UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

ý	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2017 OR
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 814-00659

PROSPECT CAPITAL CORPORATION

(Exact name of Registrant as specified in its charter)

Maryland	43-2048643
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
10 East 40th Street, 42nd Floor
New York, New York	10016
(Address of principal executive offices)	(Zip Code)
Registrant's telephone number, including area code: (212) 448-0702

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 ý    No o

Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Website, 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 o    No o

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

Large accelerated filer ý	Accelerated filer o	Non-accelerated filer o	Smaller reporting company o
(Do not check if a smaller reporting company)

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

Indicate the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date.

Class of Common Stock	Outstanding at February 7, 2018
$0.001 par value	361,527,348

Table of Contents

		Page
	Forward-Looking Statements	3
PART I	FINANCIAL INFORMATION
Item 1.	Financial Statements
	Consolidated Statements of Assets and Liabilities as of December 31, 2017 (unaudited) and June 30, 2017	4
	Consolidated Statements of Operations for the three and six months ended December 31, 2017 and December 31, 2016 (unaudited)	5
	Consolidated Statements of Changes in Net Assets for the six months ended December 31, 2017 and December 31, 2016 (unaudited)	6
	Consolidated Statements of Cash Flows for the six months ended December 31, 2017 and December 31, 2016 (unaudited)	7
	Consolidated Schedules of Investments as of December 31, 2017 (unaudited) and June 30, 2017	8
	Notes to Consolidated Financial Statements	41
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	96
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	128
Item 4.	Controls and Procedures	130
PART II	OTHER INFORMATION
Item 1.	Legal Proceedings	131
Item 1A.	Risk Factors	131
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	131
Item 3.	Defaults Upon Senior Securities	131
Item 4.	Mine Safety Disclosures	131
Item 5.	Other Information	131
Item 6.	Exhibits	131
	Signatures

FORWARD-LOOKING STATEMENTS

This report contains information that may constitute “forward-looking statements.” Generally, the words “believe,” “expect,”

“intend,” “estimate,” “anticipate,” “project,” “will” and similar expressions identify forward-looking statements, which generally are not historical in nature. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking. All statements that address operating performance, events or developments that we expect or anticipate will occur in the future—including statements relating to volume growth, share of sales and earnings per share growth, and statements expressing general views about future operating results—are forward-looking statements. Management believes that these forward-looking statements are reasonable as and when made. However, caution should be taken not to place undue reliance on any such forward-looking statements because such statements speak only as of the date when made. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. In addition, forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our historical experience and our present expectations or projections. These risks and uncertainties include, but are not limited to, those described in Part II, “Item 1A. Risk Factors” and elsewhere in this report and in our Annual Report on Form 10-K for the year ended June 30, 2017, and those described from time to time in our future reports filed with the Securities and Exchange Commission.

3

PART I

Item 1. Financial Statements

PROSPECT CAPITAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES

(in thousands, except share and per share data)

	December 31, 2017			June 30, 2017
	(Unaudited)			(Audited)
Assets
Investments at fair value:
Control investments (amortized cost of $1,895,360 and $1,840,731, respectively)	$	2,011,922		$	1,911,775
Affiliate investments (amortized cost of $24,075 and $22,957, respectively)	19,272			11,429
Non-control/non-affiliate investments (amortized cost of $3,643,003 and $4,117,868, respectively)	3,389,938			3,915,101
Total investments at fair value (amortized cost of $5,562,438 and $5,981,556, respectively)	5,421,132			5,838,305
Cash	474,476			318,083
Receivables for:
Interest, net	14,432			9,559
Other	763			924
Prepaid expenses	546			1,125
Due from Broker	600			—
Due from Prospect Administration (Note 13)	2,082			—
Due from Affiliate (Note 13)	88			14
Deferred financing costs on Revolving Credit Facility (Note 4)	3,394			4,779
Total Assets	5,917,513			6,172,789
Liabilities
Revolving Credit Facility (Notes 4 and 8)	—			—
Prospect Capital InterNotes® (less unamortized debt issuance costs of $13,114 and $14,240, respectively) (Notes 7 and 8)	824,383			966,254
Convertible Notes (less unamortized debt issuance costs of $13,186 and $15,512, respectively) (Notes 5 and 8)	889,233			937,641
Public Notes (less unamortized discount and debt issuance costs of $9,963 and $10,981, respectively) (Notes 6 and 8)	739,318			738,300
Due to Prospect Capital Management (Note 13)	47,629			48,249
Interest payable	39,180			38,630
Dividends payable	21,659			30,005
Due to Prospect Administration (Note 13)	1,935			1,910
Accrued expenses	3,615			4,380
Other liabilities	2,149			2,097
Due to Broker	—			50,371
Total Liabilities	2,569,101			2,817,837
Commitments and Contingencies (Note 3)	—			—
Net Assets	$	3,348,412		$	3,354,952
Components of Net Assets
Common stock, par value $0.001 per share (1,000,000,000 common shares authorized; 360,980,752 and 360,076,933 issued and outstanding, respectively) (Note 9)	$	361		$	360
Paid-in capital in excess of par (Note 9)	3,998,406			3,991,317
Accumulated overdistributed net investment income	(64,446		)	(54,039		)
Accumulated net realized loss	(444,603		)	(439,435		)
Net unrealized loss	(141,306		)	(143,251		)
Net Assets	$	3,348,412		$	3,354,952
Net Asset Value Per Share (Note 16)	$	9.28		$	9.32

See notes to consolidated financial statements.

4

PROSPECT CAPITAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share data)

(Unaudited)

	Three Months Ended December 31,						Six Months Ended December 31,
	2017			2016			2017			2016
Investment Income
Interest income:
Control investments	$	47,418		$	48,281		$	93,448		$	94,190
Affiliate investments	—			—			205			—
Non-control/non-affiliate investments	75,833			87,465			148,263			174,125
Structured credit securities	30,131			39,045			59,551			78,126
Total interest income	153,382			174,791			301,467			346,441
Dividend income:
Control investments	—			1,282			—			3,522
Non-control/non-affiliate investments	326			97			870			241
Total dividend income	326			1,379			870			3,763
Other income:
Control investments	4,038			3,856			6,129			6,796
Non-control/non-affiliate investments	4,654			3,454			12,513			6,312
Total other income (Note 10)	8,692			7,310			18,642			13,108
Total Investment Income	162,400			183,480			320,979			363,312
Operating Expenses
Base management fee (Note 13)	29,559			30,886			59,722			61,678
Income incentive fee (Note 13)	18,298			21,101			34,231			40,831
Interest and credit facility expenses	39,347			40,848			80,382			82,517
Allocation of overhead from Prospect Administration (Note 13)	(824		)	2,657			2,704			6,190
Audit, compliance and tax related fees	1,866			1,058			2,954			2,453
Directors’ fees	112			112			225			225
Other general and administrative expenses	850			2,413			3,837			6,094
Total Operating Expenses	89,208			99,075			184,055			199,988
Net Investment Income	73,192			84,405			136,924			163,324
Net Realized and Change in Unrealized Gains (Losses) from Investments
Net realized gains (losses)
Control investments	2			178			11			183
Affiliate investments	—			—			846			137
Non-control/non-affiliate investments	(5,675		)	(260		)	(5,093		)	312
Net realized (losses) gains	(5,673		)	(82		)	(4,236		)	632
Net change in unrealized gains (losses)
Control investments	44,425			(11,068		)	45,518			2,298
Affiliate investments	1,533			853			6,726			(1,273		)
Non-control/non-affiliate investments	8,737			26,896			(50,300		)	17,450
Net change in unrealized gains (losses)	54,695			16,681			1,944			18,475
Net Realized and Net Change in Unrealized Gains (Losses) from Investments	49,022			16,599			(2,292		)	19,107
Net realized losses on extinguishment of debt	(487		)	(124		)	(932		)	(185		)
Net Increase in Net Assets Resulting from Operations	$	121,727		$	100,880		$	133,700		$	182,246
Net increase in net assets resulting from operations per share	$	0.34		$	0.28		$	0.37		$	0.51
Dividends declared per share	$	(0.18	)	$	(0.25	)	$	(0.41	)	$	(0.50	)

See notes to consolidated financial statements.

5

PROSPECT CAPITAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS

(in thousands, except share data)

(Unaudited)

	Six Months Ended December 31,
	2017			2016
Operations
Net investment income	$	136,924		$	163,324
Net realized (losses) gains	(5,168		)	447
Net change in net unrealized losses	1,944			18,475
Net Increase in Net Assets Resulting from Operations	133,700			182,246
Distributions to Shareholders
Distribution from net investment income	(146,559		)	(179,097		)
Net Decrease in Net Assets Resulting from Distributions to Shareholders	(146,559		)	(179,097		)
Common Stock Transactions
Value of shares issued through reinvestment of dividends	6,319			15,530
Net Increase in Net Assets Resulting from Common Stock Transactions	6,319			15,530
Total (Decrease) Increase in Net Assets	(6,540		)	18,679
Net assets at beginning of period	3,354,952			3,435,917
Net Assets at End of Period (Accumulated Under (Overdistributed) Net Investment Income of ($64,446) and ($16,907), respectively)	$	3,348,412		$	3,454,596
Common Stock Activity
Shares issued through reinvestment of dividends	903,819			1,893,049
Net shares issued due to common stock activity	903,819			1,893,049
Shares issued and outstanding at beginning of period	360,076,933			357,107,231
Shares Issued and Outstanding at End of Period	360,980,752			359,000,280

See notes to consolidated financial statements.

6

PROSPECT CAPITAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands, except share data)

(Unaudited)

	Six Months Ended December 31,
	2017			2016
Operating Activities
Net increase in net assets resulting from operations	$	133,700		$	182,246
Net realized losses on extinguishment of debt	932			185
Net realized losses (gains) on investments	4,236			(632		)
Net change in net unrealized (gains) losses on investments	(1,944		)	(18,475		)
Amortization of discounts and (accretion of premiums), net	22,607			37,178
Accretion of discount on Public Notes (Note 6)	141			132
Amortization of deferred financing costs	6,219			6,758
Payment-in-kind interest	(3,980		)	(9,196		)
Structuring fees	(5,531		)	(5,693		)
Change in operating assets and liabilities:
Payments for purchases of investments	(951,377		)	(801,798		)
Proceeds from sale of investments and collection of investment principal	1,353,163			759,326
Decrease in due to Broker	(50,371		)	(957		)
Decrease in due to Prospect Capital Management	(620		)	(1,937		)
Increase in interest receivable, net	(4,873		)	(11,816		)
Increase (decrease) in interest payable	550			(2,385		)
(Decrease) increase in accrued expenses	(765		)	626
Increase in due from Broker	(600		)	—
Increase (Decrease) in other liabilities	52			(510		)
Decrease (Increase) in other receivables	161			(6,317		)
Increase in due from Prospect Administration	(2,082		)	—
Increase in due from affiliate	(74		)	—
Decrease in prepaid expenses	579			185
Increase in due to Prospect Administration	25			1,245
Net Cash Provided by Operating Activities	500,148			128,165
Financing Activities
Borrowings under Revolving Credit Facility (Note 4)	341,000			210,000
Principal payments under Revolving Credit Facility (Note 4)	(341,000		)	(210,000		)
Issuances of Public Notes, net of original issue discount (Note 6)	—			37,466
Redemptions of Convertible Notes (Note 5)	(50,734		)	(167,500		)
Issuances of Prospect Capital InterNotes® (Note 7)	52,177			64,731
Redemptions of Prospect Capital InterNotes®, net (Note 7)	(195,174		)	(11,440		)
Financing costs paid and deferred	(1,437		)	(1,900		)
Dividends paid	(148,587		)	(163,409		)
Net Cash Used in Financing Activities	(343,755		)	(242,052		)
Net Increase (Decrease) in Cash	156,393			(113,887		)
Cash at beginning of period	318,083			317,798
Cash at End of Period	$	474,476		$	203,911
Supplemental Disclosures
Cash paid for interest	$	73,472		$	78,012
Non-Cash Financing Activities
Value of shares issued through reinvestment of dividends	$	6,319		$	15,530
Cost basis of investments written off as worthless	$	5,662		$	1,720

See notes to consolidated financial statements.

7

PROSPECT CAPITAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED SCHEDULES OF INVESTMENTS

(in thousands, except share data)

			December 31, 2017 (Unaudited)
Portfolio Company	Locale / Industry	Investments(1)(44)(45)	Principal Value	Amortized Cost		Fair Value(2)		% of Net Assets
LEVEL 3 PORTFOLIO INVESTMENTS
Control Investments (greater than 25.00% voting control)(47)
Arctic Energy Services, LLC(37)	Wyoming / Energy Equipment & Services	Class D Units (12.00%, 32,915 units)(16)	—	$	31,640	$	24,158	0.7%
		Class E Units (14.00%, 21,080 units)(16)	—	20,230		—		—%
		Class A Units (14.00%, 700 units)(16)	—	9,006		—		—%
		Class C Units (10 units)(16)	—	—		—		—%
				60,876		24,158		0.7%
CCPI Inc.(19)	Ohio / Electronic Equipment, Instruments & Components	Senior Secured Term Loan A (10.00%, due 12/31/2020)(3)	2,909	2,909		2,909		0.1%
		Senior Secured Term Loan B (12.00% plus 7.00% PIK, due 12/31/2020)(3)(46)	17,904	17,904		17,904		0.5%
		Common Stock (14,857 shares)	—	6,759		17,824		0.5%
				27,572		38,637		1.1%
CP Energy Services Inc.(20)	Oklahoma / Energy Equipment & Services	Senior Secured Term Loan (12.34% (LIBOR + 11.00% with 1.00% LIBOR floor), due 12/29/2022)(10)(11)	35,048	35,048		35,048		1.0%
		Series B Convertible Preferred Stock (16.00%, 790 shares)(16)	—	63,225		51,509		1.5%
		Common Stock (2,924 shares)(16)	—	15,227		—		—%
				113,500		86,557		2.5%
Credit Central Loan Company, LLC(21)	South Carolina / Consumer Finance	Subordinated Term Loan (10.00% plus 10.00% PIK, due 6/26/2019)(14)(46)	51,855	46,195		51,855		1.4%
		Class A Units (10,640,642 units)(14)(16)	—	13,731		20,190		0.6%
		Net Revenues Interest (25% of Net Revenues)(14)	—	—		2,667		0.1%
				59,926		74,712		2.1%
Echelon Aviation LLC	New York / Aerospace & Defense	Senior Secured Term Loan (11.75% (LIBOR + 9.75% with 2.00% LIBOR floor) plus 2.25% PIK, due 3/31/2022)(10)(13)(46)	31,055	31,055		31,055		0.9%
		Senior Secured Term Loan (11.00% (LIBOR + 9.00% with 2.00% LIBOR floor) plus 1.00% PIK, due 12/7/2024)(10)(13)(46)	16,044	16,044		16,044		0.5%
		Membership Interest (100%)(16)	—	22,738		29,478		0.9%
				69,837		76,577		2.3%
Edmentum Ultimate Holdings, LLC(22)	Minnesota / Diversified Consumer Services	Second Lien Revolving Credit Facility to Edmentum, Inc. – $7,834 Commitment (5.00%, due 6/9/2020)(15)	5,092	5,092		5,092		0.2%
		Unsecured Senior PIK Note (8.50% PIK, due 6/9/2020)(46)	7,208	7,208		7,208		0.2%
		Unsecured Junior PIK Note (10.00% PIK, in non-accrual status effective 1/1/2017, due 6/9/2020)	33,520	23,828		19,062		0.6%
		Class A Units (370,964 units)(16)	—	6,577		—		—%
				42,705		31,362		1.0%
First Tower Finance Company LLC(23)	Mississippi / Consumer Finance	Subordinated Term Loan to First Tower, LLC (10.00% plus 7.00% PIK, due 6/24/2019)(14)(46)	258,772	258,772		258,772		7.7%
		Class A Units (93,997,533 units)(14)(16)	—	78,481		146,258		4.4%
				337,253		405,030		12.1%
Freedom Marine Solutions, LLC(24)	Louisiana / Energy Equipment & Services	Membership Interest (100%)(16)	—	42,812		25,266		0.8%
				42,812		25,266		0.8%

See notes to consolidated financial statements.

8

PROSPECT CAPITAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED SCHEDULES OF INVESTMENTS (CONTINUED)

(in thousands, except share data)

			December 31, 2017 (Unaudited)
Portfolio Company	Locale / Industry	Investments(1)(44)(45)	Principal Value		Amortized Cost		Fair Value(2)		% of Net Assets
LEVEL 3 PORTFOLIO INVESTMENTS
Control Investments (greater than 25.00% voting control)(47)
MITY, Inc.(25)	Utah / Commercial Services & Supplies	Senior Secured Note A (10.00% (LIBOR + 7.00% with 3.00% LIBOR floor), due 1/30/2020)(3)(10)(11)	$	26,250	$	26,250	$	26,250	0.8%
		Senior Secured Note B (10.00% (LIBOR + 7.00% with 3.00% LIBOR floor) plus 10.00% PIK, due 1/30/2020)(3)(10)(11)(46)	24,442		24,442		24,442		0.7%
		Subordinated Unsecured Note to Broda Enterprises ULC (10.00%, due on demand)(3)(14)	5,782		7,200		5,782		0.2%
		Common Stock (42,053 shares)(16)	—		6,849		13,008		0.5%
					64,741		69,482		2.2%
National Property REIT Corp.(26)	Various / Equity Real Estate Investment Trusts (REITs) / Online Lending	Senior Secured Term Loan A (6.00% (LIBOR + 4.00% with 2.00% LIBOR floor) plus 10.50% PIK, due 4/1/2019)(10)(11)(46)	293,203		293,203		293,203		8.8%
		Senior Secured Term Loan E (11.00% (LIBOR + 9.00% with 2.00% LIBOR floor) plus 5.00% PIK, due 4/1/2019)(10)(11)(46)	113,240		113,240		113,240		3.4%
		Senior Secured Term Loan C to ACL Loan Holdings, Inc. (11.00% (LIBOR + 9.00% with 2.00% LIBOR floor) plus 5.00% PIK, due 4/1/2019)(10)(11)(14)(46)	14,274		14,274		14,274		0.4%
		Senior Secured Term Loan C to American Consumer Lending Limited (11.00% (LIBOR + 9.00% with 2.00% LIBOR floor) plus 5.00% PIK, due 12/15/2020)(10)(11)(14)(46)	132,578		132,578		132,578		4.0%
		Common Stock (2,351,247 shares)(16)	—		290,564		400,362		12.0%
		Net Operating Income Interest (5% of Net Operating Income)	—		—		94,718		2.8%
					843,859		1,048,375		31.4%
Nationwide Loan Company LLC(27)	Illinois / Consumer Finance	Senior Subordinated Term Loan to Nationwide Acceptance LLC (10.00% plus 10.00% PIK, due 6/18/2019)(14)(46)	17,114		17,114		17,114		0.5%
		Class A Units (32,456,159 units)(14)(16)	—		21,962		13,141		0.4%
					39,076		30,255		0.9%
NMMB, Inc.(28)	New York / Media	Senior Secured Note (14.00%, due 5/6/2021)(3)	3,714		3,714		3,714		0.1%
		Senior Secured Note to Armed Forces Communications, Inc. (14.00%, due 5/6/2021)(3)	6,900		6,900		6,900		0.2%
		Series A Preferred Stock (7,200 shares)(3)(16)	—		12,869		10,614		0.3%
					23,483		21,228		0.6%
R-V Industries, Inc.	Pennsylvania / Machinery	Senior Subordinated Note (10.69% (LIBOR + 9.00% with 1.00% LIBOR floor), due 3/31/2022)(3)(10)(11)	28,622		28,622		28,622		0.9%
		Common Stock (745,107 shares)(16)	—		6,866		2,786		0.1%
					35,488		31,408		1.0%
SB Forging Company II, Inc. (f/k/a Gulf Coast Machine & Supply Company)(29)	Texas / Energy Equipment & Services	Series A Convertible Preferred Stock (6.50%, 99,000 shares)(16)	—		—		996		—%
		Common Stock (100 shares)(16)	—		—		—		—%
					—		996		—%

See notes to consolidated financial statements.

9

PROSPECT CAPITAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED SCHEDULES OF INVESTMENTS (CONTINUED)

(in thousands, except share data)

			December 31, 2017 (Unaudited)
Portfolio Company	Locale / Industry	Investments(1)(44)(45)	Principal Value		Amortized Cost		Fair Value(2)		% of Net Assets
LEVEL 3 PORTFOLIO INVESTMENTS
Control Investments (greater than 25.00% voting control)(47)
USES Corp.(30)	Texas / Commercial Services & Supplies	Senior Secured Term Loan A (9.00% PIK, in non-accrual status effective 4/1/2016, due 7/22/2020)	$	35,326	$	31,602	$	6,655	0.2%
		Senior Secured Term Loan B (15.50% PIK, in non-accrual status effective 4/1/2016, due 7/22/2020)	44,281		35,568		—		—%
		Common Stock (268,962 shares)(16)	—		—		—		—%
					67,170		6,655		0.2%
Valley Electric Company, Inc.(31)	Washington / Construction & Engineering	Senior Secured Note to Valley Electric Co. of Mt. Vernon, Inc. (8.00% (LIBOR + 5.00% with 3.00% LIBOR floor) plus 2.50% PIK, due 12/31/2024)(3)(10)(11)(46)	10,430		10,430		10,430		0.3%
		Senior Secured Note (10.00% plus 8.50% PIK, due 6/23/2024)(46)	26,724		26,724		26,724		0.8%
		Common Stock (50,000 shares)(16)	—		26,204		3,777		0.1%
					63,358		40,931		1.2%
Wolf Energy, LLC(32)	Kansas / Energy Equipment & Services	Membership Interest (100%)(16)	—		—		—		—%
		Membership Interest in Wolf Energy Services Company, LLC (100%)(16)	—		3,704		283		—%
		Net Profits Interest (8% of Equity Distributions)(4)(16)	—		—		10		—%
					3,704		293		—%
Total Control Investments (Level 3)					$	1,895,360	$	2,011,922	60.1%

Affiliate Investments (5.00% to 24.99% voting control)(48)
Nixon, Inc.(39)	California / Textiles, Apparel & Luxury Goods	Senior Secured Term Loan (11.50% PIK, in non-accrual status effective 7/1/2016, due 11/12/2022)(8)	$	17,472	$	14,197	$	—	—%
		Common Stock (857 units)(16)	—		—		—		—%
					14,197		—		—%
Targus Cayman HoldCo Limited(33)	California / Textiles, Apparel & Luxury Goods	Common Stock (7,383,395 shares)(16)	—		9,878		19,272		0.6%
					9,878		19,272		0.6%
Total Affiliate Investments (Level 3)					$	24,075	$	19,272	0.6%

See notes to consolidated financial statements.

10

PROSPECT CAPITAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED SCHEDULES OF INVESTMENTS (CONTINUED)

(in thousands, except share data)

			December 31, 2017 (Unaudited)
Portfolio Company	Locale / Industry	Investments(1)(44)(45)	Principal Value		Amortized Cost		Fair Value(2)		% of Net Assets
LEVEL 3 PORTFOLIO INVESTMENTS
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
Ability Network Inc.	Minnesota / Health Care Technology	Second Lien Term Loan (9.21% (LIBOR + 7.75% with 1.00% LIBOR floor), due 12/13/2025)(8)(10)(11)	$	15,000	$	14,926	$	14,926	0.4%
					14,926		14,926		0.4%
ACE Cash Express, Inc.	Texas / Consumer Finance	Senior Secured Note (12.00%, due 12/15/2022)(8)(14)	20,000		19,702		20,000		0.6%
					19,702		20,000		0.6%
AgaMatrix, Inc.	New Hampshire / Healthcare Equipment and Supplies	Senior Secured Term Loan (10.44% (LIBOR + 8.75% with 1.25% LIBOR floor), due 9/29/2022)(3)(10)(11)	31,625		31,625		31,625		0.9%
					31,625		31,625		0.9%
Apidos CLO IX	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 0.00%, due 7/15/2023)(5)(14)(17)	23,525		66		66		—%
					66		66		—%
Apidos CLO XI	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 8.89%, due 10/17/28)(5)(14)	40,500		31,379		25,091		0.7%
					31,379		25,091		0.7%
Apidos CLO XII	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 0.00%, due 4/15/2025)(5)(14)(17)	44,063		29,043		17,865		0.5%
					29,043		17,865		0.5%
Apidos CLO XV	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 1.39%, due 10/20/2025)(5)(14)	36,515		28,041		20,984		0.6%
					28,041		20,984		0.6%
Apidos CLO XXII	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 13.57%, due 10/20/2027)(5)(6)(14)	31,350		27,293		24,907		0.7%
					27,293		24,907		0.7%
Ark-La-Tex Wireline Services, LLC	Louisiana / Energy Equipment & Services	Senior Secured Term Loan B (13.19% (LIBOR + 11.50% with 1.00% LIBOR floor), in non-accrual status effective 4/1/2016, due 4/8/2019)(10)(13)	25,595		1,145		743		—%
					1,145		743		—%
Armor Holding II LLC	New York / Commercial Services & Supplies	Second Lien Term Loan (10.70% (LIBOR + 9.00% with 1.25% LIBOR floor), due 12/26/2020)(3)(8)(10)(11)	7,000		6,938		7,000		0.2%
					6,938		7,000		0.2%
Atlantis Health Care Group (Puerto Rico), Inc.	Puerto Rico / Health Care Providers & Services	Revolving Line of Credit – $7,000 Commitment (9.69% (LIBOR + 8.00% with 1.50% LIBOR floor), due 8/21/2018)(10)(11)(15)	7,000		7,000		6,779		0.2%
		Senior Term Loan (9.69% (LIBOR + 8.00% with 1.50% LIBOR floor), due 2/21/2020)(10)(11)	79,153		79,153		76,649		2.3%
					86,153		83,428		2.5%
Autodata, Inc./ Autodata Solutions, Inc.	Canada / Software	Second Lien Term Loan (8.82% (LIBOR + 7.25% with 1.00% LIBOR floor), due 12/14/2025)(8)(10)(11)	6,000		5,970		5,970		0.2%
					5,970		5,970		—%
Babson CLO Ltd. 2014-III	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 12.87%, due 1/15/2026)(5)(6)(14)	52,250		40,909		36,185		1.1%
					40,909		36,185		1.1%
Broder Bros., Co.	Pennsylvania / Textiles, Apparel & Luxury Goods	Senior Secured Note (9.69% (LIBOR + 8.00% with 1.25% LIBOR floor), due 12/02/2022)(10)(11)	459,425		459,425		459,425		13.7%
					459,425		459,425		13.7%

See notes to consolidated financial statements.

11

PROSPECT CAPITAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED SCHEDULES OF INVESTMENTS (CONTINUED)

(in thousands, except share data)

			December 31, 2017 (Unaudited)
Portfolio Company	Locale / Industry	Investments(1)(44)(45)	Principal Value		Amortized Cost		Fair Value(2)		% of Net Assets
LEVEL 3 PORTFOLIO INVESTMENTS
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
Brookside Mill CLO Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 0.00%, due 4/17/2025)(5)(14)(17)	$	26,000	$	15,673	$	12,635	0.4%
					15,673		12,635		0.4%
California Street CLO IX Ltd. (f/k/a Symphony CLO IX Ltd.)	Cayman Islands / Structured Finance	Preference Shares (Residual Interest, current yield 14.34%, due 10/16/2028)(5)(14)	58,915		41,046		36,239		1.1%
					41,046		36,239		1.1%
Capstone Logistics Acquisition, Inc.	Georgia / Commercial Services & Supplies	Second Lien Term Loan (9.82% (LIBOR + 8.25% with 1.00% LIBOR floor), due 10/7/2022)(3)(8)(10)(13)	101,517		101,113		97,457		2.9%
					101,113		97,457		2.9%
Carlyle Global Market Strategies CLO 2014-4, Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 20.85%, due 10/15/2026)(5)(6)(14)	25,534		19,701		19,766		0.6%
					19,701		19,766		0.6%
Carlyle Global Market Strategies CLO 2016-3, Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 16.32%, due 10/20/2029)(5)(6)(14)	32,200		31,624		28,476		0.9%
					31,624		28,476		0.9%
Cent CLO 17 Limited	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 9.20%, due 1/30/2025)(5)(14)	24,870		17,813		17,264		0.5%
					17,813		17,264		0.5%
Cent CLO 20 Limited	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 16.79%, due 1/25/2026)(5)(14)	40,275		31,793		31,008		0.9%
					31,793		31,008		0.9%
Cent CLO 21 Limited	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 17.21%, due 7/27/2026)(5)(6)(14)	48,528		36,174		34,667		1.0%
					36,174		34,667		1.0%
Centerfield Media Holding Company(35)	California / Internet Software and Services	Senior Secured Term Loan A (8.34% (LIBOR + 7.00% with 1.00% LIBOR floor), due 1/17/2022)(3)(8)(10)(11)	66,640		66,640		66,640		2.0%
		Senior Secured Term Loan B (13.84% (LIBOR + 12.50% with 1.00% LIBOR floor), due 1/17/2022)(8)(10)(11)	68,000		68,000		68,000		2.0%
					134,640		134,640		4.0%
CIFC Funding 2013-III, Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 7.16%, due 10/24/2025)(5)(14)	44,100		29,970		26,242		0.8%
					29,970		26,242		0.8%
CIFC Funding 2013-IV, Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 9.67%, due 11/27/2024)(5)(14)	45,500		31,970		29,428		0.9%
					31,970		29,428		0.9%
CIFC Funding 2014-IV Investor, Ltd.	Cayman Islands / Structured Finance	Income Notes (Residual Interest, current yield 7.43%, due 10/17/2026)(5)(6)(14)	41,500		29,064		24,456		0.7%
					29,064		24,456		0.7%
CIFC Funding 2016-I, Ltd.	Cayman Islands / Structured Finance	Income Notes (Residual Interest, current yield 13.43%, due 10/21/2028)(5)(6)(14)	34,000		31,172		27,636		0.8%
					31,172		27,636		0.8%
Cinedigm DC Holdings, LLC	New York / Media	Senior Secured Term Loan (11.00% (LIBOR + 9.00% with 2.00% LIBOR floor) plus 2.50% PIK, due 3/31/2021)(10)(11)(46)	40,210		40,160		40,210		1.2%
					40,160		40,210		1.2%

See notes to consolidated financial statements.

12

PROSPECT CAPITAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED SCHEDULES OF INVESTMENTS (CONTINUED)

(in thousands, except share data)

			December 31, 2017 (Unaudited)
Portfolio Company	Locale / Industry	Investments(1)(44)(45)	Principal Value		Amortized Cost		Fair Value(2)		% of Net Assets
LEVEL 3 PORTFOLIO INVESTMENTS
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
Coverall North America, Inc.	Florida / Commercial Services & Supplies	Senior Secured Term Loan A (7.34% (LIBOR + 6.00% with 1.00% LIBOR floor), due 11/02/2020)(3)(10)(11)	$	21,720	$	21,720	$	21,720	0.7%
		Senior Secured Term Loan B (12.34% (LIBOR + 11.00% with 1.00% LIBOR floor), due 11/02/2020)(3)(10)(11)	24,875		24,875		24,875		0.7%
					46,595		46,595		1.4%
CURO Financial Technologies Corp.	Canada / Consumer Finance	Senior Secured Notes (12.00%, due 3/1/2022)(8)(14)	12,500		12,433		12,500		0.4%
					12,433		12,500		0.4%
Dunn Paper, Inc.	Georgia / Paper & Forest Products	Second Lien Term Loan (10.32% (LIBOR + 8.75% with 1.00% LIBOR floor), due 8/26/2023)(8)(10)(13)	11,500		11,312		11,500		0.3%
					11,312		11,500		0.3%
Easy Gardener Products, Inc.	Texas / Household Durables	Senior Secured Term Loan (11.34% (LIBOR + 10.00% with .25% LIBOR floor), due 09/30/2020)(3)(10)(11)	17,106		17,106		16,643		0.5%
					17,106		16,643		0.5%
Engine Group, Inc.(7)	California / Media	Senior Secured Term Loan (6.44% (LIBOR + 4.75% with 1.00% LIBOR floor), due 9/15/2022)(8)(9)(10)(11)	4,938		4,938		4,938		0.1%
		Second Lien Term Loan (10.44% (LIBOR + 8.75% with 1.00% LIBOR floor), due 9/15/2023)(3)(8)(10)(11)	35,000		35,000		35,000		0.1%
					39,938		39,938		1.1%
EXC Holdings III Corp	Massachusetts / Technology Hardware, Storage & Peripherals	Second Lien Term Loan (9.16% (LIBOR + 7.50% with 1.00% LIBOR floor), due 12/01/2025)(8)(10)(11)	12,500		12,376		12,376		0.4%
					12,376		12,376		—%
Fleetwash, Inc.	New Jersey / Commercial Services & Supplies	Senior Secured Term Loan B (10.34% (LIBOR + 9.00% with 1.00% LIBOR floor), due 4/30/2022)(3)(10)(11)	21,544		21,544		21,544		0.6%
		Delayed Draw Term Loan – $15,000 Commitment (9.84% (LIBOR + 8.50% with 1.00% LIBOR floor) expires 4/30/2022)(10)(11)(15)	—		—		—		—%
					21,544		21,544		0.6%
Galaxy XV CLO, Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 11.89%, due 10/15/2030)(5)(14)	50,525		33,831		30,827		0.9%
					33,831		30,827		0.9%
Galaxy XVI CLO, Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 6.26%, due 11/16/2025)(5)(14)	24,575		17,077		14,609		0.4%
					17,077		14,609		0.4%
Galaxy XVII CLO, Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 6.66%, due 7/15/2026)(5)(6)(14)	39,905		28,497		24,072		0.7%
					28,497		24,072		0.7%
Halcyon Loan Advisors Funding 2012-1 Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 0.00%, due 8/15/2023)(5)(14)(17)	23,188		3,987		5,510		0.2%
					3,987		5,510		0.2%
Halcyon Loan Advisors Funding 2013-1 Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 2.23%, due 4/15/2025)(5)(14)	40,400		24,295		19,914		0.6%
					24,295		19,914		0.6%
Halcyon Loan Advisors Funding 2014-1 Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 5.88%, due 4/18/2026)(5)(14)	24,500		15,129		13,325		0.4%
					15,129		13,325		0.4%

See notes to consolidated financial statements.

13

PROSPECT CAPITAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED SCHEDULES OF INVESTMENTS (CONTINUED)

(in thousands, except share data)

			December 31, 2017 (Unaudited)
Portfolio Company	Locale / Industry	Investments(1)(44)(45)	Principal Value		Amortized Cost		Fair Value(2)		% of Net Assets
LEVEL 3 PORTFOLIO INVESTMENTS
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
Halcyon Loan Advisors Funding 2014-2 Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 11.61%, due 4/28/2025)(5)(6)(14)	$	41,164	$	26,102	$	23,051	0.7%
					26,102		23,051		0.7%
Halcyon Loan Advisors Funding 2015-3 Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 19.67%, due 10/18/2027)(5)(6)(14)	39,598		34,191		33,690		1.0%
					34,191		33,690		1.0%
Harbortouch Payments, LLC	Pennsylvania / Commercial Services & Supplies	Escrow Receivable	—		—		856		—%
					—		856		—%
HarbourView CLO VII, Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 18.00%, due 11/18/2026)(5)(6)(14)	19,025		15,187		13,988		0.4%
					15,187		13,988		0.4%
Harley Marine Services, Inc.	Washington / Marine	Second Lien Term Loan (10.63% (LIBOR + 9.25% with 1.25% LIBOR floor), due 12/20/2019)(3)(8)(10)(11)	9,000		8,935		8,935		0.3%
					8,935		8,935		0.3%
Ingenio, LLC	California / Internet Software and Services	Senior Secured Term Loan (8.88% (LIBOR + 7.50% with 1.25% LIBOR floor), due 9/26/2022)(3)(8)(10)(11)	10,000		10,000		10,000		0.3%
					10,000		10,000		0.3%
Inpatient Care Management Company, LLC	Florida / Health Care Providers & Services	Senior Secured Term Loan (9.34% (LIBOR + 8.00% with 1.00% LIBOR floor), due 6/8/2021)(3)(10)(11)	24,927		24,927		24,927		0.7%
					24,927		24,927		0.7%
InterDent, Inc.	California / Health Care Providers & Services	Senior Secured Term Loan A (7.07% (LIBOR + 5.50% with 0.75% LIBOR floor), due 12/31/2017)(10)(13)	78,215		78,215		78,215		2.3%
		Senior Secured Term Loan B (12.07% (LIBOR + 10.50% with 0.75% LIBOR floor), due 12/31/2017)(3)(10)(13)	131,125		131,125		131,125		3.9%
					209,340		209,340		6.2%
JD Power and Associates	California / Capital Markets	Second Lien Term Loan (10.19% (LIBOR + 8.50% with 1.00% LIBOR floor), due 9/7/2024)(3)(8)(10)(11)	20,000		19,785		20,000		0.6%
					19,785		20,000		0.6%
Jefferson Mill CLO Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 7.72%, due 7/20/2027)(5)(6)(14)	19,500		16,244		12,518		0.4%
					16,244		12,518		0.4%
K&N Parent, Inc.	California / Auto Components	Second Lien Term Loan (10.32% (LIBOR + 8.75% with 1.00% LIBOR floor), due 10/21/2024)(3)(8)(10)(13)	13,000		12,778		12,834		0.4%
					12,778		12,834		0.4%
Keystone Acquisition Corp.(36)	Pennsylvania / Health Care Providers & Services	Second Lien Term Loan (10.94% (LIBOR + 9.25% with 1.00% LIBOR floor), due 5/1/2025)(3)(8)(10)(11)	50,000		50,000		50,000		1.5%
					50,000		50,000		1.5%
LaserShip, Inc.	Virginia / Air Freight & Logistics	Senior Secured Term Loan A (9.07% (LIBOR + 7.50% with 1.25% LIBOR floor), due 11/22/2022)(3)(10)(13)	22,990		22,990		22,990		0.7%
		Senior Secured Term Loan B (9.07% (LIBOR + 7.50% with 1.25% LIBOR floor), due 11/22/2022)(3)(10)(13)	14,124		14,124		14,124		0.4%
					37,114		37,114		1.1%

See notes to consolidated financial statements.

14

PROSPECT CAPITAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED SCHEDULES OF INVESTMENTS (CONTINUED)

(in thousands, except share data)

			December 31, 2017 (Unaudited)
Portfolio Company	Locale / Industry	Investments(1)(44)(45)	Principal Value		Amortized Cost		Fair Value(2)		% of Net Assets
LEVEL 3 PORTFOLIO INVESTMENTS
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
LCM XIV Ltd.	Cayman Islands / Structured Finance	Income Notes (Residual Interest, current yield 5.86%, due 7/15/2025)(5)(14)	$	30,500	$	20,157	$	17,876	0.5%
					20,157		17,876		0.5%
Madison Park Funding IX, Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 16.67%, due 8/15/2022)(5)(14)	43,110		2,285		2,329		0.1%
					2,285		2,329		0.1%
Maverick Healthcare Equity, LLC	Arizona / Health Care Providers & Services	Preferred Units (10.00%,1,250,000 units)(16)			1,252		555		—%
		Class A Common Units (1,250,000 units)(16)			—		—		—%
					1,252		555		—%
Memorial MRI & Diagnostic, LLC	Texas / Health Care Providers & Services	Senior Secured Term Loan (10.19% (LIBOR + 8.50% with 1.00% LIBOR floor), due 3/16/2022)(10)(11)	37,430		37,430		37,430		1.1%
					37,430		37,430		1.1%
Mountain View CLO 2013-I Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 16.23%, due 10/12/2030)(5)(14)	43,650		27,017		23,861		0.8%
					27,017		23,861		0.8%
Mountain View CLO IX Ltd.	Cayman Islands / Structured Finance	Subordinated Notes (Residual Interest, current yield 14.45%, due 7/15/2027)(5)(6)(14)	47,830		40,544		38,507		1.2%
					40,544		38,507		1.2%
National Home Healthcare Corp.	Michigan / Health Care Providers & Services	Second Lien Term Loan (10.43% (LIBOR + 9.00% with 1.00% LIBOR floor), due 12/8/2022)(3)(8)(10)(13)	15,407		15,219		15,407		0.5%
					15,219		15,407		0.5%
Octagon Investment Partners XV, Ltd.	Cayman Islands / Structured Finance	Income Notes (Residual Interest, current yield 15.04%, due 7/19/2030)(5)(14)	42,064		31,150		26,517		0.8%
					31,150		26,517		0.8%
Octagon Investment Partners XVIII, Ltd.	Cayman Islands / Structured Finance	Income Notes (Residual Interest, current yield 8.98%, due 12/16/2024)(5)(6)(14)	28,200		17,439		15,398		0.5%
					17,439		15,398		0.5%
Pacific World Corporation	California / Personal Products	Revolving Line of Credit – $21,000 Commitment (8.74% (LIBOR + 7.25% with 1.00% LIBOR floor), due 9/26/2020)(10)(13)(15)	19,225		19,225		19,225		0.6%
		Senior Secured Term Loan A (6.74% (LIBOR + 5.25% with 1.00% LIBOR floor), due 9/26/2020)(3)(10)(13)	96,750		96,750		94,957		2.9%
		Senior Secured Term Loan B (10.74% (LIBOR + 9.25% with 1.00% LIBOR floor), due 9/26/2020)(3)(10)(13)	96,750		96,750		68,954		2.1%
		Common Stock (6,778,414 units)(16)	—		—		—		0.1%
					212,725		183,136		5.6%
Pelican Products, Inc.	California / Chemicals	Second Lien Term Loan (9.94% (LIBOR + 8.25% with 1.00% LIBOR floor), due 4/9/2021)(3)(8)(10)(11)	17,500		17,491		17,077		0.5%
					17,491		17,077		0.5%
PeopleConnect Intermediate, LLC (f/k/a Intelius, Inc.)	Washington / Internet Software & Services	Revolving Line of Credit – $1,000 Commitment (11.10% (LIBOR + 9.50% with 1.00% LIBOR floor), due 8/11/2018)(10)(11)(15)	500		500		500		—%
		Senior Secured Term Loan A (7.84% (LIBOR + 6.50% with 1.00% LIBOR floor), due 7/1/2021)(3)(10)(11)	19,248		19,248		19,248		0.7%
		Senior Secured Term Loan B (13.84% (LIBOR + 12.50% with 1.00% LIBOR floor), due 7/1/2021)(3)(10)(11)	20,373		20,373		20,373		0.7%
					40,121		40,121		1.4%

See notes to consolidated financial statements.

15

PROSPECT CAPITAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED SCHEDULES OF INVESTMENTS (CONTINUED)

(in thousands, except share data)

			December 31, 2017 (Unaudited)
Portfolio Company	Locale / Industry	Investments(1)(44)(45)	Principal Value		Amortized Cost		Fair Value(2)		% of Net Assets
LEVEL 3 PORTFOLIO INVESTMENTS
Non-Control/Non-Affiliate Investments (less than 5.00% voting control)
PGX Holdings, Inc.(40)	Utah / Diversified Consumer Services	Second Lien Term Loan (10.57% (LIBOR + 9.00% with 1.00% LIBOR floor), due 9/29/2021)(10)(13)	$	134,668	$	134,668	$	134,668	4.0%
					134,668		134,668		4.0%
PharMerica Corporation	Kentucky / Pharmaceuticals	Second Lien Term Loan (9.25% (LIBOR + 7.75% with 1.00% LIBOR floor), due 12/07/2024)(8)(10)(13)	12,000		11,880		12,000		0.4%
					11,880		12,000		0.4%
Photonis Technologies SAS	France / Electronic Equipment, Instruments & Components	First Lien Term Loan (9.19% (LIBOR + 7.50% with 1.00% LIBOR floor), due 9/18/2019)(8)(10)(11)(14)	12,872		12,325		11,283		0.3%
					12,325		11,283		0.3%
PlayPower, Inc.	North Carolina / Leisure Products	Second Lien Term Loan (10.44% (LIBOR + 8.75% with 1.00% LIBOR floor), due 6/23/2022)(3)(8)(10)(11)	11,000		10,892		11,000		0.3%
					10,892		11,000		0.3%
Prince Mineral Holding Corp.	New York / Metals & Mining	Senior Secured Term Loan (11.50%, due 12/15/2019)(8)	10,000		9,963		10,000		0.3%
					9,963		10,000		0.3%
RGIS Services, LLC	Michigan / Commercial Services & Supplies	Senior Secured Term Loan (9.07% (LIBOR + 7.50% with 1.00% LIBOR floor), due 3/31/2023)(3)(8)(10)(11)	30,806		30,162		29,133		1.0%
					30,162		29,133		1.0%
RME Group Holding Company	Florida / Media	Senior Secured Term Loan A (7.69% (LIBOR + 6.00% with 1.00% LIBOR floor), due 5/4/2022)(3)(10)(13)	37,125		37,125		37,125		1.2%
		Senior Secured Term Loan B (12.69% (LIBOR + 11.00% with 1.00% LIBOR floor), due 5/4/2022)(3)(10)(11)	24,875		24,875		24,875		0.8%
					62,000		62,000		2.0%
Rocket Software, Inc.	Massachusetts / Software	Second Lien Term Loan (11.13% (LIBOR + 9.50% with 1.00% LIBOR floor), due 10/14/2024)(3)(8)(10)(11)	50,000		49,157		50,000		1.6%
					49,157		50,000		1.6%
SCS Merger Sub, Inc.	Texas / IT Services	Second Lien Term Loan (11.07% (LIBOR + 9.50% with 1.00% LIBOR floor), due 10/30/2023)(3)(8)(10)(13)	20,000		19,568		20,000		0.6%
					19,568		20,000		0.6%
Securus Technologies Holdings, Inc.	Texas / Communications Equipment	Second Lien Term Loan (9.87% (LIBOR + 8.25% with 1.00% LIBOR floor), due 11/01/2025)(8)(10)(11)	40,000		39,851		39,851		1.2%
					39,851		39,851		1.2%
SESAC Holdco II LLC	Tennessee / Media	Second Lien Term Loan (8.73% (LIBOR + 7.25% with 1.00% LIBOR floor), due 2/23/2025)(8)(10)(13)	3,000		2,973		2,973		0.1%
					2,973		2,973