)		(1	)	(15)(18)(19)(20)
								4,826			4,826
VikingCloud
Bullcave Limited	First Lien Secured Debt - Term Loan	S+500, 0.75% Floor	8/6/2030			9,875		9,734			9,727		(10)(15)
Sysnet North America, Inc.	First Lien Secured Debt - Revolver	S+500, 0.75% Floor	8/6/2030			53		52			52		(10)(15)(19)(20)
								9,786			9,779
		Total IT Services					$	24,325		$	24,320
Leisure Products
Dan Dee International Holdings, Inc.
Dan Dee International Holdings, Inc.	First Lien Secured Debt - Term Loan	S+710, 1.00% Floor	2/1/2026	$		6,673	$	6,664		$	6,634		(10)
Lash OpCo, LLC
Lash OpCo, LLC	First Lien Secured Debt - Term Loan	S+275 Cash plus 4.35% PIK, 1.00% Floor	3/18/2026			8,401		8,347			8,231		(10)
Wellbeam Consumer Health Intermediate, LLC
Wellbeam Consumer Health Intermediate, LLC	First Lien Secured Debt - Term Loan	S+625 Cash plus 2.00% PIK, 1.00% Floor	10/4/2027			46		46			45		(10)
	First Lien Secured Debt - Delayed Draw	S+625 Cash plus 2.00% PIK, 1.00% Floor	10/4/2027			5,253		5,045			5,115		(10)
								5,091			5,160
		Total Leisure Products					$	20,102		$	20,025
Life Sciences Tools & Services
VCR Buyer, Inc.
VCR Buyer, Inc.	First Lien Secured Debt - Term Loan	S+675 Cash plus 1.00% PIK, 0.75% Floor	4/28/2028	$		8,017	$	7,621		$	7,174		(9)
		Total Life Sciences Tools & Services					$	7,621		$	7,174
Machinery
BW Colson Acquisition LLC
BW Colson Acquisition LLC	First Lien Secured Debt - Term Loan	S+515, 1.00% Floor	2/26/2027	$		8,000	$	7,903		$	7,912		(10)
OEH
OEH Parent Holdings, Inc.	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	11/9/2027			7,898		7,777			7,857		(9)
		Total Machinery					$	15,680		$	15,769

See notes to the consolidated financial statements.

36

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Media
HU Buyer, Inc.
HU Buyer, Inc.	First Lien Secured Debt - Term Loan	S+610, 1.00% Floor	12/29/2026	$		7,897	$	7,761		$	7,735		(10)
Terrier Gamut Holdings, Inc.
Terrier Gamut Holdings, Inc.	First Lien Secured Debt - Term Loan	S+660, 1.00% Floor	8/15/2028			7,894		7,637			7,614		(10)
		Total Media					$	15,398		$	15,349
Personal Products
Advantice Health
Jazz AH Holdco, LLC	First Lien Secured Debt - Term Loan	S+500, 0.75% Floor	4/3/2028	$		7,899	$	7,774		$	7,747		(10)
Elida Beauty
PHOENIX YW BUYER, INC.	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	5/31/2030			1,790		1,753			1,754		(10)(15)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	5/31/2030			—		(1	)		(1	)	(15)(18)(19)(20)
								1,752			1,753
Natural Partners
Natural Partners, Inc.	First Lien Secured Debt - Term Loan	S+465, 1.00% Floor	11/29/2027			7,898		7,894			7,786		(10)
		Total Personal Products					$	17,420		$	17,286
Pharmaceuticals
AHP Timberwolf Bidco Corp.
AHP Timberwolf Bidco Corp.	First Lien Secured Debt - Term Loan	S+525, 1.00% Floor	8/6/2031	$		9,900	$	9,710		$	9,702		(10)(15)
	First Lien Secured Debt - Revolver	S+525, 1.00% Floor	8/6/2031			—		(2	)		(2	)	(15)(18)(19)(20)
								9,708			9,700
Orion Buyer, LLC
Orion Buyer, LLC	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	7/18/2030			8,778		8,612			8,602		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	7/18/2030			—		(1	)		(2	)	(15)(18)(19)(20)
	First Lien Secured Debt - Revolver	S+400, 1.00% Floor	7/18/2030			20		18			18		(10)(15)(19)(20)
TVG Orion Blocker, Inc.	Common Equity - Stock	N/A	N/A		2 Shares			99			93		(6)(15)(21)
	Unsecured Debt - Promissory Note	11.34%	7/18/2030			19		19			19		(15)
								8,747			8,730
Saffron Bidco Ltd
Saffron Bidco Ltd	First Lien Secured Debt - Term Loan	S+575, 0.75% Floor	9/11/2031			9,530		9,342			9,339		(11)(15)(17)
	First Lien Secured Debt - Term Loan	E+575, 0.75% Floor	9/11/2031	€		96		104			97		(13)(15)(17)
	First Lien Secured Debt - Delayed Draw	SONIA+575, 0.75% Floor	9/11/2031	£		—		—			(3	)	(15)(17)(18)(19)(20)
								9,446			9,433

See notes to the consolidated financial statements.

37

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
TerSera Therapeutics
TerSera Therapeutics LLC	First Lien Secured Debt - Term Loan	S+575, 1.00% Floor	4/4/2029			7,900		7,850			7,900		(10)
		Total Pharmaceuticals					$	35,751		$	35,763
Professional Services
Career Certified, LLC
Career Certified, LLC	First Lien Secured Debt - Term Loan	S+635, 1.00% Floor	12/18/2026	$		7,897	$	7,709		$	7,787		(10)
Escalent
M&M OPCO, LLC	First Lien Secured Debt - Term Loan	S+810, 1.00% Floor	4/7/2029			7,899		7,747			7,742		(10)
KL Charlie Acquisition Company
KL Charlie Acquisition Company	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	12/30/2026			7,897		7,759			7,818		(10)
North Highland Company LLC
The North Highland Company LLC	First Lien Secured Debt - Term Loan	S+475, 0.75% Floor	12/22/2031			4,800		4,752			4,752		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+475, 0.75% Floor	12/22/2031			—		—			—		(15)(19)(20)
	First Lien Secured Debt - Revolver	S+475, 0.75% Floor	12/20/2030			20		19			19		(10)(15)(19)(20)
								4,771			4,771
		Total Professional Services					$	27,986		$	28,118
Software
AMI Buyer, Inc.
AMI Buyer, Inc.	First Lien Secured Debt - Term Loan	S+525, 0.75% Floor	10/17/2031	$		4,900	$	4,834		$	4,827		(10)(15)
	First Lien Secured Debt - Revolver	S+525, 0.75% Floor	10/17/2031			24		23			23		(10)(15)(19)(20)
								4,857			4,850
CM Acquisitions Holdings Inc.
CM Acquisitions Holdings Inc.	First Lien Secured Debt - Term Loan	S+350 Cash plus 2.50% PIK, 1.00% Floor	5/6/2026			8,148		8,105			7,869		(10)
EVER.AG Corporation
EVER.AG Corporation	First Lien Secured Debt - Term Loan	S+585, 1.00% Floor	6/24/2027			7,898		7,835			7,740		(10)
Uniguest
Uniguest Holdings, Inc	First Lien Secured Debt - Term Loan	S+500, 1.00% Floor	11/27/2030			9,800		9,655			9,653		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+500, 1.00% Floor	11/27/2030			—		(1	)		(1	)	(15)(18)(19)(20)
	First Lien Secured Debt - Revolver	S+500, 1.00% Floor	11/27/2030			—		(1	)		(1	)	(15)(18)(19)(20)
								9,653			9,651
		Total Software					$	30,450		$	30,110

See notes to the consolidated financial statements.

38

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

Industry/Company	Investment Type	Interest Rate (8)	Maturity Date		Par/Shares (3)		Cost (22)			Fair Value (1)(23)
Specialty Retail
Club Champion LLC
Club Champion LLC	First Lien Secured Debt - Term Loan	S+500, 0.75% Floor	6/14/2029	$		8,856	$	8,732		$	8,701		(10)(15)
	First Lien Secured Debt - Revolver	S+500, 0.75% Floor	6/14/2029			37		35			35		(10)(15)(19)(20)
								8,767			8,736
Paladone Group Bidco Limited
Paladone Group Bidco Limited	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	11/12/2027			7,898		7,825			7,867		(10)(17)
		Total Specialty Retail					$	16,592		$	16,603
Textiles, Apparel & Luxury Goods
MTI Group Acquisition Company
MTI Group Acquisition Company	First Lien Secured Debt - Term Loan	S+610 Cash plus 1.00% PIK, 1.00% Floor	3/31/2025	$		7,932	$	7,914		$	7,912		(4)(10)(17)
		Total Textiles, Apparel & Luxury Goods					$	7,914		$	7,912
Trading Companies & Distributors
Eckhart BidCo, LLC
Eckhart BidCo, LLC	First Lien Secured Debt - Term Loan	S+560, 1.00% Floor	1/10/2029	$		7,899	$	7,768		$	7,813		(10)
MacQueen Equipment
MacQueen Equipment, LLC	First Lien Secured Debt - Term Loan	S+551, 1.00% Floor	1/7/2028			7,816		7,773			7,816		(9)
ORS Nasco
WC ORS Buyer, Inc.	First Lien Secured Debt - Term Loan	S+500, 0.75% Floor	8/7/2031			9,776		9,635			9,629		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+500, 0.75% Floor	8/7/2031			—		(1	)		(1	)	(15)(18)(19)(20)
	First Lien Secured Debt - Revolver	S+500, 0.75% Floor	8/7/2031			26		25			25		(10)(15)(19)(20)
WC ORS Holdings, L.P.	Common Equity - Limited Partnership	N/A	N/A		30,000 Shares			30			31		(6)(15)(21)
								9,689			9,684
		Total Trading Companies & Distributors					$	25,230		$	25,313
Transportation Infrastructure
GAT
GAT-Airline Ground Support Inc	First Lien Secured Debt - Term Loan	S+550, 1.00% Floor	5/9/2029	$		3,781	$	3,730		$	3,743		(10)(15)
	First Lien Secured Debt - Delayed Draw	S+550, 1.00% Floor	5/9/2029			40		39			39		(10)(15)(19)(20)
	First Lien Secured Debt - Revolver	S+550, 1.00% Floor	5/9/2029			—		(1	)		(1	)	(15)(18)(19)(20)
		Total Transportation Infrastructure					$	3,768		$	3,781
Wireless Telecommunication Services
Kane Communications LLC
Kane Communications LLC	First Lien Secured Debt - Term Loan	S+601, 1.00% Floor	8/9/2027	$		8,000	$	7,877		$	7,876		(10)
		Total Wireless Telecommunication Services					$	7,877		$	7,876
Total Investments							$	918,595		$	909,845

See notes to the consolidated financial statements.

39

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

(1)Fair value is determined in good faith by the Company (See Note 2 to the consolidated financial statements).

(2)Currently there are no differences for federal income tax purposes as it relates to unrealized gain and loss.

(3)Par amount is denominated in USD unless otherwise noted, British Pound (“£”), Canadian Dollar (“C$”), European Euro (“€”). Par amount represents funded commitments. See Note 20 in the Consolidated Schedule of Investments and Note 8 to the consolidated financial statements for further information on undrawn revolving and delayed draw loan commitments, including commitments to issue letters of credit through a financial intermediary on behalf of certain portfolio companies.

(4)Other than the investments noted by this footnote, the fair value of the Company’s investments is determined using unobservable inputs that are significant to the overall fair value measurement. See Note 2 to the consolidated financial statements for more information regarding ASC 820, Fair Value Measurements (“ASC 820”).

(5)Non-accrual status (See Note 2 to the consolidated financial statements).

(6)Non-income producing security.

(7)Unless otherwise indicated, all securities are pledged as collateral to our credit facility (the “AP Leaf Secured Credit Facility” as defined in Note 5 to the financial statements). As such, these securities are not available as collateral to our general creditors.

(8)Unless otherwise indicated, loan contains a variable rate structure, and the terms in the Consolidated Schedule of Investments disclose the actual interest rate in effect as of the reporting period which may be subject to interest floors. Variable rate loans bear interest at a rate that may be determined by reference to the Secured Overnight Financing Rate (“SOFR” or “S”) or an alternate base rate (which can include but is not limited to LIBOR, the Federal Funds Effective Rate or the Prime Rate), at the borrower’s option, and which reset periodically based on the terms of the loan agreement. Certain borrowers may elect to borrow Prime rate on select contracts and switch to an alternative base rate contract in the future.

(9)The interest rate on these loans is subject to 1 month SOFR, which as of December 31, 2024 was 4.33%.

(10)The interest rate on these loans is subject to 3 months SOFR, which as of December 31, 2024 was 4.31%.

(11)The interest rate on these loans is subject to 6 months SOFR, which as of December 31, 2024 was 4.25%.

(12)The interest rate on these loans is subject to 1 month CORRA, which as of December 31, 2024 was 4.25%.

(13)The interest rate on these loans is subject to 6 months EURIBOR, which as of December 31, 2024 was 2.57%.

(14)The interest rate on these loans is subject to SONIA, which as of December 31, 2024 was 4.70%.

(15)These are co-investments made with the Company’s affiliates in accordance with the terms of the exemptive order the Company received from the Securities and Exchange Commission (the “SEC”) permitting us to do so. (See Note 3 to the consolidated financial statements for discussion of the exemptive order from the SEC.)

(16)Unless otherwise indicated, all investments are non-controlled, non-affiliated investments. Non-controlled, non-affiliated investments are defined as investments in which the Company owns less than 5% of the portfolio company’s outstanding voting securities and does not have the power to exercise control over the management or policies of such portfolio company. As of March 31, 2025, all of the company's investments were non-controlled, non-affiliated.

(17)Investments that the Company has determined are not “qualifying assets” under Section 55(a) of the 1940 Act. Under the 1940 Act, we may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of our total assets. The status of these assets under the 1940 Act is subject to change. The Company monitors the status of these assets on an ongoing basis. As of December 31, 2024, non-qualifying assets represented approximately 5.4% of the total assets of the Company.

(18)The negative fair value is the result of the commitment being valued below par.

(19)The undrawn portion of these committed revolvers and delayed draw term loans includes a commitment and unused fee rate.

(20)As of December 31, 2024, the Company had the following commitments to fund various revolving and delayed draw senior secured and subordinated loans, including commitments to issue letters of credit through a financial intermediary on behalf of certain portfolio companies. Such commitments are subject to the satisfaction of certain conditions set forth in the documents governing these loans and letters of credit and there can be no assurance that such conditions will be satisfied. See Note 8 to the consolidated financial statements for further information on revolving and delayed draw loan commitments, including commitments to issue letters of credit, related to certain portfolio companies.

See notes to the consolidated financial statements.

40

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

Name of Issuer	Total Commitment			Drawn Commitment			Letters of Credit **			Undrawn Commitment
AHP Timberwolf Bidco Corp.	$	100	$		—	$		—	$		100
AMI Buyer, Inc.		100			24			—			76
American Restoration Holdings, LLC		131			22			—			109
Aspen Aerogels, Inc.		100			43			—			57
Bingo Group Buyer, Inc.		200			3			—			197
CRS Holdings, Inc.		100			—			7			93
Club Champion LLC		100			37			—			63
Cool Buyer, Inc.		200			—			—			200
Distinct Holdings Inc		100			—			—			100
FEV Acquisition Corporation (i)		—			—			—			—
GAT-Airline Ground Support Inc		160			—			—			160
GC Waves Holdings, Inc.		188			—			—			188
Generator Buyer, Inc.*		131			—			2			129
Lotus Topco Inc.		100			—			—			100
Lunar Buyer, LLC		200			11			—			189
NPPI Buyer, LLC		200			—			—			200
Omnimax International, LLC		100			—			—			100
Orion Buyer, LLC		200			20			—			180
PHOENIX YW BUYER, INC.		50			—			—			50
PMA Parent Holdings, LLC		100			—			—			100
Pavement Preservation Acquisition, LLC		100			—			—			100
Protein For Pets Opco, LLC		100			—			—			100
Rarebreed Veterinary Partners, Inc.		181			—			—			181
Regis Corporation		100			17			15			68
Saffron Bidco Ltd*		125			—			—			125
Sysnet North America, Inc.		100			53			—			47
TCW Midco LLC		200			—			—			200
TeamLINX Buyer, LLC		100			—			—			100
The North Highland Company LLC		200			20			—			180
Traffic Management Solutions, LLC		300			8			—			292
Ultra Clean Holdco LLC		1,336			—			—			1,336
Uniguest Holdings, Inc		200			—			—			200
Vixxo Corporation		50			—			—			50
WC ORS Buyer, Inc.		200			26			—			174
WH BorrowerCo, LLC		200			49			—			151
WildBrain Ltd.		100			15			—			85
Total Commitments	$	6,152	$		349	$		24	$		5,779

(i) The Company had an unfunded commitment to its own discretion, hence the timing and the amount of funding has not been determined

* These investments are in a foreign currency and the total commitment has been converted to USD using the December 31, 2024 exchange rate.

** For all letters of credit issued and outstanding on December 31, 2024, $24 will expire in 2025.

(21)Securities that are exempt from registration under the Securities Act of 1933 (the “Securities Act”), and may be deemed to be “restricted securities” under the Securities Act. As of December 31, 2024, the aggregate fair value of these securities is $2,895 or 0.8% of the Company's net assets. The acquisition dates of the restricted securities are as follows:

Issuer	Investment Type	Acquisition Date
TVG Orion Blocker, Inc.	Common Equity - Stock	7/18/2024
WC ORS Holdings, L.P.	Common Equity - Limited Partnership	8/7/2024
Cool Acquisition Holdings, LP	Common Equity - Limited Partnership	10/31/2024
SEKO Global Logistics Network, LLC	Common Equity - Stock	12/27/2024

See notes to the consolidated financial statements.

41

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

(22) The following shows the composition of the Company’s portfolio at cost by investment type and industry as of December 31, 2024:

Industry	First Lien - Secured Debt		Unsecured Debt		Common Equity		Total
Aerospace & Defense	$	15,656	$	—	$	—	$	15,656
Air Freight & Logistics		9,531		—		2,736		12,267
Automobile Components		12,582		—		34		12,616
Building Products		7,252		—		—		7,252
Capital Markets		7,792		—		—		7,792
Chemicals		21,392		—		—		21,392
Commercial Services & Supplies		100,846		—		—		100,846
Communications Equipment		7,874		—		—		7,874
Construction & Engineering		49,956		—		—		49,956
Consumer Staples Distribution & Retail		16,092		—		—		16,092
Containers & Packaging		9,635		—		—		9,635
Diversified Consumer Services		63,219		—		—		63,219
Electrical Equipment		6,298		—		—		6,298
Electronic Equipment, Instruments & Components		7,839		—		—		7,839
Energy Equipment & Services		7,263		—		—		7,263
Entertainment		12,490		—		—		12,490
Financial Services		30,385		—		—		30,385
Food Products		23,286		—		—		23,286
Ground Transportation		15,721		—		—		15,721
Health Care Equipment & Supplies		38,997		—		—		38,997
Health Care Providers & Services		124,976		—		—		124,976
Health Care Technology		15,560		—		—		15,560
Hotels, Restaurants & Leisure		39,481		—		—		39,481
Insurance		15,588		—		—		15,588
IT Services		24,325		—		—		24,325
Leisure Products		20,102		—		—		20,102
Life Sciences Tools & Services		7,621		—		—		7,621
Machinery		15,680		—		—		15,680
Media		15,398		—		—		15,398
Personal Products		17,420		—		—		17,420
Pharmaceuticals		35,633		19		99		35,751
Professional Services		27,986		—		—		27,986
Software		30,450		—		—		30,450
Specialty Retail		16,592		—		—		16,592
Textiles, Apparel & Luxury Goods		7,914		—		—		7,914
Trading Companies & Distributors		25,200		—		30		25,230
Transportation Infrastructure		3,768		—		—		3,768
Wireless Telecommunication Services		7,877		—		—		7,877
Total	$	915,677	$	19	$	2,899	$	918,595

See notes to the consolidated financial statements.

42

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

(23) The following shows the composition of the Company’s portfolio at fair value by investment type and industry as of December 31, 2024:

Industry	First Lien - Secured Debt			Unsecured Debt			Common Equity			Total			% of Net Assets
Aerospace & Defense	$	15,648		$	—		$	—		$	15,648			4.3	%
Air Freight & Logistics		9,734			—			2,737			12,471			3.4	%
Automobile Components		12,610			—			34			12,644			3.5	%
Building Products		7,251			—			—			7,251			2.0	%
Capital Markets		7,858			—			—			7,858			2.2	%
Chemicals		21,277			—			—			21,277			5.8	%
Commercial Services & Supplies		101,011			—			—			101,011			27.8	%
Communications Equipment		6,272			—			—			6,272			1.7	%
Construction & Engineering		49,658			—			—			49,658			13.6	%
Consumer Staples Distribution & Retail		16,026			—			—			16,026			4.4	%
Containers & Packaging		9,627			—			—			9,627			2.6	%
Diversified Consumer Services		58,525			—			—			58,525			16.1	%
Electrical Equipment		6,344			—			—			6,344			1.7	%
Electronic Equipment, Instruments & Components		7,898			—			—			7,898			2.2	%
Energy Equipment & Services		7,013			—			—			7,013			1.9	%
Entertainment		12,495			—			—			12,495			3.4	%
Financial Services		30,254			—			—			30,254			8.3	%
Food Products		23,306			—			—			23,306			6.4	%
Ground Transportation		15,671			—			—			15,671			4.3	%
Health Care Equipment & Supplies		39,093			—			—			39,093			10.7	%
Health Care Providers & Services		124,071			—			—			124,071			34.0	%
Health Care Technology		15,641			—			—			15,641			4.3	%
Hotels, Restaurants & Leisure		38,715			—			—			38,715			10.6	%
Insurance		15,677			—			—			15,677			4.3	%
IT Services		24,320			—			—			24,320			6.7	%
Leisure Products		20,025			—			—			20,025			5.5	%
Life Sciences Tools & Services		7,174			—			—			7,174			2.0	%
Machinery		15,769			—			—			15,769			4.3	%
Media		15,349			—			—			15,349			4.2	%
Personal Products		17,286			—			—			17,286			4.7	%
Pharmaceuticals		35,651			19			93			35,763			9.8	%
Professional Services		28,118			—			—			28,118			7.7	%
Software		30,110			—			—			30,110			8.3	%
Specialty Retail		16,603			—			—			16,603			4.6	%
Textiles, Apparel & Luxury Goods		7,912			—			—			7,912			2.2	%
Trading Companies & Distributors		25,282			—			31			25,313			6.9	%
Transportation Infrastructure		3,781			—			—			3,781			1.0	%
Wireless Telecommunication Services		7,876			—			—			7,876			2.2	%
Total	$	906,931		$	19		$	2,895		$	909,845			249.6	%
% of Net Assets		248.8	%		0.0	%		0.8	%		249.6	%

See notes to the consolidated financial statements.

43

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2024

(In thousands, except share data)

	Percentage of Total Investments (at Fair Value) as of December 31, 2024
Industry Classification
Health Care Providers & Services		13.6	%
Commercial Services & Supplies		11.0	%
Diversified Consumer Services		6.3	%
Construction & Engineering		5.5	%
Health Care Equipment & Supplies		4.3	%
Hotels, Restaurants & Leisure		4.3	%
Pharmaceuticals		3.9	%
Financial Services		3.3	%
Software		3.3	%
Professional Services		3.1	%
Trading Companies & Distributors		2.8	%
IT Services		2.7	%
Food Products		2.6	%
Chemicals		2.3	%
Leisure Products		2.2	%
Personal Products		1.9	%
Specialty Retail		1.8	%
Consumer Staples Distribution & Retail		1.8	%
Machinery		1.7	%
Insurance		1.7	%
Ground Transportation		1.7	%
Aerospace & Defense		1.7	%
Health Care Technology		1.7	%
Media		1.7	%
Automobile Components		1.4	%
Entertainment		1.4	%
Air Freight & Logistics		1.4	%
Containers & Packaging		1.1	%
Textiles, Apparel & Luxury Goods		0.9	%
Electronic Equipment, Instruments & Components		0.9	%
Wireless Telecommunication Services		0.9	%
Capital Markets		0.9	%
Building Products		0.8	%
Life Sciences Tools & Services		0.8	%
Energy Equipment & Services		0.8	%
Electrical Equipment		0.7	%
Communications Equipment		0.7	%
Transportation Infrastructure		0.4	%
		100.0	%

Geographic Region	December 31, 2024
United States		94.6	%
Canada		2.4	%
United Kingdom		1.9	%
Europe		1.1	%
		100.0	%

See notes to the consolidated financial statements.

44

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Note 1. Organization

MidCap Apollo Institutional Private Lending (the “Company,” “MAIPL,” “we,” “us,” or “our”), a Delaware statutory trust formed on November 6, 2023, is a closed-end, externally managed, non-diversified management investment company that elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”) on March 15, 2024 (the “Conversion Date”). Prior to the Company's election to be regulated as a BDC, the Company was operated as a private fund in reliance on an exception from the definition of “investment company” under Section 3(c)(7) of the 1940 Act. The Company has elected to be treated for federal income tax purposes, and intends to qualify thereafter, as a regulated investment company (“RIC”) beginning on the Conversion Date as defined under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”) (see Note 2). Prior to the Conversion Date, MAIPL was taxed as a partnership for U.S. federal income tax purposes.

On March 17, 2025, the Company changed its name from “Middle Market Apollo Institutional Private Lending” to “MidCap Apollo Institutional Private Lending.”

Apollo Credit Management, LLC (the “Adviser” or “ACM”) is our investment adviser and is an affiliate of Apollo Global Management, Inc. and its consolidated subsidiaries (“AGM” or “Apollo”). The Adviser, subject to the overall supervision of our Board of Trustees (the “Board”), manages the day-to-day operations of the Company and provides investment advisory services to the Company.

Apollo Credit Management, LLC, as our administrator (in such capacity, the “Administrator”), provides among other things, administrative services and facilities to the Company. Furthermore, the Administrator will offer to provide, on our behalf, managerial assistance to those portfolio companies to which we are required to provide such assistance.

Apollo Capital Management, L.P. (the “Servicer”), is an affiliate of AGM. Prior to the Conversion Date, the Servicer was contracted to assist in the management of the day-to-day operations of the Company, and provide investment advisory and administrative services and facilities for the Company.

Our investment objective is to generate current income and, to a lesser extent, long-term capital appreciation. We primarily invest in directly originated and privately negotiated first lien senior secured loans to privately held U.S. middle-market companies, which the Company generally defines as companies with less than $75 million in earnings before interest, taxes, depreciation and amortization (“EBITDA”), as may be adjusted for market disruptions, mergers and acquisitions-related charges and synergies, and other items.

Note 2. Significant Accounting Policies

The following is a summary of the significant accounting and reporting policies used in preparing the consolidated financial statements.

Basis of Presentation

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) pursuant to the requirements on ASC 946, Financial Services — Investment Companies (“ASC 946”). In the opinion of management, all adjustments, which are of a normal recurring nature, considered necessary for the fair presentation of the consolidated financial statements for the periods presented, have been included.

Use of Estimates

The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amounts of income, expenses, gains and losses during the reported periods. Changes in the economic environment, financial markets, credit worthiness of our portfolio companies, and any other parameters used in determining these estimates could cause actual results to differ materially.

45

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Consolidation

As provided under Regulation S-X and 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. Accordingly, the Company consolidated the results of the Company’s wholly-owned subsidiaries.

As of March 31, 2025 and December 31, 2024, the Company's sole consolidated subsidiary was AP Leaf, LLC (“AP Leaf”), a Delaware limited liability company.

Cash and Cash Equivalents

The Company defines cash equivalents as securities that are readily convertible into known amounts of cash and near maturity, that they present insignificant risk of changes in value because of changes in interest rates. Generally, only securities with a maturity of three months or less from the date of purchase would qualify, with limited exceptions. The Company deems that certain money market funds, U.S. Treasury Bills, repurchase agreements, and other high-quality, short-term debt securities would qualify as cash equivalents.

Cash and cash equivalents are carried at cost, which approximates fair value. The cash and cash equivalents balance as of March 31, 2025 and December 31, 2024 were $36,559 and $33,276 respectively.

Investment Transactions

Investments are recognized when we assume an obligation to acquire a financial instrument and assume the risks for gains and losses related to that instrument. Investments are derecognized when we assume an obligation to sell a financial instrument and forego the risks for gains or losses related to that instrument. Specifically, we record all security transactions on a trade date basis. Amounts for investments recognized or derecognized but not yet settled are reported as a receivable for investments sold and a payable for investments purchased, respectively, in the Consolidated Statements of Assets and Liabilities.

Fair Value Measurements

The Company follows guidance in ASC 820, Fair Value Measurement (“ASC 820”), where fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements are determined within a framework that establishes a three-tier hierarchy which maximizes the use of observable market data and minimizes the use of unobservable inputs to establish a classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, such as the risk inherent in a particular valuation technique used to measure fair value using a pricing model and/or the risk inherent in the inputs for the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the information available. The inputs or methodology used for valuing assets or liabilities may not be an indication of the risks associated with investing in those assets or liabilities.

ASC 820 classifies the inputs used to measure these fair values into the following hierarchy:

Level 1: Quoted prices in active markets for identical assets or liabilities, accessible by us at the measurement date.

Level 2: Quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active, or other observable inputs other than quoted prices.

Level 3: Unobservable inputs for the asset or liability.

In all cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to each investment. The level assigned to the investment valuations may not be indicative of the risk or liquidity associated with investing in such investments. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may differ materially from the values that would be received upon an actual disposition of such investments.

46

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Investment Valuation Process

The Board has designated the Adviser as its “valuation designee” pursuant to Rule 2a-5 under the 1940 Act, and in that role the Adviser is responsible for performing fair value determinations relating to all of the Company's investments, including periodically assessing and managing any material valuation risks and establishing and applying fair value methodologies, in accordance with valuation policies and procedures that have been approved by the Board. Even though the Board designated the Company's Adviser as “valuation designee,” the Board continues to be responsible for overseeing the processes for determining fair valuation.

Under the Company's valuation policies and procedures, the Adviser values investments, including certain secured debt, unsecured debt and other debt securities with maturities greater than 60 days, for which market quotations are readily available, at such market quotations (unless they are deemed not to represent fair value). We attempt to obtain market quotations from at least two brokers or dealers (if available, otherwise from a principal market maker, primary market dealer or other independent pricing service). We utilize mid-market pricing as a practical expedient for fair value unless a different point within the range is more representative. If and when market quotations are unavailable or are deemed not to represent fair value, we typically utilize independent third party valuation firms to assist us in determining fair value. Accordingly, such investments go through our multi-step valuation process as described below. In each case, our independent third party valuation firms consider observable market inputs together with significant unobservable inputs in arriving at their valuation recommendations for such investments. Investments purchased within the quarter before the valuation date and debt investments with remaining maturities of 60 days or less may each be valued at cost with interest accrued or discount accreted/premium amortized to the date of maturity (although they are typically valued at available market quotations), unless such valuation, in the judgment of our Adviser, does not represent fair value. In this case such investments shall be valued at fair value as determined in good faith by or under the direction of the Adviser including using market quotations where available. Investments that are not publicly traded or whose market quotations are not readily available are valued at fair value as determined in good faith by or under the direction of the Adviser. Such determination of fair values may involve subjective judgments and estimates.

With respect to investments for which market quotations are not readily available or when such market quotations are deemed not to represent fair value, the Adviser undertakes a multi-step valuation process each quarter, as described below:

(1)Independent valuation firms engaged conduct independent appraisals and assessments for all the investments they have been engaged to review. If an independent valuation firm is not engaged during a particular quarter, the valuation may be conducted by the Adviser;

(2)At least each quarter, the valuation will be reassessed and updated by the Adviser or an independent valuation firm to reflect company specific events and latest market data;

(3)Preliminary valuation conclusions are then documented and discussed with senior management of our Adviser;

(4)The Adviser discusses valuations and determines in good faith the fair value of each investment in our portfolio based on the input of the applicable independent valuation firm; and

(5)For Level 3 investments entered into within the current quarter, the cost (purchase price adjusted for accreted original issue discount/amortized premium) or any recent comparable trade activity on the security investment shall be considered to reasonably approximate the fair value of the investment, provided that no material change has since occurred in the issuer’s business, significant inputs or the relevant environment.

Investments determined by these valuation procedures which have a fair value of less than $1 million during the prior fiscal quarter may be valued based on inputs identified by the Adviser without the necessity of obtaining valuation from an independent valuation firm, if once annually an independent valuation firm using the procedures described herein provides an independent assessment of value. Investments in all asset classes are valued utilizing a market approach, an income approach, or both approaches, as appropriate. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities (including a business). The income approach uses valuation techniques to convert future amounts (for example, cash flows or earnings) to a single present amount (discounted). The measurement is based on the value indicated by current market expectations about those future amounts. In following these approaches, the types of factors that we may take into account in fair value pricing our investments include, as relevant: available current market data, including relevant and applicable market trading and transaction comparables, applicable market yields and multiples, security covenants, seniority of investment in the investee company’s capital structure, call protection provisions, information rights, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons of financial ratios of peer companies that are public, M&A comparables, our principal market (as the reporting entity) and enterprise values, among other factors. During the three months ended March 31, 2025, there were no significant changes to the Company’s valuation techniques and related inputs considered in the valuation process.

47

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Valuation of Other Financial Assets and Financial Liabilities

ASC 825, Financial Instruments, permits an entity to choose, at specified election dates, to measure certain assets and liabilities at fair value (the “Fair Value Option”). We have not elected the Fair Value Option to report selected financial assets and financial liabilities. Debt issued by the Company is reported at amortized cost (see Note 5 to the consolidated financial statements). The carrying value of all other financial assets and liabilities approximates fair value due to their short maturities or their close proximity of the originations to the measurement date.

Realized Gains or Losses

Security transactions are accounted for on a trade date basis. Realized gains or losses on investments are calculated by using the specific identification method. Securities that have been called by the issuer are recorded at the call price on the call effective date.

Investment Income Recognition

Interest Income

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. The amortized cost of debt investments represents the original cost, including loan origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion of discounts and amortization of premiums, if any. Upon prepayment of a loan or debt security, any prepayment premiums, unamortized upfront loan origination fees and unamortized discounts are recorded as interest income in the current period.

PIK Income

The Company may have loans in its portfolio that contain payment-in-kind ("PIK") provisions. PIK investments offer issuers the option at each payment date of making payments in cash or in additional securities. PIK income computed at the contractual rate is accrued into income, which is included in interest income in the Company’s Consolidated Statements of Operations, and reflected as interest receivable up to the capitalization date. When additional securities are received, they typically have the same terms, including maturity dates and interest rates as the original securities issued. On these payment dates, the Company capitalizes the accrued interest or dividends receivable (reflecting such amounts as the basis in the additional securities received). PIK generally becomes due at maturity of the investment or upon the investment being called by the issuer. To maintain the Company’s status as a RIC, this non-cash source of income must be paid out to Limited Owners in the form of dividends, even though the Company has not yet collected cash.

If at any point the Company believes PIK is not fully expected to be realized, the investment generating PIK will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest or dividends are reversed from the related receivable through interest or dividend income, respectively. The Company does not reverse previously capitalized PIK interest or dividends. Upon capitalization, PIK is subject to the fair value estimates associated with their related investments. PIK investments on non-accrual status are restored to accrual status if the Company believes that PIK is expected to be realized.

Dividend Income

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

Fee Income

The Company may receive various fees in the ordinary course of business such as structuring, consent, waiver, amendment, syndication fees as well as fees for managerial assistance rendered by the Company to the portfolio companies. Such fees are recognized as income when earned or the services are rendered.

48

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Non-Accrual Income

Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a loan is placed on non-accrual status. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in management’s judgment, are likely to remain current. Management may make exceptions to this treatment and determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection.

Expenses

Expenses include management fees, performance-based incentive fees, interest expense, insurance expenses, administrative service fees, legal fees, trustee fees, audit and tax service expenses, third-party valuation fees and other general and administrative expenses. Expenses are recognized on an accrual basis.

Organization Expenses

Costs associated with the organization of the Company are expensed as incurred. These expenses consist primarily of legal fees and other costs of organizing the Company.

Offering Expenses

Costs associated with the offering of Limited Owner interests of the Company are capitalized as deferred offering expenses and are included in prepaid expenses and other assets in the Statement of Assets and Liabilities and are amortized over a twelve-month period beginning with commencement of operations and any additional expenses for other offerings from incurrence. These expenses consist primarily of legal fees and other costs incurred in connection with the Company’s offerings, preparation of the Company’s registration statement, and registration fees.

Financing Costs

The Company records expenses related to shelf filings and applicable offering costs as deferred financing costs in the Statements of Assets and Liabilities. To the extent such expenses relate to equity offerings, these expenses are charged as a reduction of capital upon utilization, in accordance with ASC 946-20-25, or charged to expense if no offering is completed.

The Company records origination and other expenses related to its debt obligations as deferred financing costs. The deferred financing cost for all outstanding debt is presented as a direct deduction from the carrying amount of the related debt liability. These expenses are deferred and amortized as part of interest expense using the straight-line method over the stated life of the obligation which approximates the effective yield method. In the event that we modify or extinguish our debt before maturity, the Company follows the guidance in ASC 470-50, Modification and Extinguishments (“ASC 470-50”). For extinguishments of our debt, any unamortized deferred financing costs are deducted from the carrying amount of the debt in determining the gain or loss from the extinguishment.

Federal and State Income Taxes

We have elected to be treated as a RIC under the Code and operate in a manner so as to qualify for the tax treatment applicable to RICs. To qualify as a RIC, the Company must (among other requirements) meet certain source-of-income and asset diversification requirements and timely distribute to its shareholders at least 90% of its investment company taxable income as defined by the Code, for each year. The Company (among other requirements) intend to make the requisite distributions to its shareholders, which will generally relieve the Company from corporate-level income taxes. For income tax purposes, distributions made to shareholders are reported as ordinary income, capital gains, non-taxable return of capital, or a combination thereof. The final determination of the tax character of distributions will not be made until we file our tax return for the tax year ending December 31, 2025. The character of income and gains that we will distribute is determined in accordance with income tax regulations that may differ from GAAP. Book and tax basis differences relating to shareholder dividend and distributions and other permanent book and tax difference are reclassified to paid-in capital.

49

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

If we do not distribute (or are not deemed to have distributed) at least 98% of our annual ordinary income and 98.2% of our capital gains in the calendar year earned, we will generally be required to pay excise tax equal to 4% of the amount by which 98% of our annual ordinary income and 98.2% of our capital gains exceed the distributions from such taxable income for the year. To the extent that we determine that our estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such taxable income, we accrue excise taxes, if any, on estimated undistributed taxable income.

If we fail to satisfy the annual distribution requirement or otherwise fail to qualify as a RIC in any taxable year, we would be subject to tax on all of our taxable income at regular corporate rates. Distribution would generally be taxable to our individual and other non-corporate taxable shareholders as ordinary dividend income eligible for the reduced maximum rate applicable to qualified dividend income to the extent of our current and accumulated earnings and profits provided certain holding period and other requirements are met. Subject to certain limitation under the Code, corporate distributions would be eligible for the dividend-received deduction. To qualify again to be taxed as a RIC in a subsequent year, we would be required to distribute to our shareholders our accumulated earnings and profits attributable to non RIC years. In addition, if we failed to qualify as a RIC for a period greater than two taxable years, then, in order to qualify as a RIC in a subsequent year, we would be required to elect to recognize and pay tax on any net built-in gain (the excess of aggregate gain, including items of income, over aggregate loss that would have been realized if we had been liquidated) or, alternatively, be subject to taxation on such built-in gain recognized for a period of five years.

As of December 31, 2024, the Company was taxed as a RIC for U.S. federal income tax purposes.

We follow ASC 740, Income Taxes (“ASC 740”). ASC 740 provides guidance for how uncertain tax positions should be recognized, measured, presented, and disclosed in the financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing our tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. Penalties or interest, if applicable, that may be assessed relating to income taxes would be classified as other operating expenses in the financial statements. As of March 31, 2025, there were no uncertain tax positions and no amounts accrued for interest or penalties. Management’s determinations regarding ASC 740 may be subject to review and adjustment at a later date based upon factors including, but not limited to, an on-going analysis of tax laws, regulations and interpretations thereof. Although we file both federal and state income tax returns, our major tax jurisdiction is federal.

Recent Accounting Pronouncements

The Company adopted FASB Accounting Standards Update 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures (“ASU 2023-07”). An operating segment is defined as a component of a public entity that engages in business activities from which it may recognize revenues and incur expenses, has operating results that are regularly reviewed by the public entity’s chief operating decision maker (“CODM”) to make decisions about resources to be allocated to the segment and assess its performance, and has discrete financial information available. The Company operates under one operating segment and reporting unit, investment management. The CODM is the chief executive officer of the Company, who is responsible for determining the Company’s investment strategy, capital allocation, expense structure, and significant transactions impacting the Company. Key metrics include, but are not limited to, net investment income and net increase in net assets resulting from operations that is reported on the Consolidated Statement of Operations, fair value of investments as disclosed on the Consolidated Schedule of Investments, as well as distributions made to the Company’s shareholders. The Company’s adoption of this guidance did not have a material impact on the Company’s financial position, results of operations or cash flows.

Note 3. Related Party Agreements and Transactions

Advisory Agreement

On March 15, 2024, the Company entered into an investment advisory agreement (the “Advisory Agreement”) with the Adviser, 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 thereafter will continue for successive annual periods provided that such continuance is specifically 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 independent trustees. The Company may terminate the Advisory Agreement, without payment of any penalty, upon 60 days’ written notice. The Advisory Agreement will automatically terminate in the event of its assignment within the meaning of the 1940 Act and related SEC guidance and interpretations.

50

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

The Company pays the Adviser a fee for its services under the Advisory Agreement consisting of two components, a base management fee and an incentive fee. The cost of both the base management fee and the incentive fee will ultimately be borne by the shareholders. Substantial additional fees and expenses may also be charged by the Administrator to the Company, which is an affiliate of the Adviser.

Base Management Fee

The Management Fee is accrued monthly and paid quarterly in arrears at an annual rate of 1.00% of the Company's net assets as of the beginning of the first business day of the applicable month. For these purposes, “net assets” means the Company’s total assets less liabilities determined on a consolidated basis in accordance with GAAP. For the first calendar quarter in which the Company has operations, net assets was measured as the average of net assets (i) at the date the Company first delivers a drawdown notice to its investors and (ii) at the end of such first calendar quarter. The Adviser agreed to waive the management fee through March 15, 2025 and has also agreed to waive 50% of the management fee from March 15, 2025 to March 15, 2026.

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.

(i) Incentive Fee on Pre-Incentive Fee Net Investment Income

The portion based on the Company’s income is based on Pre-Incentive Fee Net Investment Income Returns. “Pre-Incentive Fee Net Investment Income Returns” means, as the context requires, either the dollar value of, or percentage rate of return on the value of the Company’s net assets at the end of the immediate preceding quarter from, interest income, dividend income and any other income (including any other fees, such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies) accrued during the calendar quarter, minus the Company’s operating expenses accrued for the quarter (including the Management Fee, expenses payable under the Administration Agreement entered into between us and our Administrator, and any interest expense or fees on any credit facilities or outstanding debt and dividends paid on any issued and outstanding preferred shares, but excluding the incentive fee).

Pre-Incentive Fee Net Investment Income Returns include, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with pay-in-kind interest and zero coupon securities), accrued income that the Company has not yet received in cash. Pre-Incentive Fee Net Investment Income Returns do not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. The impact of expense support payments and recoupments are also excluded from Pre-Incentive Fee Net Investment Income Returns.

Pre-Incentive Fee Net Investment Income Returns, expressed as a rate of return on the value of our net assets at the end of the immediate preceding quarter, is compared to a “hurdle rate” of return of 1.500% per quarter (6.000% annualized). We will pay the Adviser an incentive fee quarterly in arrears with respect to our Pre-Incentive Fee Net Investment Income Returns in each calendar quarter as follows:

•No incentive fee based on Pre-Incentive Fee Net Investment Income Returns in any calendar quarter in which our Pre-Incentive Fee Net Investment Income Returns do not exceed the hurdle rate of 1.500% per quarter (6.000% annualized);

•100% of the dollar amount of our 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 a rate of return of 1.710% (6.860% annualized). This “catch-up” is meant to provide the Adviser with approximately 12.5% of our Pre-Incentive Fee Net Investment Income Returns as if a hurdle rate did not apply if this net investment income exceeds 1.710% in any calendar quarter; and

•12.5% of the dollar amount of our Pre-Incentive Fee Net Investment Income Returns, if any, that exceed a rate of return of 1.710% (6.860% annualized). This 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 thereafter are allocated to the Adviser.

51

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

(ii) Incentive Fee on Capital Gains

The second part of the incentive fee is determined and payable in arrears as of the end of each calendar year in an amount equal to 12.5% of realized capital gains, if any, on a cumulative basis from inception through the end of each calendar year. Fees are computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gain incentive fees.

Both components of the incentive fee calculations are for any period of less than three months and adjusted for any share issuances or repurchases during the relevant quarter. The Adviser agreed to waive the incentive fee through March 15, 2025 and has also agreed to waive 50% of the incentive fee from March 15, 2025 to March 15, 2026.

For the three months ended March 31, 2025, the Company recognized $947 of management fees, and $1,655 of performance-based incentive fees before impact of waived fees. For the three months ended March 31, 2025, $860 of management fees were waived and $1,479 of performance-based incentive fees were waived.

For the three months ended March 31, 2024, the Company recognized $141 of management fees, and $340 of incentive fees from pre-incentive fee net investment income and $86 of incentive fees from capital gains before impact of waived fees. For the three months ended March 31, 2024, $141 of management fees were waived and $340 of incentive fees from pre-incentive fee net investment income and $86 of incentive fees from capital gains were waived.

As of March 31, 2025, management fees payable and performance-based incentive fees payable were $87 and $176, respectively. As of March 31, 2024, there were no amounts payable to the Adviser relating to management fees or incentive fees.

Administration Agreement

On March 15, 2024, the Company entered into an administration agreement (the “Administration Agreement”) with the Administrator. Under the terms of 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 net asset value, compliance monitoring (including diligence and oversight of other service providers), preparing reports to shareholders and reports filed with the Securities and Exchange Commission (the “SEC”), preparing materials and coordinating meetings of the Company’s Board, managing the payment of expenses and the performance of administrative and professional services rendered by others and providing office space, equipment and office services. The Company will reimburse the Administrator for the 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 (including rent, office equipment and utilities) 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 AGM or any of its affiliates, subject to the limitations described in Advisory and Administration Agreements. 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 the Company will reimburse the Administrator for any services performed 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.

Transaction Agreement

In December 2023, the Company entered into a transaction agreement whereby, among other things, accepted initial capital commitments and entered into a master participation and sale agreement (the “Asset Transfer Agreement”) to acquire the initial loan portfolio of an affiliated Cayman Islands exempted limited partnership (the “Affiliate”). See below for additional information on the Asset Transfer Agreement and Note 6 for information on initial capital commitments.

52

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Asset Transfer Agreement

In December 2023, AP Leaf entered into an Asset Transfer Agreement with the Affiliate pursuant to which AP Leaf would acquire and hold (a) initially participation rights in the initial loan portfolio and (b) legal and beneficial title to the initial loan portfolio. As part of the initial loan portfolio, the Affiliate transferred $785,224 of secured, floating rate, middle market term loans to AP Leaf. AP Leaf also acquired $1,280 of capitalized PIK for no additional consideration.

In January 2024, all loans acquired in the initial loan portfolio were assigned to the Company and ceased to be owned through the Asset Transfer Agreement with the Affiliate. Additional consideration of $236 was provided to the Affiliate in conjunction with settlement of the Asset Transfer Agreement.

Servicing Fee Agreement

As part of the Transaction Agreement, the Company entered into an agreement with the Servicer to provide, or oversee the performance of, administrative and compliance services, including, but not limited to: (a) possessing, keeping and maintaining the books and records of the Company; (b) preparing and delivering financial information (including financial statements); and (c) the day-to-day administration of the loan portfolio, including opening and maintaining bank accounts for the Company and receiving and disbursing funds therefrom. The Company acknowledges that these services, in whole or in part, will be sub-contracted to MidCap Financial Services, LLC.

In exchange for these services, a servicing fee will be paid quarterly in arrears to the Servicer, as described below:

(1) With respect to certain assets acquired by the Affiliate before December 20, 2018 and sold to the Company in conjunction with the Asset Transfer Agreement above, a service fee equal to 0.0625% of the aggregate face value of the final day of the quarter; and

(2) With respect to certain assets acquired by the Affiliate after December 20, 2018 and sold to the Company in conjunction with the Asset Transfer Agreement above, a service fee equal to 0.0875% of the aggregate face value of the final day of the quarter.

For the three months ended March 31, 2025 and 2024, the Company recognized $– and $553, respectively, of servicing fees. The agreement with the Servicer terminated after the Conversion Date, when the Company elected to be regulated as a BDC.

Expense Support and Conditional Reimbursement Agreement

The Company entered into an expense support and conditional reimbursement agreement (the “Expense Support Agreement”) with the Adviser. The Adviser may elect to pay certain expenses (each, an “Expense Payment”), provided that no portion of the payment will be used to pay any interest or distributions and/or servicing fees of the Company. Any Expense Payment that the Adviser has committed to pay must be paid by the Adviser to the Company in any combination of cash or other immediately available funds no later than forty-five days after such commitment was made in writing, and/or offset against amounts due from the Company to the Adviser or its affiliates.

Following any calendar month in which Available Operating Funds (as defined below) exceed the cumulative distributions accrued to the Company’s shareholders based on distributions declared with respect to record dates occurring in such calendar month (the amount of such excess being hereinafter referred to as “Excess Operating Funds”), the Company shall pay such Excess Operating Funds, or a portion thereof, to the Adviser until such time as all Expense Payments made by the Adviser to the Company within three years prior to the last business day of such calendar month have been reimbursed. Any payments required to be made by the Company shall be referred to herein as a “Reimbursement Payment”. “Available Operating Funds” means the sum of (i) net investment company taxable income (including net short-term capital gains reduced by net long-term capital losses), (ii) net capital gains (including the excess of net long-term capital gains over net short-term capital losses) and (iii) dividends and other distributions paid on account of investments in portfolio companies (to the extent such amounts listed in clause (iii) are not included under clauses (i) and (ii) above).

53

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

No Reimbursement Payment for any month will be made if: (1) the “Effective Rate of Distributions Per Share” (as defined below) declared by the Company at the time of such Reimbursement Payment is less than the Effective Rate of Distributions Per Share at the time the Expense Payment was made to which such Reimbursement Payment relates, or (2) our “Operating Expense Ratio” (as defined below) at the time of such Reimbursement Payment is greater than the Operating Expense Ratio at the time the Expense Payment was made to which such Reimbursement Payment relates. Pursuant to the Expense Support Agreement, “Effective Rate of Distributions Per Share” means the annualized rate (based on a 365 day year) of regular cash distributions per share exclusive of returns of capital, distribution rate reductions due to distribution and shareholder fees, and declared special dividends or special distributions, if any. The “Operating Expense Ratio” is calculated by dividing Operating Expenses, less organizational and offering expenses, base management and incentive fees owed to Adviser, and interest expense, by our net assets.

The Company’s obligation to make a Reimbursement Payment shall automatically become a liability of the Company on the last business day of the applicable calendar month, except to the extent the Adviser has waived its right to receive such payment for the applicable month.

Distribution Reinvestment Plan

We have adopted a distribution reinvestment plan, pursuant to which we will reinvest all cash distributions declared by the Board on behalf of our shareholders who do not elect to receive their distributions in cash as provided below. As a result, if the Board authorizes, and we declare, a cash distribution or other distribution, then our shareholders who have not opted out of our distribution reinvestment plan will have their cash distributions automatically reinvested in additional shares as described below, rather than receiving the cash distribution or other distribution. distributions on fractional shares will be credited to each participating shareholder’s account to three decimal places. No action is required on the part of a registered shareholder to have his, her or its cash distribution or other distribution reinvested in our shares.

Co-Investment Activity

An affiliate of the Adviser has received an exemptive order from the SEC on January 14, 2025 (the “Order”), that permits us, among other things, to co-invest with certain other persons, including certain affiliates of the Adviser and certain funds managed and controlled by the Adviser and its affiliates, subject to certain terms and conditions. Pursuant to such Order, we may co-invest on a concurrent basis with affiliates of ours, subject to compliance with applicable regulations and our allocation procedures. Certain types of negotiated co-investments may be made only in accordance with the Order from the SEC permitting us to do so. Under the terms of the Order, a “required majority” (as defined in Section 57(o) of the 1940 Act) of our independent trustees must be able to reach certain conclusions in connection with a co-investment transaction, including that (1) the terms of the proposed transaction are reasonable and fair to us and our shareholders and do not involve overreaching of us or our shareholders on the part of any person concerned, and (2) the transaction is consistent with the interests of our shareholders and is consistent with our Board’s approved criteria. In certain situations where co-investment with one or more funds managed by the Adviser or its affiliates is not covered by the Order, the personnel of the Adviser or its affiliates will need to decide which fund will proceed with the investment. Such personnel will make these determinations based on allocation policies and procedures, which are designed to reasonably ensure that investment opportunities are allocated fairly and equitably among affiliated funds over time and in a manner that is consistent with applicable laws, rules and regulations. The Order is subject to certain terms and conditions so there can be no assurance that we will be permitted to co-invest with certain of our affiliates other than in the circumstances currently permitted by regulatory guidance and the Order.

As of March 31, 2025, the Company’s co-investment holdings were 37.8% of the portfolio or $354,256, measured at fair value. On a cost basis, 37.3% of the portfolio or $354,408 were co-investments.

54

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Note 4. Investments

Fair Value Measurement and Disclosures

The following table shows the composition of our investments as of March 31, 2025, with the fair value disaggregated into the three levels of the fair value hierarchy in accordance with ASC 820:

					Fair Value Hierarchy
	Cost		Fair Value		Level 1		Level 2		Level 3
First Lien Secured Debt	$	947,623	$	933,148	$	—	$	7,027	$	926,122
Unsecured Debt		19		18		—		—		19
Common Equity/Interests		3,049		3,749		—		—		3,750
Total Investments at Fair Value	$	950,691	$	936,915	$	—	$	7,027	$	929,891

The following table shows the composition of our investments as of December 31, 2024, with the fair value disaggregated into the three levels of the fair value hierarchy in accordance with ASC 820:

						Fair Value Hierarchy
	Cost		Fair Value		Level 1			Level 2		Level 3
First Lien Secured Debt	$	915,677	$	906,931	$		—	$	14,183	$	892,748
Unsecured Debt		19		19			—		—		19
Common Equity/Interests		2,899		2,895			—		—		2,895
Total Investments at Fair Value	$	918,595	$	909,845	$		—	$	14,183	$	895,662

Fair Value Measurement and Disclosures

The following table shows changes in the fair value of our Level 3 investments during the three months ended March 31, 2025:

	Three Months Ended March 31, 2025
	First Lien Secured Debt			Unsecured Debt		Common Equity/Interests		Total
Fair value as of December 31, 2024	$	892,748			19		2,895	$	895,662
Net realized gains (losses)		—			—		—		—
Net change in unrealized gains (losses)		(6,380	)		—		706		(5,674	)
Net amortization on investments		1,569			—		—		1,569
Purchases, including capitalized PIK (2)		84,678			—		149		84,827
Sales (2)		(46,493	)		—		—		(46,493	)
Transfers out of Level 3 (1)		—			—		—		—
Transfers into Level 3 (1)		—			—		—		—
Fair value as of March 31, 2025 (3)	$	926,122			19		3,750	$	929,891
Net change in unrealized gains (losses) on Level 3 investments still held as of March 31, 2025	$	(6,380	)	$	—	$	—	$	(6,380	)

(1)Transfers out (if any) of Level 3 are due to an increase in the quantity and reliability of broker quotes obtained and transfers into (if any) Level 3 are due to a decrease in the quantity and reliability of broker quotes obtained as assessed by the Adviser. Transfers are assumed to have occurred at the end of the period. There were no transfers between Level 1 and Level 2 fair value measurements during the periods shown.

(2)Includes reorganizations and restructuring of investments.

(3)Includes unfunded commitments measured at fair value of $(287).

55

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

	Three Months Ended March 31, 2024
	First Lien Secured Debt			Unsecured Debt			Common Equity/Interests		Total
Fair value as of December 31, 2023	$	777,220			—	—		—	$	777,220
Net realized gains (losses)		—			—	—		—		—
Net change in unrealized gains (losses)		674			—	—		—		674
Net amortization on investments		1,284			—	—		—		1,284
Purchases, including capitalized PIK (2)		7,947			—	—		—		7,947
Sales (2)		(35,247	)		—	—		—		(35,247	)
Transfers out of Level 3 (1)		—			—	—		—		—
Transfers into Level 3 (1)		—			—	—		—		—
Fair value as of March 31, 2024	$	751,878		$	—		$	—	$	751,878
Net change in unrealized gains (losses) on Level 3 investments still held as of March 31, 2025	$	674		$	—		$	—	$	674

(1)Transfers out (if any) of Level 3 are due to an increase in the quantity and reliability of broker quotes obtained and transfers into (if any) Level 3 are due to a decrease in the quantity and reliability of broker quotes obtained as assessed by the Adviser. Transfers are assumed to have occurred at the end of the period. There were no transfers between Level 1 and Level 2 fair value measurements during the periods shown.

(2)Includes reorganizations and restructuring of investments.

The following table summarizes the significant unobservable inputs the Company used to value its investments categorized within Level 3 as of March 31, 2025. In addition to the techniques and inputs noted in the tables below, according to our valuation policy we may also use other valuation techniques and methodologies when determining our fair value measurements. The below table is not intended to be all-inclusive, but rather provide information on the significant unobservable inputs as they relate to the Company’s determination of fair values.

The unobservable inputs used in the fair value measurement of our Level 3 investments as of March 31, 2025 were as follows:

				Quantitative Information about Level 3 Fair Value Measurements
Asset Category		Fair Value		Valuation Techniques/Methodologies	Unobservable Input	Range		Weighted Average (1)
First Lien Secured Debt	$		827,111	Yield Analysis	Discount Rate	8.4%	19.4%	10.8%
			13,044	Market Comparable Technique	Comparable Multiple	6.5x	7.3x	6.9x
			7,402	Recovery Analysis	Recoverability %	N/A	N/A	N/A
			78,565	Cost Approach	Cost Approach	N/A	N/A	N/A
Unsecured Debt			19	Market Comparable Technique	Comparable Multiple	19.5x	19.5x	19.5x
Common Equity/Interests			3,601	Market Comparable Technique	Comparable Multiple	8.3x	19.5x	8.7x
			149	Cost Approach	Cost Approach	N/A	N/A	N/A
Total Level 3 Investments	$		929,891

(1)The weighted average information is generally derived by assigning each disclosed unobservable input a proportionate weight based on the fair value of the related investment. For the commodity price unobservable input, the weighted average price is an undiscounted price based upon the estimated production level from the underlying reserves.

56

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

The unobservable inputs used in the fair value measurement of our Level 3 investments as of December 31, 2024 were as follows:

				Quantitative Information about Level 3 Fair Value Measurements
Asset Category		Fair Value		Valuation Techniques/Methodologies	Unobservable Input	Range		Weighted Average (1)
First Lien Secured Debt	$		839,729	Yield Analysis	Discount Rate	8.6%	19.9%	11.1%
			2,852	Market Comparable Technique	Comparable Multiple	2.0x	2.0x	2.0x
			50,167	Recent Transaction	Recent Transaction	N/A	N/A	N/A
Unsecured Debt			19	Market Comparable Technique	Comparable Multiple	20.5x	20.5x	20.5x
Common Equity/Interests			2,861	Market Comparable Technique	Comparable Multiple	9.0x	20.5x	10.8x
			34	Recent Transaction	Recent Transaction	N/A	N/A	N/A
Total Level 3 Investments	$		895,662

(1)The weighted average information is generally derived by assigning each disclosed unobservable input a proportionate weight based on the fair value of the related investment. For the commodity price unobservable input, the weighted average price is an undiscounted price based upon the estimated production level from the underlying reserves.

The significant unobservable inputs used in the fair value measurement of the Company’s debt and equity securities are primarily EBITDA comparable multiples and market discount rates. The Company typically uses EBITDA comparable multiples on its equity securities to determine the fair value of investments. The Company uses market discount rates for debt securities to determine if the effective yield on a debt security is commensurate with the market yields for that type of debt security. If a debt security’s effective yield is significantly less than the market yield for a similar debt security with a similar credit profile, the resulting fair value of the debt security may be lower. For certain investments where fair value is derived based on a recovery analysis, the Company uses underlying commodity prices from third party market pricing services to determine the fair value and/or recoverable amount, which represents the proceeds expected to be collected through asset sales or liquidation. Further, for certain investments, the Company also considered the probability of future events which are not in management’s control. Significant increases or decreases in any of these inputs in isolation would result in a significantly lower or higher fair value measurement. The significant unobservable inputs used in the fair value measurement of the structured products include the discount rate applied in the valuation models in addition to default and recovery rates applied to projected cash flows in the valuation models. Specifically, when a discounted cash flow model is used to determine fair value, the significant input used in the valuation model is the discount rate applied to present value the projected cash flows. Increases in the discount rate can significantly lower the fair value of an investment; conversely decreases in the discount rate can significantly increase the fair value of an investment. The discount rate is determined based on the market rates an investor would expect for a similar investment with similar risks. For certain investments such as warrants, the Company may use an option pricing technique, of which the applicable method is the Black-Scholes Option Pricing Method (“BSM”), to perform valuations. The BSM is a model of price variation over time of financial instruments, such as equity, that is used to determine the price of call or put options. Various inputs are required but the primary unobservable input into the BSM model is the underlying asset volatility.

Investment Transactions

For the three months ended March 31, 2025 and March 31, 2024, purchases of investments on a trade date basis were $84,374 and $7,740, respectively. For the three months ended March 31, 2025 and March 31, 2024, sales and repayments (including prepayments and unamortized fees) of investments on a trade date basis were $54,431 and $35,403, respectively.

57

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

PIK Income

The Company holds loans and other investments, including certain preferred equity investments, that have contractual PIK income. PIK income computed at the contractual rate is accrued into income and reflected as receivable up to the capitalization date. During the three months ended March 31, 2025 and March 31, 2024, PIK income earned was $434 and $220, respectively.

The following table shows the change in capitalized PIK balance for the three months ended March 31, 2025 and March 31, 2024:

	Three Months Ended March 31,
	2025		2024
PIK balance at beginning of period	$	3,839	$	1,280
PIK income capitalized		294		217
Adjustments due to investments exited or written off		—		—
PIK income received in cash		—		—
PIK balance at end of period	$	4,132	$	1,497

Note 5. Debt and Foreign Currency Transactions and Translations

AP Leaf, LLC

On December 20, 2023 (the “Closing Date”), AP Leaf, a Delaware limited liability company and newly formed subsidiary of the Company, entered into a Loan and Security Agreement (the “AP Leaf Secured Credit Facility”), with AP Leaf, as borrower, the Company, in its capacity as collateral manager and in its capacity as equity holder, the lenders from time to time parties thereto, Wells Fargo bank, N.A., as administrative agent, State Street Bank and Trust Company, as trustee and collateral agent, and Virtus Group, LP, as collateral administrator. After the Conversion Date, in accordance with the 1940 Act, with certain limitations, the Company is allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowing. As of March 31, 2025 and December 31, 2024, the Company's asset coverage was 166.2% and 163.0%, respectively.

The maximum principal amount of the AP Leaf Secured Credit Facility as of the Closing Date was $500,000, which can be drawn in multiple currencies subject to certain conditions; the availability of this amount is subject to the borrowing base, which is determined on the basis of the value and types of AP Leaf’s assets from time to time, and satisfaction of certain conditions, including certain concentration limits. Amounts drawn under the AP Leaf Secured Credit Facility, will bear interest at the term SOFR Reference Rate, the CORRA Rate, SONIA or the EURIBOR Rate (the “Applicable Reference Rate”), in each case, plus a spread of 2.65% or 4.75% in the event of a default. The contractual maturity date of the AP Leaf Secured Credit Facility is December 20, 2028.

In January 2024, AP Leaf entered into Amendment No. 1 (the “First AP Leaf Amendment”) for the AP Leaf Secured Credit Facility. The First AP Leaf Amendment amended the AP Leaf Secured Credit Facility to have ComputerShare Trust N.A. succeed State Street Bank and Trust Company as trustee and collateral agent, and Virtus Group, LP as collateral administrator.

In June 2024, AP Leaf entered into Amendment No. 2 (the “Second AP Leaf Amendment”) for the AP Leaf Secured Credit Facility. The Second AP Leaf Amendment amended the AP Leaf Secured Credit Facility to increase the facility amount to $650,000.

On March 6, 2025 (the “Third Amendment Closing Date”), AP Leaf entered into the Third Amendment to Loan and Security Agreement (“Third AP Leaf Amendment”) for the AP Leaf Secured Credit Facility, dated as of December 20, 2023, by and among AP Leaf, as borrower, the Company, in its capacity as collateral manager and in its capacity as equityholder, the lenders from time to time party thereto, Wells Fargo, National Association, as administrative agent for the Secured Parties, and Computershare Trust Company, N.A., in its capacity as collateral agent and in its capacity as trustee. Capitalized terms used but not otherwise defined herein have the meanings given to them in the Third AP Leaf Amendment.

The Third AP Leaf Amendment amended the AP Leaf Secured Credit Facility to, among other things, (i) increase the AP Leaf Secured Credit Facility Amount to $750,000, (ii) reduce the spread to 2.05% per annum, (iii) extend the Reinvestment Period to the three years after the Third Amendment Closing Date and (iv) extend the AP Leaf Secured Credit Facility Maturity Date to five years after the Third Amendment Closing Date.

58

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

As of March 31, 2025, the Company's outstanding debt obligations under the AP Leaf Secured Credit Facility was $584,169 with a fair value of $580,718 and deferred financing costs of $8,375. The fair value of the Company’s debt under the AP Leaf Secured Credit Facility would be categorized as Level 3 under ASC 820 as of March 31, 2025. The valuation is based on a yield analysis and discount rate commensurate with the market yields for similar types of debt.

As of December 31, 2024, the Company's outstanding debt obligations under the AP Leaf Secured Credit Facility was $578,672 with the fair value of $578,325 and deferred financing costs of $5,150. The fair value of the Company’s debt under the AP Leaf Secured Credit Facility would be categorized as Level 3 under ASC 820 as of December 31, 2024. The valuation is based on a yield analysis and discount rate commensurate with the market yields for similar types of debt.

The following table summarizes the average and maximum debt outstanding, and the interest and debt issuance cost for the three months ended March 31, 2025 and 2024:

	Three Months Ended March 31,
		2025			2024
Average debt outstanding	$		568,558		$	500,000
Maximum amount of debt outstanding			584,201			500,000
Weighted average annualized interest cost (1)			6.83	%		7.98	%
Annualized amortized debt issuance cost			0.05	%		0.21	%
Total annualized interest cost			6.88	%		8.19	%

(1)Includes the stated interest expense and commitment fees on the unused portion of AP Leaf Secured Credit Facility. No commitment fees accrued for the three months ended March 31, 2025 and 2024.

Foreign Currency Transactions and Translations

The Company had the following foreign-denominated debt obligations outstanding on its SPV Financing Facilities as of March 31, 2025:

	Original Principal Amount (Local)		Original Principal Amount (USD)		Principal Amount Outstanding		Unrealized Gain/(Loss)		Reset Date
Candian Dollar	C$	6,000	$	4,372	$	4,169	$	203		4/15/2025
Total			$	4,372	$	4,169	$	203

The Company had the following foreign-denominated debt obligations outstanding on its SPV Financing Facilities as of December 31, 2024:

	Original Principal Amount (Local)		Original Principal Amount (USD)		Principal Amount Outstanding		Unrealized Gain/(Loss)		Reset Date
Candian Dollar	C$	6,000	$	4,372	$	4,172	$	200		10/10/2024
Total			$	4,372	$	4,172	$	200

Note 6. Net Assets

The Company is authorized to issue an unlimited number of common shares of beneficial interest ("Common Shares") at $0.001 per share par value. Since the commencement of operations on December 15, 2023, the Company has entered into subscription agreements with investors, including affiliates of the Adviser, to make commitments to purchase Common Shares (“Capital Commitments”). Under the terms of the Capital Commitments, investors are required to fund capital contributions to purchase MAIPL’s Common Shares at a price per share equal to the most recent net asset value ("NAV") per share determined within 48 hours of a date specified in the drawdown notice. Drawdown notices will be deliver at least 10 business days prior to the date on which contributions will be due and drawdown amounts will generally be made pro rata, in accordance with unfunded Capital Commitments of all investors.

59

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

On December 15, 2023, two beneficial owners (the “Limited Owners”) were admitted to the Company in exchange for $433,333 in Capital Commitments including $33,333 committed by an affiliate of the Adviser. Of the $433,333 in Capital Commitments, the Company called $293,587 prior to the Conversion Date. All Limited Owners funded Capital Commitments were converted into 12,145,597 Common Shares on the Conversion Date.

On January 24, 2025, the Company issued and sold 1,015,847 Common Shares and the Company received $25 million as payment for such Common Shares.

As of March 31, 2025 and December 31, 2024, the Company had the following Capital Commitments, pursuant to subscription agreements, and contributions from its shareholders:

		March 31, 2025										December 31, 2024
		Capital Commitments			Funded Capital Commitments			% of Capital Commitments Funded				Capital Commitments			Funded Capital Commitments			% of Capital Commitments Funded
Common Shares	$		500,000	$		389,877	$		78	%	$		475,000	$		364,877	$		77	%

The following table summarizes the Common Shares of the Company issued for the three months ended March 31, 2025 and period between Conversion Date to March 31, 2024:

	Three Months Ended				For Period between March 15
	March 31, 2025				and March 31, 2024
	Shares		Amount		Shares		Amount
Proceeds from shares sold		1,015,847	$	25,000		—	$	—
Distributions reinvested		—		—		—		—
Total net increase (decrease)		1,015,847	$	25,000		—	$	—

The following table presents distributions that were declared during the three months ended March 31, 2025:

			Distributions
Record Date	Declaration Date	Payment Date	Per Share		Amount*
March 17, 2025	March 17, 2025	April 11, 2025	$	0.7509	$	11,968
			$	0.7509	$	11,968

* Totals may not foot due to rounding.

Note 7. Earnings Per Share

The following table sets forth the computation of earnings (loss) per share (“EPS”), pursuant to ASC 260-10:

	Three Months Ended March 31,		For Period between March 15, 2024 and March 31, 2024(1)
	2025		2024
Basic Earnings Per Share
Net increase (decrease) in net assets resulting from operations	$	8,895	$	3,498
Weighted average shares outstanding		15,678,845		12,145,597
Basic earnings (loss) per share	$	0.57	$	0.29

(1) Prior to the Conversion Date, the Company had no shares outstanding. EPS has been derived based on the net increase (decrease) in net assets resulting from operations and the weighted average number of shares outstanding for the period between March 15, 2024 (Conversion Date) and March 31, 2025.

Diluted earnings per share equal basic earnings per share because there were no common share equivalents outstanding during the period presented.

60

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Note 8. Commitments and Contingencies

The Company has various commitments to fund various revolving and delayed draw senior secured and subordinated loans, including commitments to issue letters of credit through a financial intermediary on behalf of certain portfolio companies. As of March 31, 2025, and December 31, 2024 the Company had the following unfunded commitments to its portfolio companies:

	March 31, 2025		December 31, 2024
Unfunded revolver obligations and bridge loan commitments (1)	$	9,293	$	2,597
Standby letters of credit issued and outstanding (2)		38		24
Unfunded delayed draw loan commitments (including commitments with performance thresholds not met) (3)		7,784		3,182
Total Unfunded Commitments (4)	$	17,114	$	5,803

(1)The unfunded revolver obligations may or may not be funded to the borrowing party in the future. The amounts relate to loans with various maturity dates, but the entire amount was eligible for funding to the borrowers as of March 31, 2025, subject to the terms of each loan’s respective credit agreements which includes borrowing covenants that need to be met prior to funding. As of March 31, 2025, no bridge loan commitments were outstanding.

(2)For all these letters of credit issued and outstanding, the Company would be required to make payments to third parties if the portfolio companies were to default on their related payment obligations. None of the letters of credit issued and outstanding are recorded as a liability on the Company’s Consolidated Statements of Assets and Liabilities as such letters of credit are considered in the valuation of the investments in the portfolio company.

(3)The Company’s commitment to fund delayed draw loans is triggered upon the satisfaction of certain pre-negotiated terms and conditions which can include covenants to maintain specified leverage levels and other related borrowing base covenants. For commitments to fund delayed draw loans with performance thresholds, borrowers are required to meet certain performance requirements before the Company is obligated to fulfill these commitments.

(4)The Company also had an unfunded revolver commitment to FEV Acquisition Corporation of $176 and $176 as of March 31, 2025 and December 31, 2024, respectively. Given the commitment is subject to the Company’s discretion, the timing and the amount of the funding have not been determined.

Organizational and Offering Costs

The Adviser agreed to bear all of the Company’s organization and offering expenses through the date on which the Company commenced operations. The Company is obligated to reimburse the Adviser for such expenses. The total organization and offering costs incurred were $469, which were recognized by the Company when it commenced operations.

If actual organization costs incurred exceed 0.25% of the Company's total Capital Commitments, the Adviser or its affiliates will bear such excess costs for the 36 months beginning on the date which the Company commenced operations. To the extent that the Company's Capital Commitments later increase following such 36 month period, the Adviser or its affiliates may be reimbursed for past payments of excess organization costs made on the Company’s behalf, provided that the total organization costs borne by the Company do not exceed 0.25% of total Capital Commitments at any time and provided further that the Adviser or its affiliates may not be reimbursed for payment of excess organization expenses that were incurred more than three years prior to the proposed reimbursement. Any sales load, platform fees, servicing fees or similar fees or expenses charged directly to an investor in an offering by a placement agent or similar party will not be considered organization expenses of the Company for purposes of the Company’s cap on organization expenses. As of March 31, 2025, the Company’s actual organizational costs were less than 0.25% of the Company’s total Capital Commitments and the Company has been organized. Accordingly, the Adviser did not cover any organizational costs.

61

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Note 9. Financial Highlights

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

		Three Months Ended March 31, 2025				For Period between March 15 and March 31, 2024
		(Unaudited)				(Unaudited)
Per Share Data*
Net asset value at beginning of period	$		24.43		$		25.00
Net investment income (1)			0.89				0.24
Net realized and change in unrealized gains (losses) (1)			(0.32	)			0.05
Net increase in net assets resulting from operations			0.57				0.29
Distribution of net investment income (1)(2)			(0.75	)			0.00
Net asset value at end of period	$		24.25		$		—
Total return (3)			2.31	%			4.31	%
Shares outstanding at end of period (1)			15,938,450				12,145,597
Weighted average shares outstanding (1)			15,678,845				12,145,597
Ratio/Supplemental Data
Net assets at end of period (in millions)	$		386.5		$		307.1
Annualized ratio of operating expenses to average net assets (4)(5)			1.37	%			2.43	%
Annualized ratio of interest and other debt expenses to average net assets (5)			10.77	%			13.84	%
Annualized ratio of total expenses to average net assets (4)(5)			12.14	%			16.27	%
Annualized ratio of net investment income to average net assets (5)			15.04	%			16.05	%
Average debt outstanding (in millions)	$		568.6		$		500.0
Average debt per share	$		36.26		$		41.17
Annualized portfolio turnover rate (5)			23.91	%			4.03	%
Asset coverage per unit (6)	$		1,662		$		1,614

* Totals may not foot due to rounding.

(1)Prior to the Conversion Date, the Company had no shares outstanding. Amount has been derived based on the activity and the weighted average number of shares outstanding for the period between March 15, 2024 (Conversion Date) and March 31, 2024.

(2)The tax character of distributions will be determined based on taxable income calculated in accordance with income tax regulations which may differ from amounts determined under GAAP. The tax character of distributions paid to shareholders may include return of capital, the exact amount cannot be determined at this point. Per share amounts are based on actual rate per share.

(3)Total return is based on the change in net asset value per share during the respective periods. Total return also takes into account distributions, if any, reinvested in accordance with the Company’s distribution reinvestment plan. Total return does not reflect sales load. Total Return is not annualized.

(4)The ratio of operating expenses to average net assets and the ratio of total expenses to average net assets are shown inclusive of all management and incentive fee waivers (See Note 3 to the consolidated financial statements). For the three months ended March 31, 2025, the annualized ratio of operating expenses to average net assets and the annualized ratio of total expenses to average net assets would be 1.37% and 12.14%, respectively, without the fee waivers.

(5)Annualized for the three months ended March 31, 2025. Organizational costs, servicing expense, and other non-reoccurring expenses are not annualized. Operating expenses may vary in the future based on the amount of capital raised, the Adviser’s election to use expense support, and other unpredictable variables.

(6)The asset coverage ratio representing indebtedness is calculated as our total assets, less all liabilities and indebtedness not represented by our secured credit facility, divided by secured credit facility representing indebtedness. This asset coverage ratio is multiplied by one thousand to determine the asset coverage per unit. As of March 31, 2025, the Company's asset coverage was 166.2%.

62

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Note 10. Subsequent Events

Management has evaluated subsequent events through the date of issuance of these consolidated financial statements and has determined that there are no subsequent events outside the ordinary scope of business that require adjustment to, or disclosure in, the consolidated financial statements other than those disclosed below.

Distribution Declarations

On May 7, 2025, the Company’s Board declared a base distribution of $0.7874 per share, payable on July 11, 2025 to shareholders of record as of May 21, 2025. There can be no assurances that the Board will continue to declare a base distribution of $0.7874 per share.

63

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Trustees of MidCap Apollo Institutional Private Lending:

Results of Review of Interim Financial Information

We have reviewed the accompanying consolidated statement of assets and liabilities, including the consolidated schedule of investments, of Midcap Apollo Institutional Private Lending and subsidiary (formerly known as Middle Market Apollo Institutional Private Lending) (the “Company”) as of March 31, 2025, the related consolidated statements of operations, changes in net assets, cash flows, and financial highlights for the three-month periods ended March 31, 2025 and 2024, and the related notes (collectively referred to as the “interim financial information”). Based on our reviews, we are not aware of any material modifications that should be made to the accompanying interim financial information for it to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated statement of assets and liabilities, including the consolidated schedule of investments, of the Company as of December 31, 2024, and the related consolidated statements of operations, changes in net assets, cash flows, and financial highlights for the year then ended (not presented herein); and in our report dated March 17, 2025, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated statement of assets and liabilities, including the consolidated schedule of investments, as of December 31, 2024, is fairly stated, in all material respects, in relation to the consolidated statement of assets and liabilities, including the consolidated schedule of investments, from which it has been derived.

Basis for Review Results

This interim financial information is the responsibility of the Company’s management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our reviews in accordance with standards of the PCAOB. A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/s/ Deloitte & Touche LLP

New York, New York

May 14, 2025

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

The following analysis of our financial condition and results of operations should be read in conjunction with our financial statements and the notes thereto contained elsewhere in this report. Some of the statements in this report constitute forward-looking statements, which relate to future events or our future performance or financial condition. The forward-looking statements contained herein involve risks and uncertainties, including statements as to:

•our future operating results;

•our business prospects and the prospects of our portfolio companies;

•the impact of investments that we expect to make;

•our contractual arrangements and relationships with third parties;

•the dependence of our future success on the general economy and its impact on the industries in which we invest;

•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.

We generally use words such as “anticipates,” “believes,” “expects,” “intends” and similar expressions to identify forward-looking statements. Our actual results could differ materially from those projected in the forward-looking statements for any reason, including any factors set forth in “Risk Factors” and elsewhere in this report.

We have based the forward-looking statements included in this report on information available to us on the date of this report, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the Securities and Exchange Commission (“SEC”), including any annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

Overview

MidCap Apollo Institutional Private Lending (the “Company,” “MAIPL,” “we,” “us,” or “our”) was organized as a Delaware statutory trust on November 6, 2023. We are a closed-end, externally managed, non-diversified management investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”) on March 15, 2024 (the “Conversion Date”). As such, we are required to comply with certain regulatory requirements. For instance, we generally have to invest at least 70% of our total assets in “qualifying assets,” including securities of private or thinly traded public U.S. companies, cash equivalents, U.S. government securities and high-quality debt investments that mature in one year or less. In addition, for federal income tax purposes, we have elected to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). Pursuant to this election and assuming we qualify as a RIC, we generally do not have to pay corporate-level federal income taxes on any income we distribute to our shareholders. We commenced operations on December 15, 2023, upon the admission of two beneficial owners (the “Limited Owners”) in the Company in exchange for $433,333 in Capital Commitments including $33,333 committed by an affiliate of the Adviser. Of the $433,333 in investor commitments to purchase common shares of beneficial interest ("Capital Commitments"), the Company called $293,587 prior to its election to be regulated as a BDC (the “Conversion Date”). All Limited Owners funded Capital Commitments were converted into 12,145,597 common shares of beneficial interest ("Common Shares") at the Conversion Date. Since the Conversion Date, and through March 31, 2025, we have raised approximately $96,290 in net proceeds from additional offerings of Common Shares.

On March 17, 2025, the Company changed its name from “Middle Market Apollo Institutional Private Lending” to “MidCap Apollo Institutional Private Lending.”

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Portfolio and Investment Activity

Our portfolio and investment activity during the three months ended March 31, 2025 and 2024 were as follows:

	Three Months Ended March 31,
(in millions)*	2025			2024
Investments made in portfolio companies	$	84.4		$	7.7
Investments sold		—			(8.1	)
Net activity before repaid investments		84.4			(0.4	)
Investments repaid		(54.4	)		(27.3	)
Net investment activity	$	29.9		$	(27.7	)
Portfolio companies, at beginning of period		126			100
Number of investments in new portfolio companies		18			1
Number of exited companies		(10	)		(4	)
Portfolio companies at end of period		134			97
Number of investments in existing portfolio companies		37			—

* Totals may not foot due to rounding.

Our portfolio composition and weighted average yields as of March 31, 2025 and December 31, 2024 were as follows:

	March 31, 2025				December 31, 2024
Portfolio composition, at fair value:
First lien secured debt			100	%			100	%
Total secured debt			100	%			100	%
Unsecured debt			0	%			—	%
Common equity/interests and warrants			0	%			—	%
Weighted average yields, at amortized cost (1):
First lien secured debt (2)			10.2	%			10.7	%
Secured debt portfolio (2)			10.2	%			10.7	%
Unsecured debt portfolio (2)			11.3	%			11.3	%
Total debt portfolio (2)			10.2	%			10.7	%
Total portfolio (3)			9.9	%			10.5	%
Interest rate type, at fair value (2):
Fixed rate amount	$	0.0 million			$	0.0 million
Floating rate amount	$	919.2 million			$	897.0 million
Fixed rate, as percentage of total			0	%			0	%
Floating rate, as percentage of total			100	%			100	%
Interest rate type, at amortized cost (2):
Fixed rate amount	$	0.0 million			$	0.0 million
Floating rate amount	$	923.6 million			$	900.5 million
Fixed rate, as percentage of total			0	%			0	%
Floating rate, as percentage of total			100	%			100	%

(1) An investor’s yield may be lower than the portfolio yield due to sales loads and other expenses.

(2) Calculated exclusive of investments on non-accrual status.

(3) Inclusive of all income generating investments, non-income generating investments and investments on non-accrual status.

Since the commencement of operation and through March 31, 2025, invested capital totaled $1,110.9 million in 156 portfolio companies.

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Recent Developments

On March 17, 2025, the Board approved changing the name of the Company from “Middle Market Apollo Institutional Private Lending” to “MidCap Apollo Institutional Private Lending” (the "Name Change") and changing the Company’s non-fundamental investment policy to be to invest directly or indirectly at least 80% of the Company’s total assets (i.e., net assets plus borrowings for investment purposes) in debt instruments of varying maturities under normal circumstances (the “Policy Change”). The Name Change took effect on March 17, 2025. The Policy Change will be effective on May 16, 2025.

Critical Accounting Estimates

Our discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses, gains and losses. Changes in the economic environment, financial markets, credit worthiness of portfolio companies and any other parameters used in determining such estimates could cause actual results to differ materially. In addition to the discussion below, our significant accounting policies are further described in the notes to the consolidated financial statements.

Fair Value Measurements

The Company follows guidance in ASC 820, Fair Value Measurement (“ASC 820”), where fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements are determined within a framework that establishes a three-tier hierarchy which maximizes the use of observable market data and minimizes the use of unobservable inputs to establish a classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, such as the risk inherent in a particular valuation technique used to measure fair value using a pricing model and/or the risk inherent in the inputs for the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the information available. The inputs or methodology used for valuing assets or liabilities may not be an indication of the risks associated with investing in those assets or liabilities.

ASC 820 classifies the inputs used to measure these fair values into the following hierarchy:

Level 1: Quoted prices in active markets for identical assets or liabilities, accessible by us at the measurement date.

Level 2: Quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active, or other observable inputs other than quoted prices.

Level 3: Unobservable inputs for the asset or liability.

In all cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to each investment. The level assigned to the investment valuations may not be indicative of the risk or liquidity associated with investing in such investments. Because of the inherent uncertainties of valuation, the values reflected in the consolidated financial statements may differ materially from the values that would be received upon an actual disposition of such investments.

As of March 31, 2025, $929.9 million or 99.2% of the Company’s investments were classified as Level 3. The high proportion of Level 3 investments relative to our total investments is directly related to our investment philosophy and target portfolio, which consists primarily of long-term secured debt, as well as unsecured and mezzanine positions of private middle-market companies. A fundamental difference exists between our investments and those of comparable publicly traded fixed income investments, namely high-yield bonds, and this difference affects the valuation of our private investments relative to comparable publicly traded instruments.

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Senior secured loans, or senior loans, are higher in the capital structure than high-yield bonds, and are typically secured by assets of the borrowing company. This improves their recovery prospects in the event of default and affords senior loans a structural advantage over high-yield bonds. Many of the Company’s investments are also privately negotiated and contain covenant protections that limit the issuer to take actions that could harm us as a creditor. High-yield bonds typically do not contain such covenants.

Given the structural advantages of capital seniority and covenant protection, the valuation of our private debt portfolio is driven more by investment specific credit factors than movements in the broader debt capital markets. Each security is evaluated individually and as indicated below, we value our private investments based upon a multi-step valuation process, including valuation recommendations from independent valuation firms.

Results of Operations

Operating results for the three months ended March 31, 2025 and 2024 were as follows:

	Three Months Ended March 31,			Three Months Ended March 31,
(in millions)*	2025			2024
Investment Income
Interest income	$	24.6		$	23.9
Dividend income		—			—
PIK interest income		0.4			0.2
Other income		0.1			0.1
Total investment income	$	25.2		$	24.3
Expenses
Management and performance-based incentive fees, net of amounts waived	$	0.3		$	—
Service fees		—			0.6
Interest and other debt expenses, net of reimbursements		10.0			10.4
Administrative services expense, net of reimbursements		0.1			0.1
Legal and other general and administrative expenses		0.9			1.3
Net Expenses	$	11.2		$	12.3
Net Investment Income	$	13.9		$	12.0
Net Realized and Change in Unrealized Gains (Losses)
Net realized gains (losses)	$	(0.0	)	$	—
Net change in unrealized gains (losses)		(5.0	)		0.7
Net Realized and Change in Unrealized Gains (Losses)	$	(5.0	)	$	0.7
Net Increase in Net Assets Resulting from Operations	$	8.9		$	12.7
Net Investment Income on Per Average Share Basis (1)(2)	$	0.89		$	0.99
Earnings per share — basic (1)(2)	$	0.57		$	0.29

* Totals may not foot due to rounding.

(1) Based on the weighted average number of shares outstanding for the period presented.

(2) Prior to the Conversion Date, the Company had no shares outstanding. Net Investment Income on Per Average Share Basis and EPS has been derived based on the net increase (decrease) in net assets resulting from operations and the weighted average number of shares outstanding for the period between March 15, 2024 (Conversion Date) and March 31, 2024.

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Total Investment Income

For the three months ended March 31, 2025 and March 31, 2024, total investment income were $25.2 million and $24.3 million. The increase in investment income is mainly driven by the size of our investment portfolio at fair value, which was $936.9 million as of March 31, 2025, compared to $759.7 million as of March 31, 2024. This is partially offset by the decrease in weighted average yields on the debt and income producing portfolio at fair value which were 10.2% and 12.1% for three months ended March 31, 2025 and March 31, 2024, respectively.

Net Expenses

For the three months ended March 31, 2025 and March 31, 2024, net expenses were $11.2 million and $12.3 million, respectively, primarily attributable to a decrease in interest and other debt expenses and in legal and other general and administrative expenses. Interest and other debt expenses was driven by the amendment of the AP Leaf Secured Credit Facility. Legal and other general and administrative expenses decreased due to budget realignment based on actual results.

Net Change in Unrealized Gains (Losses)

During the three months ended March 31, 2025, we recognized gross unrealized gains of $2.5 million and gross unrealized losses of $7.5 million, including the impact of transferring unrealized to realized gains (losses), resulting in net change in unrealized losses of $5.0 million which was primarily driven by financial underperformance of FEV Acquisition Corporation and LAV Gear Holdings Inc. Significant changes in unrealized gains (losses) for the three months ended March 31, 2025 are summarized below:

(in millions)	Net Unrealized Gain (Loss)
FEV Acquisition Corporation	$	(2.9	)
LAV Gear Holdings Inc.		(1.5	)

During the three months ended March 31, 2024, we recognized gross unrealized gains of $1.6 million and gross unrealized losses of $0.9 million, including the impact of transferring unrealized to realized gains (losses), resulting in net change in unrealized gains of $0.7 million.

Liquidity and Capital Resources

The Company’s liquidity and capital resources are generated and generally available through periodic follow-on equity and debt offerings, the AP Leaf Secured Credit Facility (as defined in Note 5 to the consolidated financial statements), our Capital Commitments, as well as from cash flows from operations, investment sales of liquid assets and repayments of senior and subordinated loans and income earned from investments.

We believe that our current cash and cash equivalents on hand, our short-term investments, the AP Leaf Secured Credit Facility and our anticipated cash flows from operations will be adequate to meet our cash needs for our daily operations for at least the next twelve months.

Cash Equivalents

The Company defines cash equivalents as securities that are readily convertible into known amounts of cash and near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Generally, only securities with a maturity of three months or less from the date of purchase would qualify, with limited exceptions. The Company deems that certain money market funds, U.S. Treasury Bills, repurchase agreements and other high-quality, short-term debt securities would qualify as cash equivalents (see Note 2 to the consolidated financial statements). At the end of each fiscal quarter, we consider taking proactive steps utilizing cash equivalents with the objective of enhancing our investment flexibility during the following quarter, pursuant to Section 55 of the 1940 Act. More specifically, we may purchase U.S. Treasury Bills from time-to-time on the last business day of the quarter and typically close out that position on the following business day, settling the sale transaction on a net cash basis with the purchase, subsequent to quarter end. The Company may also utilize other balance sheet transactions, including calling Capital Commitments, as we deem appropriate. The amount of these transactions or such drawn cash for this purpose is excluded from total assets for purposes of computing the asset base upon which the management fee is determined.

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Debt

See Note 5 to the consolidated financial statements for information on the Company’s debt.

The following table shows the contractual maturities of our debt obligations as of March 31, 2025:

		Payments Due by Period
(in millions)	Total			Less than 1 Year		1 to 3 Years		3 to 5 Years		More than 5 Years
Senior Secured Facility (1)	$		584.2	$	—	$	—	$	584.2	$	—
Total Debt Obligations	$		584.2	$	—	$	—	$	584.2	$	—

(1)As of March 31, 2025, aggregate lender commitments under the Senior Secured Facility totaled $650 million.

Shareholders’ Equity

See Note 6 to the consolidated financial statements for information on the Company’s capital commitments.

Distributions

For income tax purposes, distributions made to shareholders are reported as ordinary income, capital gains, non-taxable return of capital, or a combination thereof. Although the tax character of distributions paid to shareholders through March 31, 2025 may include return of capital, the exact amount cannot be determined at this point. The final determination of the tax character of distributions will not be made until we file our tax return for the tax year ended December 31, 2025. Tax characteristics of all distributions will be reported to shareholders on Form 1099 after the end of the calendar year. Our quarterly distributions, if any, will be determined by our Board of Trustees (the "Board").

To maintain our RIC status, we must distribute at least 90% of our ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any, out of the assets legally available for distribution. Although we currently intend to distribute realized net capital gains (i.e., net long-term capital gains in excess of short-term capital losses), if any, at least annually, out of the assets legally available for such distributions, we may in the future decide to retain such capital gains for investment. Currently, we have substantial net capital loss carryforwards and consequently do not expect to generate cumulative net capital gains in the foreseeable future.

We maintain an “opt out” distribution reinvestment plan for our shareholders. As a result, if we declare a distribution, then shareholders’ cash distributions will be automatically reinvested in additional shares of our Common Shares, unless they specifically “opt out” of the distribution reinvestment plan so as to receive cash distributions.

We may not be able to achieve operating results that will allow us to make distributions at a specific level or to increase the amount of these distributions from time to time. In addition, due to the asset coverage test applicable to us as a BDC, we may in the future be limited in our ability to make distributions. Also, our revolving credit facility may limit our ability to declare distributions if we default under certain provisions or fail to satisfy certain other conditions. If we do not distribute a certain percentage of our income annually, we may suffer adverse tax consequences, including possible loss of the tax benefits available to us as a RIC. In addition, in accordance with GAAP and tax regulations, we include in income certain amounts that we have not yet received in cash, such as contractual PIK, which represents contractual interest added to the loan balance that becomes due at the end of the loan term, or the accrual of original issue or market discount. Since we may recognize income before or without receiving cash representing such income, we may not be able to meet the requirement to distribute at least 90% of our investment company taxable income to obtain tax benefits as a RIC.

With respect to the distributions to shareholders, income from origination, structuring, closing, commitment and other upfront fees associated with investments in portfolio companies is treated as taxable income and accordingly, distributed to shareholders.

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PIK Income

For the three months ended March 31, 2025 and March 31, 2024, PIK income totaled $0.4 million and $0.2 million on total investment income of $25.2 million and $24.3 million, respectively. In order to maintain the Company’s status as a RIC, this non-cash source of income must be paid out to shareholders annually in the form of distributions, even though the Company has not yet collected the cash. See Note 4 to the consolidated financial statements for more information on the Company’s PIK income.

Related Party Transactions

See Note 3 to the consolidated financial statements for information on the Company’s related party transactions.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are subject to financial market risks, including changes in interest rates and the valuations of our investment portfolio.

Investment Valuation Risk

Because there is not a readily available market value for most of the investments in our portfolio, we value all of our portfolio investments at fair value as determined in good faith by our Board based on, among other things, the input of our management and audit committee and independent valuation firms that have been engaged at the direction of our Board to assist in the valuation of each portfolio investment without a readily available market quotation (with certain de minimis exceptions). Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of our investments may fluctuate from period to period. Additionally, the fair value of our investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that we may ultimately realize. Further, such investments are generally subject to legal and other restrictions on resale or otherwise are less liquid than publicly traded securities. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we could realize significantly less than the value at which we have recorded it. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the unrealized gains or losses reflected in the valuations currently assigned. See “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies” and “—Fair Value Measurements” as well as Note 2 and Note 4 to our financial statements for the three months ended March 31, 2025 for more information relating to our investment valuation.

Interest Rate Risk

Interest rate sensitivity refers to the change in our earnings that may result from changes in the level of interest rates. Because we fund a portion of our investments with borrowings, our net investment income is affected by the difference between the rate at which we invest and the rate at which we borrow. As a result, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income.

As of March 31, 2025, the majority of our debt portfolio investments bore interest at variable rates, which generally are SOFR-based (or based on an equivalent applicable currency rate) and typically have durations of one to six months after which they reset to current market interest rates, and many of which are subject to certain floors. Further, the AP Leaf Secured Credit Facility bears interest at SOFR rates with no interest rate floors.

We regularly measure our exposure to interest rate risk. We assess interest rate risk and manage our interest rate exposure on an ongoing basis by comparing our interest rate sensitive assets to our interest rate sensitive liabilities. Based on that review, we determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates.

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The following table shows the estimated annual impact on net investment income of base rate changes in interest rates (considering interest rate flows for variable rate instruments) to our loan portfolio and outstanding debt as of March 31, 2025, assuming no changes in our investment and borrowing structure:

Basis Point Change	Net Investment Income		Net Investment Income Per Share
Up 150 basis points	$	4.8 million	$	0.304
Up 100 basis points		3.2 million		0.203
Up 50 basis points		1.6 million		0.101
Down 50 basis points		(1.6) million		(0.099	)
Down 100 basis points		(3.2) million		(0.198	)
Down 150 basis points		(4.7) million		(0.297	)

We may hedge against interest rate fluctuations from time-to-time by using standard hedging instruments such as futures, options and forward contracts subject to the requirements of the 1940 Act and applicable commodities laws. While hedging activities may insulate us against adverse changes in interest rates, they may also limit our ability to participate in the benefits of lower interest rates with respect to our portfolio of investments.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As of March 31, 2025 (the end of the period covered by this report), we, including our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended (the "1934 Act"). Based on that evaluation, our management, including the Chief Executive Officer and Chief Financial Officer, concluded that our disclosure controls and procedures were effective and provided reasonable assurance that information required to be disclosed in our periodic SEC filings is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. However, in evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of such possible controls and procedures.

Changes in Internal Control Over Financial Reporting

Management has not identified any change in the Company’s internal control over financial reporting that occurred during our most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

We are not currently subject to any material legal proceedings, nor, to our knowledge are any material legal proceedings threatened against us. From time to time, we may become involved in various investigations, claims and legal proceedings that arise in the ordinary course of our business. Furthermore, third parties may try to seek to impose liability on us in connection with the activities of our portfolio companies. While we do not expect that the resolution of these matters if they arise would materially affect our business, financial condition or results of operations, resolution will be subject to various uncertainties and could result in the expenditure of significant financial and managerial resources.

Item 1A. Risk Factors

In addition to the risk factor below and other information set forth in this report, you should carefully consider the factors discussed in “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, which could materially affect our business, financial condition and/or operating results. These risks are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially and adversely affect our business, financial condition and/or operating results.

Trade negotiations and related government actions may create regulatory uncertainty for our portfolio companies and our investment strategies and adversely affect the profitability of our portfolio companies.

In recent years, the U.S. government has indicated its intent to alter its approach to international trade policy and in some cases to renegotiate, or potentially terminate, certain existing bilateral or multi-lateral trade agreements and treaties with foreign countries, and has made proposals and taken actions related thereto. For example, the U.S. government has imposed, and may in the future further increase, tariffs on certain foreign goods, including from China, such as steel and aluminum. Some foreign governments, including China, have instituted retaliatory tariffs on certain U.S. goods. Most recently, the current U.S. presidential administration has imposed or sought to impose significant increases to tariffs on goods imported into the U.S., including from China, Canada and Mexico. Tariffs on imported goods could further increase costs, decrease margins, reduce the competitiveness of products and services offered by current and future portfolio companies and adversely affect the revenues and profitability of portfolio companies whose businesses rely on good imported from such impacted jurisdictions.

There is uncertainty as to further actions that may be taken under the current U.S. presidential administration with respect to U.S. trade policy. Further governmental actions related to the imposition of tariffs or other trade barriers, or changes to international trade agreements or policies, could further increase costs, decrease margins, reduce the competitiveness of products and services offered by current and future portfolio companies and adversely affect the revenues and profitability of companies whose businesses rely on goods imported from outside of the United States. These developments, or the perception that any of them could occur, may have a material adverse effect on global economic conditions and the stability of global financial markets, and may significantly reduce global trade and, in particular, trade between the impacted nations and the U.S. Any of these factors could depress economic activity and restrict our portfolio companies’ access to suppliers or customers and have a material adverse effect on their business, financial condition and results of operations, which in turn would negatively impact us.

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

Unregistered Sales of Equity Securities

Refer to our Current Report on Form 8-K filed with SEC on January 30, 2025 for information about unregistered sales of our equity securities during the quarter.

Item 3. Defaults Upon Senior Securities

None.

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Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

During the fiscal quarter ended March 31, 2025, none of our trustees 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.”

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Item 6. Exhibits

3.1	Fourth Amended and Restated Agreement and Declaration of Trust (1)
3.2	Bylaws (2)
10.1	Third Amendment to Loan and Security Agreement, dated as of March 6, 2025, by and among AP Leaf, LLC, as borrower, Middle Market Apollo Institutional Private Lending, in its capacity as collateral manager and in its capacity as equityholder, the lenders from time to time party thereto, Wells Fargo, National Association, as administrative agent, and Computershare Trust Company, N.A., in its capacity as collateral agent and in its capacity as trustee (3)
31.1	Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934*
31.2	Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934*
32	Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes- Oxley Act of 2002 (18 U.S.C. 1350)*
101.INS	Inline XBRL Instance Document*
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 (Formatted as Inline XBRL and contained in Exhibit 101)*

(*) Filed herewith.

(1)Incorporated by reference to Exhibit 3.2 to Amendment No.1 to the Registrant’s Registration Statement on Form 10 (File No. 000-56645) filed on May 13, 2024.

(2)Incorporated by reference to Exhibit 3.2 to the Registrant’s Registration Statement on Form 10 (File No. 000-56645) filed on March 15, 2024.

(3)Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File No. 000-56645) filed on March 11, 2025.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized on May 14, 2025.

MIDCAP APOLLO INSTITUTIONAL PRIVATE LENDING
By:	/s/ Tanner Powell
Name:	Tanner Powell
Title:	Chief Executive Officer
	(Principal Executive Officer)
By:	/s/ Gregory W. Hunt
Name:	Gregory W. Hunt
Title:	Chief Financial Officer
	(Principal Financial Officer)

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