Financing Arrangements

3 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Financing Arrangements

Financing Arrangements

Prior to June 14, 2019, in accordance with the 1940 Act, the Company was allowed to borrow amounts such that its asset coverage, calculated pursuant to the 1940 Act, was at least 200% after such borrowing. Effective June 15, 2019, the Company’s asset coverage requirement applicable to senior securities was reduced from 200% to 150%. As of March 31, 2023, the aggregate amount outstanding of the senior securities issued by the Company was $8,713. As of March 31, 2023, the Company’s asset coverage was 180%.

The following tables present summary information with respect to the Company’s outstanding financing arrangements as of March 31, 2023 and December 31, 2022. For additional information regarding these financing arrangements, see the notes to the Company’s audited consolidated financial statements contained in its annual report on Form 10-K for the year ended December 31, 2022. Any significant changes to the Company's financing arrangements during the three months ended March 31, 2023 are discussed below.

	As of March 31, 2023 (Unaudited)
Arrangement	Type of Arrangement	Rate	Amount Outstanding		Amount Available		Maturity Date
Ambler Credit Facility(2)	Revolving Credit Facility	SOFR+2.15%(1)	$	150	$	50	November 22, 2025
Burholme Prime Brokerage Facility(2)	Prime Brokerage Facility	SOFR+1.35%(1)	—		—		September 26, 2023
CCT Tokyo Funding Credit Facility(2)	Revolving Credit Facility	SOFR+1.90% - 2.05%(1)(3)	285		15		June 2, 2026
Darby Creek Credit Facility(2)	Revolving Credit Facility	SOFR+1.85%(1)	240		10		February 26, 2025
Dunlap Credit Facility(2)	Revolving Credit Facility	SOFR+1.85%(1)	467		33		February 26, 2025
Meadowbrook Run Credit Facility(2)	Revolving Credit Facility	SOFR+2.55%(1)	300		—		November 22, 2024
Senior Secured Revolving Credit Facility(2)	Revolving Credit Facility	SOFR+1.75% - 1.88%(1)(4)	2,174(5)		2,469(6)		May 17, 2027
4.625% Notes due 2024(7)	Unsecured Notes	4.63%	400		—		July 15, 2024
1.650% Notes due 2024(7)	Unsecured Notes	1.65%	500		—		October 12, 2024
4.125% Notes due 2025(7)	Unsecured Notes	4.13%	470		—		February 1, 2025
4.250% Notes due 2025(7)	Unsecured Notes	4.25%	475		—		February 14, 2025
8.625% Notes due 2025(7)	Unsecured Notes	8.63%	250		—		May 15, 2025
3.400% Notes due 2026(7)	Unsecured Notes	3.40%	1,000		—		January 15, 2026
2.625% Notes due 2027(7)	Unsecured Notes	2.63%	400		—		January 15, 2027
3.250% Notes due 2027(7)	Unsecured Notes	3.25%	500		—		July 15, 2027
3.125% Notes due 2028(7)	Unsecured Notes	3.13%	750		—		October 12, 2028
CLO-1 Notes(2)(8)	Collateralized Loan Obligation	L+1.85% - 3.01%(1)	352		—		January 15, 2031
Total			$	8,713	$	2,577

___________

(1)The benchmark rate is subject to a 0% floor.

(2)The carrying amount outstanding under the facility approximates its fair value.

(3)As of March 31, 2023, there was $200 term loan outstanding at SOFR+1.90% and $85 revolving commitment outstanding at SOFR+2.05%.

(4)The spread over the benchmark rate is determined by reference to the ratio of the value of the borrowing base to the aggregate amount of certain outstanding indebtedness of the Company. In addition to the spread over the benchmark rate, a credit spread adjustment of 0.10% and 0.0326% is applicable to borrowings in U.S. dollars and pounds sterling, respectively.

(5)Amount includes borrowing in Euros, Canadian dollars, pounds sterling and Australian dollars. Euro balance outstanding of €242 has been converted to U.S. dollars at an exchange rate of €1.00 to $1.09 as of March 31, 2023 to reflect total amount outstanding in U.S. dollars. Canadian dollar balance outstanding of CAD22 has been converted to U.S dollars at an exchange rate of CAD1.00 to $0.74 as of March 31, 2023 to reflect total amount outstanding in U.S. dollars. Pounds sterling balance outstanding of £30 has been converted to U.S dollars at an exchange rate of £1.00 to $1.24 as of March 31, 2023 to reflect total amount outstanding in U.S. dollars. Australian dollar balance outstanding of AUD79 has been converted to U.S dollars at an exchange rate of AUD1.00 to $0.67 as of March 31, 2023 to reflect total amount outstanding in U.S. dollars.

(6)The amount available for borrowing under the Senior Secured Revolving Credit Facility is reduced by any standby letters of credit issued under the Senior Secured Revolving Credit Facility. As of March 31, 2023, $12 of such letters of credit have been issued.

(7)As of March 31, 2023, the fair value of the 4.625% notes, the 1.650% notes, the 4.125% notes, the 4.250% notes, the 8.625% notes, the 3.400% notes, the 2.625% notes, the 3.250% notes and the 3.125% notes was approximately $387, $460, $445, $446, $254, $899, $337, $424 and $615, respectively. These valuations are considered Level 2 valuations within the fair value hierarchy.

(8)As of March 31, 2023, there were $281.4 of Class A-1R notes outstanding at L+1.85%, $20.5 of Class A-2R notes outstanding at L+2.25%, $32.4 of Class B-1R notes outstanding at L+2.60% and $17.4 of Class B-2R notes outstanding at 3.011%.

	As of December 31, 2022
Arrangement	Type of Arrangement	Rate	Amount Outstanding		Amount Available		Maturity Date
Ambler Credit Facility(2)(9)	Revolving Credit Facility	SOFR+2.15%(1)	$	131	$	69	November 22, 2025
Burholme Prime Brokerage Facility(2)(9)	Prime Brokerage Facility	L+1.25%(1)	—		—		June 28, 2023
CCT Tokyo Funding Credit Facility(2)	Revolving Credit Facility	SOFR+1.90% - 2.05%(1)(3)	285		15		June 2, 2026
Darby Creek Credit Facility(2)(9)	Revolving Credit Facility	L+1.85%(1)	242		8		February 26, 2025
Dunlap Credit Facility(2)(9)	Revolving Credit Facility	L+1.85%(1)	472		28		February 26, 2025
Meadowbrook Run Credit Facility(2)(9)	Revolving Credit Facility	SOFR+2.55%(1)	244		56		November 22, 2024
Senior Secured Revolving Credit Facility(2)	Revolving Credit Facility	SOFR+1.75% - 1.88%(1)(4)	2,260(5)		2,383(6)		May 17, 2027
4.625% Notes due 2024(7)	Unsecured Notes	4.63%	400		—		July 15, 2024
1.650% Notes due 2024(7)	Unsecured Notes	1.65%	500		—		October 12, 2024
4.125% Notes due 2025(7)	Unsecured Notes	4.13%	470		—		February 1, 2025
4.250% Notes due 2025(7)(9)	Unsecured Notes	4.25%	475		—		February 14, 2025
8.625% Notes due 2025(7)	Unsecured Notes	8.63%	250		—		May 15, 2025
3.400% Notes due 2026(7)	Unsecured Notes	3.40%	1,000		—		January 15, 2026
2.625% Notes due 2027(7)	Unsecured Notes	2.63%	400		—		January 15, 2027
3.250% Notes due 2027(7)	Unsecured Notes	3.25%	500		—		July 15, 2027
3.125% Notes due 2028(7)	Unsecured Notes	3.13%	750		—		October 12, 2028
CLO-1 Notes(2)(8)	Collateralized Loan Obligation	L+1.85% - 3.01%(1)	352		—		January 15, 2031
Total			$	8,731	$	2,559

___________

(1)The benchmark rate is subject to a 0% floor.

(2)The carrying amount outstanding under the facility approximates its fair value.

(3)As of December 31, 2022, there was $200 term loan outstanding at SOFR+1.90% and $85 revolving commitment outstanding at SOFR+2.05%.

(4)The spread over the benchmark rate is determined by reference to the ratio of the value of the borrowing base to the aggregate amount of certain outstanding indebtedness of the Company. In addition to the spread over the benchmark rate, a credit spread adjustment of 0.10% and 0.0326% is applicable to borrowings in U.S. dollars and pounds sterling, respectively.

(5)Amount includes borrowing in Euros, Canadian dollars, pounds sterling and Australian dollars. Euro balance outstanding of €260 has been converted to U.S. dollars at an exchange rate of €1.00 to $1.07 as of December 31, 2022 to reflect total amount outstanding in U.S. dollars. Canadian dollar balance outstanding of CAD32 has been converted to U.S dollars at an exchange rate of CAD1.00 to $0.74 as of December 31, 2022 to reflect total amount outstanding in U.S. dollars. Pounds sterling balance outstanding of £39 has been converted to U.S dollars at an exchange rate of £1.00 to $1.21 as of December 31, 2022 to reflect total amount outstanding in U.S. dollars. Australian dollar balance outstanding of AUD112 has been converted to U.S dollars at an exchange rate of AUD1.00 to $0.68 as of December 31, 2022 to reflect total amount outstanding in U.S. dollars.

(6)The amount available for borrowing under the Senior Secured Revolving Credit Facility is reduced by any standby letters of credit issued under the Senior Secured Revolving Credit Facility. As of December 31, 2022, $12 of such letters of credit have been issued.

(7)As of December 31, 2022, the fair value of the 4.625% notes, the 1.650% notes, the 4.125% notes, the 4.250% notes, the 8.625% notes, the 3.400% notes, the 2.625% notes, the 3.250% notes and the 3.125% notes was approximately $388, $452, $442, $446, $255, $888, $334, $421 and $606, respectively. These valuations are considered Level 2 valuations within the fair value hierarchy.

(8)As of December 31, 2022, there were $281.4 of Class A-1R notes outstanding at L+1.85%, $20.5 of Class A-2R notes outstanding at L+2.25%, $32.4 of Class B-1R notes outstanding at L+2.60% and $17.4 of Class B-2R notes outstanding at 3.011%.

(9)As of June 16, 2021, the Company assumed all of FSKR’s obligations under its notes and credit facilities, and FSKR’s wholly-owned special purpose financing subsidiaries became wholly-owned special purpose financing subsidiaries of the Company, in each case, as a result of the consummation of the 2021 Merger.

For the three months ended March 31, 2023 and 2022, the components of total interest expense for the Company's financing arrangements were as follows:

	Three Months Ended March 31,
	2023						2022
Arrangement(1)	Direct Interest Expense		Amortization of Deferred Financing Costs and Discount / Premium		Total Interest Expense		Direct Interest Expense		Amortization of Deferred Financing Costs and Discount / Premium		Total Interest Expense
Ambler Credit Facility(2)	$	2	$	1	$	3	$	1	$	0	$	1
Burholme Prime Brokerage Facility(2)	—		—		—		—		—		—
CCT Tokyo Funding Credit Facility(2)	5		0		5		2		0		2
Darby Creek Credit Facility(2)	4		0		4		1		0		1
Dunlap Credit Facility(2)	8		0		8		3		0		3
Meadowbrook Run Credit Facility(2)	4		0		4		2		0		2
Senior Secured Revolving Credit Facility(2)	38		1		39		16		1		17
4.750% Notes due 2022	—		—		—		6		0		6
4.625% Notes due 2024	5		0		5		4		0		4
1.650% Notes due 2024	2		1		3		2		1		3
4.125% Notes due 2025	5		1		6		5		0		5
4.250% Notes due 2025	5		(2)		3		5		(1)		4
8.625% Notes due 2025	5		0		5		5		1		6
3.400% Notes due 2026	9		2		11		9		1		10
2.625% Notes due 2027	2		0		2		2		0		2
3.250% Notes due 2027	4		0		4		3		0		3
3.125% Notes due 2028	6		0		6		6		0		6
CLO-1 Notes	6		0		6		2		0		2
Total	$	110	$	4	$	114	$	74	$	3	$	77

______________________

(1)Borrowings of each of the Company’s wholly-owned, special-purpose financing subsidiaries are considered borrowings of the Company for purposes of complying with the asset coverage requirements applicable to BDCs under the 1940 Act.

(2)Direct interest expense includes the effect of non-usage fees.

The Company’s average borrowings and weighted average interest rate, including the effect of non-usage fees, for the three months ended March 31, 2023 were $8,842 and 5.00%, respectively. As of March 31, 2023, the Company’s weighted average effective interest rate on borrowings, including the effect of non-usage fees, was 5.08%.

The Company’s average borrowings and weighted average interest rate, including the effect of non-usage fees, for the three months ended March 31, 2022 were $9,649 and 3.07%, respectively. As of March 31, 2022, the Company’s weighted average effective interest rate on borrowings, including the effect of non-usage fees, was 3.14%.

Under its financing arrangements, the Company has made certain representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar financing arrangements. The Company was in compliance with all covenants required by its financing arrangements as of March 31, 2023 and December 31, 2022.

Burholme Prime Brokerage Facility

On January 25, 2023, Burholme Funding LLC, or Burholme Funding, a wholly-owned special-purpose financing subsidiary of the Company, entered into an eighth amendment to the committed facility arrangement, or the Burholme Prime Brokerage Facility, with BNP Paribas Prime Brokerage International, Ltd., or BNPP to amend the interest rate on borrowings thereunder from LIBOR plus 1.25% per annum to SOFR plus 1.35% per annum. Interest remains payable monthly in arrears.

Darby Creek Credit Facility

On February 23, 2023, Darby Creek LLC, or Darby Creek, a wholly-owned special-purpose financing subsidiary of the Company, entered into an Eleventh Amendment (the “Eleventh Amendment to the Darby Creek Credit Facility”) to a revolving credit facility, or the Darby Creek Credit Facility, with Deutsche Bank AG, New York Branch, as facility agent, each of the lenders from time to time party thereto, the other agents parties thereto, and Wells Fargo Bank, National Association, as collateral agent and collateral custodian.

The Eleventh Amendment to the Darby Creek Credit Facility, among other things, (i) extended the end of the revolving period from February 26, 2023 to April 26, 2023, (ii) converted the applicable benchmark for calculating interest thereunder for borrowings in U.S. dollars from LIBOR to Term SOFR and (iii) increased the margin over the applicable benchmark that would be charged after the revolving period to 2.90% per annum, plus Term SOFR (or the relevant reference rate for any foreign currency borrowings).

Dunlap Credit Facility

On February 23, 2023, Dunlap Funding LLC, or Dunlap Funding, a wholly-owned special-purpose financing subsidiary of the Company, entered into Amendment No. 15 (“Amendment No. 15 to the Dunlap Credit Facility”) to a revolving credit facility, or the Dunlap Credit Facility with Deutsche Bank AG, New York Branch, as facility agent, each of the lenders from time to time party thereto, the other agents parties thereto, and Wells Fargo Bank, National Association, as collateral agent and collateral custodian.

Amendment No. 15 to the Dunlap Credit Facility, among other things, (i) extended the end of the revolving period from February 26, 2023 to April 26, 2023 (ii) converted the applicable benchmark for calculating interest thereunder for borrowings in U.S. dollars from LIBOR to Term SOFR and (iii) increased the margin over the applicable benchmark that would be charged after the revolving period to 2.90% per annum, plus Term SOFR (or the relevant reference rate for any foreign currency borrowings).