tcrd-ex991_230.htm

Consolidated Financial Statements for the years ended December 31, 2018, 2017, and 2016

We have audited the accompanying consolidated financial statements of THL Credit Logan JV LLC and its subsidiary (the “Company”), which comprise the consolidated statements of assets, liabilities and members’ capital, including the consolidated schedules of investments, as of December 31, 2018 and 2017 and the related consolidated statements of operations, of changes in members’ capital and of cash flows for each of the three years in the period ended December 31, 2018.

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

Our responsibility is to express an opinion on the consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the Company’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of THL Credit Logan JV LLC and its subsidiary as of December 31, 2018 and 2017, and the results of their operations, changes in their members’ capital and their cash flows for each of the three years in the period ended December 31, 2018, in accordance with accounting principles generally accepted in the United States of America.

	2018		2017
Assets
Investments at fair value (cost $337,104,247 and $252,710,136, respectively)	$	329,771,204	$	250,399,963
Cash and cash equivalents		26,867,919		10,637,075
Interest and fees receivable		1,137,544		906,453
Receivable for investments sold and paydown of investments		1,056,516		8,686,885
Total assets	$	358,833,183	$	270,642,347
Liabilities and Members’ Capital
Liabilities
Loans payable ($241,679,121 and $169,631,533 face amounts, respectively reported net of unamortized debt issuance costs of $2,322,632 and $1,521,857, respectively)	$	239,356,489	$	168,109,676
Distribution payable		3,360,000		3,300,000
Payable for investments purchased		7,342,000		15,616,333
Accrued credit facility expense		2,571,500		1,697,918
Accrued expenses		172,000		156,000
Total liabilities	$	252,801,989	$	188,879,927
Commitments and contingencies (Note 9)
Members’ Capital
Members’ capital	$	106,031,194	$	81,762,420
Total liabilities and members’ capital	$	358,833,183	$	270,642,347

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

	2018			2017			2016
Investment Income
Interest income	$	22,626,925		$	16,996,380		$	14,184,626
Other income		182,822			417,141			254,000
Total investment income		22,809,747			17,413,521			14,438,626
Expenses
Credit facility interest and fees		9,769,526			5,861,844			4,576,777
Amortization of deferred financing costs		740,789			468,483			352,524
Professional fees		96,000			99,406			140,500
Other general and administrative expenses		329,460			265,839			323,676
Total expenses		10,935,775			6,695,572			5,393,477
Net investment income		11,873,972			10,717,949			9,045,149
Realized (Loss) Gain and Change in Unrealized (Depreciation)
Appreciation on Investments
Net realized (loss) gain		(2,132,328	)		1,133,423			306,170
Net change in unrealized (depreciation) appreciation on investments		(5,022,870	)		(3,134,738	)		6,641,912
Net realized (loss) gain and change in unrealized (depreciation) appreciation on investments		(7,155,198	)		(2,001,315	)		6,948,082
Net increase in members’ capital resulting from operations	$	4,718,774		$	8,716,634		$	15,993,231

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

	2018			2017			2016
Cash flows from operating activities:
Net increase in members’ capital resulting from operations	$	4,718,774		$	8,716,634		$	15,993,231
Adjustments to reconcile net increase (decrease) in members’ capital resulting from operations to net cash used in operating activities:
Net change in unrealized depreciation (appreciation) on investments		5,022,870			3,134,738			(6,641,912	)
Net realized loss (gain)		2,132,328			(1,133,423	)		(306,170	)
Amortization of deferred financing costs		740,789			468,483			352,524
Accretion of discount		(1,203,605	)		(2,316,674	)		(1,334,801	)
Increase in investments due to PIK		—			(29,894	)		—
Purchase of investments		(195,767,808	)		(170,454,801	)		(105,114,920	)
Proceeds from sales and repayments of investments		109,812,981			124,561,998			73,742,952
Changes in operating assets and liabilities:
(Increase) decrease in interest receivable		(231,091	)		(264,692	)		13,350
Increase in accrued credit facility expense		873,582			499,318			478,223
Increase (decrease) in accrued expenses		16,000			(12,000	)		72,754
Net cash used in operating activities		(73,885,180	)		(36,830,313	)		(22,744,769	)
Cash flows from financing activities:
Borrowings under credit facility		72,047,588			40,374,283			21,120,250
Contributions received		32,000,000			10,000,000			12,000,000
Distributions paid		(12,390,000	)		(12,520,000	)		(7,480,000	)
Financing costs paid		(1,541,564	)		(234,913	)		(718,166	)
Net cash provided by financing activities		90,116,024			37,619,370			24,922,084
Net increase in cash		16,230,844			789,057			2,177,315
Cash and cash equivalents, beginning of year		10,637,075			9,848,018			7,670,703
Cash and cash equivalents, end of year	$	26,867,919		$	10,637,075		$	9,848,018
Supplemental Disclosure of Cash Flow Information:
Cash interest paid		8,895,945			5,329,393			3,685,975
Supplemental Disclosure of Non Cash Flow Information:
Securities issued in restructuring of investments		—			869,704			—
PIK income earned		—			29,894			—

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

Company/Security/Country (13)	Industry	Interest Rate (1)	Initial Acquisition Date	Maturity Date	Principal / Shares		Amortized Cost		Fair Value (2)
Senior Secured First Lien Term Loans Canada
PNI Canada Acquireco Corp	High Tech Industries	6.85% (LIBOR +4.5%)	10/31/2018	10/31/2025	$	1,733,333	$	1,724,824	$	1,698,667
Total Canada							$	1,724,824	$	1,698,667
Germany
Rhodia Acetow	Consumer goods: Non-Durable	8.09% (LIBOR +5.5%)	04/21/2017	05/31/2023	$	985,000	$	974,127	$	955,450
VAC Germany Holding GmbH	Metals & Mining	6.8% (LIBOR +4%)	02/26/2018	02/26/2025		2,977,500		2,964,329		2,973,778
Total Germany							$	3,938,456	$	3,929,228
United Kingdom
Auxey Bidco Ltd.	Services: Business	7.97% (LIBOR +5.5%)	08/07/2018	08/07/2025	$	5,000,000	$	4,806,114	$	4,812,500
EG Group	Retail	6.81% (LIBOR +4%)	03/23/2018	02/07/2025		2,845,171		2,832,386		2,749,146
Total United Kingdom							$	7,638,500	$	7,561,646
United States of America
1A Smart Start LLC	Services: Consumer	7.09% (LIBOR +4.5%)	08/28/2015	02/21/2022	$	4,346,634	$	4,329,746	$	4,346,634
A Place for Mom Inc	Media: Advertising, Printing & Publishing	6.27% (LIBOR +3.75%)	07/28/2017	08/10/2024		3,950,000		3,934,094		3,969,750
A10 Capital, LLC	Banking, Finance, Insurance & Real Estate	8.96% (LIBOR +6.5%)	04/25/2018	04/27/2023		5,000,000		4,956,723		4,925,000
Achilles Acquisition LLC	Banking, Finance, Insurance & Real Estate	6.56% (LIBOR +4%)	10/04/2018	10/03/2025		4,000,000		3,990,272		3,950,000
Advanced Computer Software	High Tech Industries	7.14% (LIBOR +4.75%)	05/25/2018	05/31/2024		1,496,250		1,492,854		1,485,028
Advanced Integration Technology LP	Aerospace & Defense	7.46% (LIBOR +4.75%)	07/15/2016	04/03/2023		1,955,175		1,941,317		1,935,623
AgroFresh Inc.	Chemicals, Plastics & Rubber	7.55% (LIBOR +4.75%)	12/01/2015	07/31/2021		1,934,837		1,928,162		1,909,442
Air Medical Group Holdings Inc	Healthcare & Pharmaceuticals	6.75% (LIBOR +4.25%)	09/26/2017	03/14/2025		2,227,500		2,212,807		2,081,120
Alcami Carolinas Corp	Healthcare & Pharmaceuticals	6.71% (LIBOR +4.25%)	07/09/2018	07/06/2025		3,990,000		3,971,197		3,970,050
Alchemy US Holdco 1 LLC	Chemicals, Plastics & Rubber	8.12% (LIBOR +5.5%)	10/01/2018	09/28/2025		2,000,000		1,970,898		1,995,000
Alpha Media LLC	Media: Broadcasting & Subscription	9% (LIBOR +6.5%)	02/24/2016	02/25/2022		3,042,741		2,962,067		2,930,539
AMCP Clean Acquisition Co LLC	Wholesale	7.05% (LIBOR +4.25%)	07/10/2018	07/10/2025		2,407,258		2,395,885		2,386,194
AMCP Clean Acquisition Co LLC ⁽³⁾	Wholesale	7.15% (LIBOR +4.25%)	07/10/2018	07/10/2025		580,645		224,531		222,193
American Sportsman Holdings Co	Retail	7.52% (LIBOR +5%)	11/22/2016	09/25/2024		3,950,000		3,906,373		3,795,950
Ansira Holdings, Inc. (4)	Media: Diversified & Production	8.27% (LIBOR +5.75%)	04/17/2018	12/20/2022		612,820		149,790		148,870
Ansira Holdings, Inc.	Media: Diversified &	8.27% (LIBOR +5.75%)	12/20/2016	12/20/2022		1,849,798		1,837,513		1,840,549
	Production
AP Gaming I LLC	Hotel, Gaming & Leisure	6.02% (LIBOR +3.5%)	06/06/2016	02/15/2024		2,462,578		2,457,343		2,423,583
APC Aftermarket	Automotive	7.62% (LIBOR +5%)	05/09/2017	05/10/2024		492,500		484,949		448,175
Aptean, Inc.	High Tech Industries	7.06% (LIBOR +4.25%)	12/15/2017	12/20/2022		928,740		922,011		920,224
AQA Aquisition Holding, Inc	High Tech Industries	7.05% (LIBOR +4.25%)	10/01/2018	05/24/2023		1,994,937		1,994,937		1,984,962
ATI Merger Sub Inc. (11)	Healthcare & Pharmaceuticals	7.31% (LIBOR +4.5%)	12/19/2018	12/05/2025		4,333,333		4,290,000		4,300,833

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

Company/Security/Country ⁽¹³⁾

Industry

Interest Rate ⁽¹⁾

Initial

Acquisition

Date

Maturity

Date

Principal /

Amortized Cost

Fair Value ⁽²⁾

Avaya Inc

Telecommunications

6.71% (LIBOR

+4.25%)

11/09/2017

12/15/2024

2,588,021

2,564,212

2,505,527

Barbri Inc

Media: Diversified &

Production

6.6% (LIBOR

+4.25%)

12/01/2017

11/21/2023

3,121,622

3,108,777

3,059,189

BCP Qualtek Merger Sub LLC

Telecommunications

8.28% (LIBOR

+5.75%)

07/16/2018

07/16/2025

3,990,000

3,914,946

3,902,719

Beasley Mezzanine Holdings LLC

Media:

Broadcasting &

Subscription

6.47% (LIBOR

+4%)

11/17/2017

11/01/2023

2,927,347

2,915,319

2,893,199

Big Ass Fans LLC

Capital Equipment

6.55% (LIBOR

+3.75%)

11/07/2017

05/21/2024

2,474,878

2,464,598

2,443,942

Big River Steel LLC

Metals & Mining

7.8% (LIBOR +5%)

08/15/2017

08/23/2023

1,975,000

1,959,623

1,960,187

BI—LO LLC

Retail

10.78% (LIBOR

+8%)

05/15/2018

05/31/2024

1,492,500

1,438,227

1,434,039

Bomgar Corp

High Tech Industries

6.52% (LIBOR

+4%)

04/17/2018

04/18/2025

3,984,987

3,975,621

3,865,438

Brand Energy & Infrastructure

Services, Inc.

Energy: Oil & Gas

6.76% (LIBOR

+4.25%)

06/16/2017

06/21/2024

2,955,000

2,931,765

2,813,810

California Cryobank LLC

Healthcare &

Pharmaceuticals

6.8% (LIBOR +4%)

08/03/2018

07/26/2025

3,200,313

3,185,200

3,200,313

Cambium Learning Inc.

Services: Consumer

4.5% (LIBOR

+4.5%)

12/18/2018

12/11/2025

2,000,000

1,900,000

1,907,500

CC Amulet Intermediate, LLC (5)

(12)

Healthcare &

Pharmaceuticals

7.56% (LIBOR

+4.75%)

06/18/2018

04/30/2024

1,538,462

(13,996

)

(15,385

)

CC Amulet Intermediate, LLC

Healthcare &

Pharmaceuticals

7.27% (LIBOR

+4.75%)

06/18/2018

04/30/2024

3,444,231

3,412,896

3,409,788

Clear Balance Holdings, LLC

Banking, Finance,

Insurance & Real

Estate

8.55% (LIBOR

+5.75%)

07/07/2015

10/05/2023

4,937,500

4,919,549

4,937,500

Commercial Barge Line Co

Transportation: Cargo

11.27% (LIBOR

+8.75%)

11/06/2015

11/12/2020

1,293,750

1,269,693

939,263

Constellis Holdings, LLC

Aerospace &

Defense

7.52% (LIBOR

+5%)

04/18/2017

04/21/2024

1,970,000

1,955,062

1,891,200

Conyers Park Parent Merger Sub

Inc

Beverage, Food &

Tobacco

6.27% (LIBOR

+3.5%)

06/21/2017

07/07/2024

1,975,000

1,967,167

1,955,250

Country Fresh Holdings, LLC ⁽¹⁴⁾

Beverage, Food &

Tobacco

7.8% (LIBOR +5%)

07/14/2017

03/31/2023

4,340,351

4,307,788

3,667,596

Covenant Surgical Partners Inc

Healthcare &

Pharmaceuticals

7.3% (LIBOR

+4.5%)

09/29/2017

10/04/2024

2,972,216

2,965,823

2,927,633

CPI Acquisition, Inc.

Services: Consumer

7.02% (LIBOR

+4.5%)

08/14/2015

08/17/2022

4,187,266

4,106,515

2,684,038

CryoLife Inc

Healthcare &

Pharmaceuticals

6.05% (LIBOR

+3.25%)

11/15/2017

12/02/2024

1,980,000

1,971,620

1,940,400

CT Technologies Intermediate

Holdings, Inc ⁽¹⁴⁾

Healthcare &

Pharmaceuticals

6.77% (LIBOR

+4.25%)

02/11/2015

12/01/2021

1,920,350

1,924,711

1,601,889

Deerfield Holdings Corp

Banking, Finance,

Insurance & Real

Estate

5.77% (LIBOR

+3.25%)

12/06/2017

02/13/2025

248,125

247,580

235,616

DigiCert, Inc.

High Tech Industries

6.52% (LIBOR

+4%)

09/20/2017

10/31/2024

995,006

990,819

977,594

Drilling Info Inc.

High Tech Industries

6.77% (LIBOR

+4.25%)

07/27/2018

07/26/2025

4,488,750

4,467,558

4,477,528

DXP Enterprises, Inc.

Wholesale

7.27% (LIBOR

+4.75%)

08/16/2017

08/29/2023

1,481,250

1,469,708

1,470,141

Eliassen Group, LLC

Services: Business

7.02% (LIBOR

+4.5%)

10/19/2018

10/19/2023

4,166,667

4,146,173

4,145,833

Empower Payments Acquisition

Services: Business

7.05% (LIBOR

+4.25%)

10/05/2018

10/05/2025

4,000,000

3,990,210

3,990,000

Evo Payments International, LLC

Banking, Finance,

Insurance & Real

Estate

5.76% (LIBOR

+3.25%)

12/08/2016

12/22/2023

2,593,998

2,575,517

2,511,846

Gold Standard Baking, Inc.

Wholesale

7.31% (LIBOR

+4.5%)

05/19/2015

04/23/2021

2,480,570

2,475,680

2,257,318

Golden West Packaging Group LLC

Containers,

Packaging & Glass

7.77% (LIBOR

+5.25%)

02/09/2018

06/20/2023

4,731,099

4,711,129

4,719,271

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

Company/Security/Country⁽¹³⁾

Industry

Interest Rate (1)

Initial

Acquisition

Date

Maturity

Date

Principal /

Amortized Cost

Fair Value (2)

Great Dane Merger Sub Inc

High Tech Industries

6.27% (LIBOR

+3.75%)

05/02/2018

05/21/2025

2,985,000

2,971,387

2,917,838

Gruden Acquisition Inc.

Transportation: Cargo

8.3% (LIBOR

+5.5%)

06/21/2017

08/18/2022

1,969,543

1,934,561

1,933,432

Gulf Finance, LLC

Energy: Oil & Gas

8.06% (LIBOR

+5.25%)

08/17/2016

08/25/2023

1,874,821

1,837,436

1,445,956

Heartland Dental LLC (6) (12)

Healthcare &

Pharmaceuticals

6.56% (LIBOR

+3.75%)

04/19/2018

04/17/2025

125,217

(567

)

(4,852

)

Heartland Dental LLC

Healthcare &

Pharmaceuticals

6.27% (LIBOR

+3.75%)

04/19/2018

04/30/2025

1,368,085

1,361,889

1,315,072

Help/Systems Holdings, Inc.

High Tech Industries

6.27% (LIBOR

+3.75%)

03/23/2018

03/28/2025

1,990,000

1,985,544

1,915,375

Higginbotham Insurance Agency, Inc.

Banking, Finance,

Insurance & Real Estate

6.26% (LIBOR

+3.75%)

12/14/2017

12/19/2024

4,950,000

4,928,625

4,801,500

Idera Inc

High Tech Industries

7.03% (LIBOR

+4.5%)

06/27/2017

06/28/2024

2,331,764

2,313,336

2,336,136

Infoblox Inc.

High Tech Industries

7.02% (LIBOR

+4.5%)

11/03/2016

11/07/2023

2,135,719

2,100,036

2,132,440

Intermedia Holdings, Inc.

Telecommunications

8.52% (LIBOR

+6%)

07/13/2018

07/11/2025

3,000,000

2,971,743

2,996,250

International Textile Group Inc

Consumer goods:

Durable

7.35% (LIBOR

+5%)

04/20/2018

04/19/2024

987,500

983,091

970,219

Isagenix International LLC

Services: Consumer

8.55% (LIBOR

+5.75%)

04/26/2018

06/14/2025

1,950,000

1,931,991

1,896,375

Kestra Financial, Inc.

Banking, Finance,

Insurance & Real Estate

6.76% (LIBOR

+4.25%)

06/10/2016

06/24/2022

3,901,935

3,867,900

3,901,935

LifeScan Global Corp

Healthcare &

Pharmaceuticals

8.4% (LIBOR

+6%)

06/19/2018

10/01/2024

2,250,000

2,185,070

2,131,875

LSCS Holdings Inc.

Healthcare &

Pharmaceuticals

6.96% (LIBOR

+4.25%)

03/09/2018

03/17/2025

466,993

464,911

464,658

LSCS Holdings Inc.

Healthcare &

Pharmaceuticals

6.96% (LIBOR

+4.25%)

03/09/2018

03/17/2025

1,809,103

1,801,037

1,800,057

Lyons Magnus Inc aka

Beverage, Food & Tobacco

6.02% (LIBOR

+3.5%)

06/08/2018

11/11/2024

3,963,797

3,951,634

3,943,978

MAG DS Corp.

Aerospace & Defense

7.27% (LIBOR

+4.75%)

06/01/2018

05/30/2025

2,985,000

2,957,510

2,970,075

Mavenir Systems Inc

Telecommunications

8.39% (LIBOR

+6%)

05/01/2018

05/01/2025

1,990,000

1,953,787

1,983,791

MCS Group Holdings LLC

Banking, Finance,

Insurance & Real Estate

7.27% (LIBOR

+4.75%)

05/12/2017

05/20/2024

1,970,000

1,962,388

1,622,788

MDVIP Inc

Healthcare & Pharmaceuticals

6.75% (LIBOR

+4.25%)

11/10/2017

11/14/2024

4,256,451

4,243,775

4,229,849

Merrill Communications LLC

Media: Advertising,

Printing & Publishing

7.78% (LIBOR

+5.25%)

05/29/2015

06/01/2022

747,744

745,465

747,744

Miller’s Ale House Inc

Hotel, Gaming & Leisure

7.1% (LIBOR

+4.75%)

05/24/2018

05/21/2025

2,388,000

2,376,942

2,352,180

MLN US Holdco LLC

Telecommunications

7.02% (LIBOR

+4.5%)

07/13/2018

11/30/2025

3,000,000

2,992,562

2,915,640

Morphe, LLC

Consumer goods: Non—

Durable

8.52% (LIBOR

+6%)

02/21/2017

02/10/2023

2,737,500

2,709,123

2,723,813

Nasco Healthcare, Inc.

Healthcare & Pharmaceuticals

7.28% (LIBOR

+4.5%)

07/13/2015

06/30/2021

4,489,283

4,479,899

4,466,837

New Insight Holdings Inc

Services: Business

8.02% (LIBOR

+5.5%)

12/08/2017

12/20/2024

1,980,000

1,895,366

1,947,825

NextCare, Inc. (7) (12)

Healthcare &

Pharmaceuticals

7.56% (LIBOR

+4.75%)

02/13/2018

02/28/2023

588,235

(4,893

)

—

NextCare, Inc.

Healthcare &

Pharmaceuticals

7.27% (LIBOR

+4.75%)

02/13/2018

02/28/2023

3,386,176

3,358,008

3,386,176

Northern Star Holdings Inc.

Utilities: Electric

7.55% (LIBOR

+4.75%)

03/28/2018

03/14/2025

4,218,125

4,199,207

4,212,852

Oak Point Partners, LLC

Banking, Finance,

Insurance & Real Estate

8.03% (LIBOR

+5.25%)

09/13/2017

09/13/2023

3,000,000

2,970,630

2,955,000

OB Hospitalist Group Inc

Healthcare &

Pharmaceuticals

6.35% (LIBOR

+4%)

08/08/2017

08/01/2024

2,238,000

2,229,007

2,204,430

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

Company/Security/Country ⁽¹³⁾

Industry

Interest Rate ⁽¹⁾

Initial

Acquisition

Date

Maturity

Date

Principal /

Amortized Cost

Fair Value ⁽²⁾

Odyssey Logistics & Technology

Corporation

Transportation: Cargo

6.52% (LIBOR

+4%)

10/06/2017

10/12/2024

1,980,037

1,971,052

1,920,636

OpenLink

High Tech Industries

7.27% (LIBOR

+4.75%)

03/02/2018

03/21/2025

1,830,529

1,822,324

1,820,233

Orion Business Innovations (8) (12)

High Tech Industries

7.31% (LIBOR

+4.5%)

10/18/2018

10/19/2025

564,516

(5,525

)

(5,645

)

Orion Business Innovations

High Tech Industries

7.16% (LIBOR

+4.5%)

10/18/2018

10/19/2025

1,930,645

1,911,750

1,911,339

OSM MSO, LLC

Healthcare &

Pharmaceuticals

7.8% (LIBOR

+5%)

10/16/2018

08/09/2023

3,990,000

3,951,804

3,950,100

Output Services Group Inc

Services: Business

6.77% (LIBOR

+4.25%)

03/26/2018

03/21/2024

4,468,173

4,448,349

4,345,298

Park Place Technologies, LLC

High Tech Industries

6.52% (LIBOR

+4%)

03/22/2018

03/22/2025

2,328,300

2,317,874

2,307,927

PH Beauty Holdings III, Inc.

Containers,

Packaging & Glass

7.52% (LIBOR

+5%)

10/04/2018

09/28/2025

2,992,500

2,963,206

2,887,763

Ping Identity Corp

High Tech Industries

6.27% (LIBOR

+3.75%)

01/23/2018

01/24/2025

1,492,500

1,485,967

1,485,038

Pivotal Payments

Services: Business

9% (LIBOR

+4.5%)

09/27/2018

09/29/2025

3,095,690

3,065,755

3,064,733

Pivotal Payments (9)

Services: Business

6.98% (LIBOR

+4.5%)

09/27/2018

09/29/2025

896,552

549,826

549,530

PLH Group Inc

Energy: Oil & Gas

8.59% (LIBOR

+6%)

08/01/2018

07/25/2023

3,172,857

3,084,659

3,109,400

Polar US Borrower

Chemicals, Plastics &

Rubber

7.19% (LIBOR

+4.75%)

08/21/2018

10/15/2025

3,000,000

2,883,250

2,895,000

Premise Health Holding

Corp ^{(10) (12)}

Healthcare &

Pharmaceuticals

6.56% (LIBOR

+3.75%)

08/14/2018

07/11/2025

294,107

(703

)

(4,412

)

Premise Health Holding Corp

Healthcare &

Pharmaceuticals

6.55% (LIBOR

+3.75%)

08/14/2018

07/11/2025

3,696,629

3,678,968

3,641,179

Project Leopard Holdings Inc

High Tech Industries

6.52% (LIBOR

+4%)

06/21/2017

07/07/2023

1,728,169

1,724,529

1,691,445

PSC Industrial Outsourcing, LP

Chemicals, Plastics &

Rubber

6.21% (LIBOR

+3.75%)

10/05/2017

10/11/2024

1,980,000

1,963,573

1,935,450

Pure Fishing Inc (11)

Consumer goods:

Non-Durable

7.06% (LIBOR

+4.25%)

12/20/2018

11/30/2025

1,200,000

1,152,000

1,158,000

Quidditch Acquisition Inc

Beverage, Food &

Tobacco

9.47% (LIBOR

+7%)

03/16/2018

03/21/2025

1,013,617

995,561

1,008,549

Red Ventures LLC

Media: Advertising,

Printing & Publishing

5.52% (LIBOR

+3%)

10/18/2017

11/08/2024

2,038,641

2,021,888

1,946,902

SCS Holdings Inc

High Tech Industries

6.77% (LIBOR

+4.25%)

11/20/2015

10/30/2022

1,558,453

1,550,985

1,540,921

Silverback Merger Sub Inc

High Tech Industries

6.01% (LIBOR

+3.5%)

08/11/2017

08/21/2024

1,185,000

1,182,430

1,068,473

Situs Group Holdings

Corporation

Banking, Finance,

Insurance & Real

Estate

7.02% (LIBOR

+4.5%)

02/21/2018

02/27/2023

2,971,667

2,959,124

2,971,667

SMS Systems Maintenance

Services Inc ⁽¹⁴⁾

High Tech Industries

7.52% (LIBOR

+5%)

02/09/2017

10/30/2023

2,940,000

2,929,348

2,239,927

SoClean, Inc

Healthcare &

Pharmaceuticals

8.74% (LIBOR

+6%)

02/13/2018

12/20/2022

5,101,090

5,056,831

5,126,595

Starfish-V Merger Sub Inc

High Tech Industries

7.02% (LIBOR

+4.5%)

08/11/2017

08/16/2024

1,234,406

1,224,408

1,223,223

STS Operating, Inc.

Capital Equipment

6.77% (LIBOR

+4.25%)

04/27/2018

12/11/2024

1,488,722

1,485,345

1,452,747

ThoughtWorks, Inc.

High Tech Industries

6.52% (LIBOR

+4%)

10/06/2017

10/11/2024

3,981,069

3,969,773

3,931,305

TKC Holdings Inc

Services: Business

6.28% (LIBOR

+3.75%)

06/08/2017

02/01/2023

294,750

293,681

281,304

TOMS Shoes LLC

Retail

8.3% (LIBOR

+5.5%)

12/18/2014

10/30/2020

1,925,000

1,879,189

1,519,143

Tupelo Buyer Inc

Transportation: Cargo

6.22% (LIBOR

+3.75%)

10/02/2017

10/07/2024

2,204,343

2,189,883

2,160,256

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

Company/Security/Country ⁽¹³⁾

Industry

Interest Rate ⁽¹⁾

Initial

Acquisition

Date

Maturity

Date

Principal /

Amortized Cost

Fair Value ⁽²⁾

TV Borrower US LLC

High Tech Industries

7.55% (LIBOR

+4.75%)

02/16/2017

02/22/2024

982,500

978,858

977,587

Uber Technologies, Inc.

Services: Consumer

6.39% (LIBOR

+4%)

03/22/2018

04/04/2025

2,786,000

2,773,473

2,721,574

US Salt LLC

Consumer goods:

Non-Durable

7.27% (LIBOR

+4.75%)

11/30/2017

12/01/2023

2,977,500

2,952,396

2,977,500

US Shipping Corp

Utilities: Oil & Gas

6.77% (LIBOR

+4.25%)

03/09/2016

06/26/2021

205,934

200,288

197,697

Utility One Source L.P.

Construction &

Building

8.02% (LIBOR

+5.5%)

04/07/2017

04/18/2023

985,000

977,925

985,000

Verdesian Life Sciences LLC

Chemicals, Plastics &

Rubber

7.53% (LIBOR

+5%)

12/09/2014

07/01/2020

1,996,192

1,897,545

1,876,421

Vertiv Group Corporation

Capital Equipment

6.71% (LIBOR

+4%)

09/30/2016

11/30/2023

1,504,310

1,471,251

1,374,564

Vistage Worldwide, Inc.

Services: Consumer

6.46% (LIBOR

+4%)

02/06/2018

02/10/2025

2,501,100

2,495,616

2,463,583

Weight Watchers International, Inc.

Services: Consumer

7.56% (LIBOR

+4.75%)

11/20/2017

11/29/2024

2,565,000

2,521,594

2,542,556

Women’s Care Florida LLP

Healthcare &

Pharmaceuticals

7.02% (LIBOR

+4.5%)

08/18/2017

09/29/2023

4,950,000

4,929,660

4,950,000

Yak Access LLC

Energy: Oil & Gas

7.52% (LIBOR

+5%)

06/29/2018

07/02/2025

2,981,250

2,896,793

2,504,250

Zenith Merger Sub, Inc.

Services: Business

8.3% (LIBOR

+5.5%)

12/22/2017

12/13/2023

2,970,000

2,945,336

2,970,000

Total United States of America

306,979,198

299,971,903

Total Senior Secured First Lien

Term Loans

320,280,978

313,161,444

Second Lien Term Loans

United States of America

ABG Intermediate Holdings 2

LLC

Retail

10.27% (LIBOR +7.75%)

09/26/2017

09/29/2025

2,333,333

2,318,455

2,298,333

AQA Aquisition Holding, Inc

High Tech Industries

10.4% (LIBOR +8%)

10/01/2018

05/24/2024

1,000,000

990,262

1,000,000

CH Hold Corp

Automotive

9.77% (LIBOR +7.25%)

01/26/2017

02/03/2025

1,000,000

996,187

998,750

Constellis Holdings, LLC

Aerospace & Defense

11.52% (LIBOR +9%)

04/18/2017

04/21/2025

1,000,000

988,171

957,500

DigiCert, Inc.

High Tech Industries

10.52% (LIBOR +8%)

09/20/2017

10/31/2025

600,000

597,475

584,250

DiversiTech Holdings Inc

Consumer goods:

Durable

10.3% (LIBOR +7.5%)

05/18/2017

06/02/2025

2,000,000

1,983,901

1,930,000

Gruden Acquisition Inc.

Transportation:

Cargo

11.3% (LIBOR +8.5%)

07/31/2015

08/18/2023

500,000

485,531

501,250

Midwest Physician Administrative Services, LLC

Healthcare &

Pharmaceuticals

9.5% (LIBOR +7%)

08/11/2017

08/15/2025

979,043

970,936

948,448

NextCare, Inc.

Healthcare &

Pharmaceuticals

11.27% (LIBOR +8.75%)

02/13/2018

08/28/2023

1,000,000

987,295

1,030,000

Optiv Security Inc

High Tech Industries

9.77% (LIBOR +7.25%)

01/19/2017

01/31/2025

1,500,000

1,494,292

1,365,000

Park Place Technologies, LLC

High Tech Industries

10.52% (LIBOR +8%)

03/22/2018

03/29/2026

700,000

693,638

696,500

SESAC Holdco II LLC

Media: Diversified &

Production

9.76% (LIBOR +7.25%)

02/13/2017

02/24/2025

1,000,000

992,303

985,000

TKC Holdings Inc

Services: Business

10.53% (LIBOR +8%)

01/31/2017

02/01/2024

1,850,000

1,838,493

1,824,729

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

Company/Security/Country ⁽¹³⁾	Industry	Interest Rate (1)	Initial Acquisition Date	Maturity Date	Principal / Shares		Amortized Cost		Fair Value ⁽²⁾
TV Borrower US LLC	High Tech Industries	11.05% (LIBOR +8.25%)	02/16/2017	02/22/2025	$	1,000,000	$	988,389	$	1,006,250
Wash Multifamily Laundry Systems, LLC.	Services: Consumer	9.52% (LIBOR +7%)	05/04/2015	05/15/2023		425,479		423,727		411,651
Wash Multifamily Laundry Systems, LLC.	Services: Consumer	9.52% (LIBOR +7%)	05/04/2015	05/12/2023		74,521		74,214		72,099

Total United States of America							$	16,823,269	$	16,609,760

Total Second Lien Term Loans							$	16,823,269	$	16,609,760

Total Investments							$	337,104,247	$	329,771,204

Cash equivalents
Dreyfus Government Cash Management Fund						$ 25,230,010	$	25,230,010	$	25,230,010

Total Cash equivalents							$	21,558,503	$	21,558,503

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

Company/Security/Country ⁽⁷⁾	Industry	Interest Rate ⁽¹⁾	Initial Acquisition Date	Maturity Date	Principal		Amortized Cost		Fair Value (2)
Senior Secured First Lien Term Loans
Canada
Can Am Construction Inc	Construction & Building	7.07% (LIBOR +5.5%)	06/29/2017	07/01/2024	$	1,194,000	$	1,160,498	$	1,205,940
Parq Holdings LP	Hotel, Gaming & Leisure	9.19% (LIBOR +7.5%)	12/05/2014	12/17/2020		997,500		989,245		1,003,734
PNI Canada Acquireco Corp	High Tech Industries	7.32% (LIBOR +5.75%)	08/23/2017	09/21/2022		1,820,438		1,717,124		1,763,549
Total Canada							$	3,866,867	$	3,973,223
Cayman Islands
Lindblad Maritime	Hotel, Gaming & Leisure	6.34% (LIBOR +4.5%)	06/23/2015	05/08/2021	$	334,286	$	335,506	$	336,793
Total Cayman Islands							$	335,506	$	336,793
Denmark
Rhodia Acetow	Construction & Building	7.19% (LIBOR +5.5%)	04/21/2017	05/31/2023	$	995,000	$	981,527	$	998,731
Total Denmark							$	981,527	$	998,731
Luxembourg
AMS FinCo SARL	Services: Business	7.07% (LIBOR +5.5%)	05/17/2017	05/27/2024	$	2,487,500	$	2,464,711	$	2,512,375
Total Luxembourg							$	2,464,711	$	2,512,375
United States of America
1A Smart Start LLC	Services: Consumer	6.19% (LIBOR +4.5%)	03/20/2017	02/21/2022	$	1,593,492	$	1,587,798	$	1,585,525
1A Smart Start LLC	Services: Consumer	6.44% (LIBOR +4.75%)	08/28/2015	02/21/2022		2,450,000		2,434,340		2,450,000
A Place for Mom Inc	Services: Consumer	5.69% (LIBOR +4%)	07/28/2017	08/10/2024		3,990,000		3,971,070		4,002,469
Advanced Integration Technology LP	Aerospace & Defense	6.32% (LIBOR +4.75%)	07/15/2016	04/03/2023		1,975,075		1,957,785		1,989,888
AgroFresh Inc.	Services: Business	6.44% (LIBOR +4.75%)	12/01/2015	07/31/2021		1,954,887		1,945,530		1,935,338
Air Medical Group Holdings Inc	Healthcare & Pharmaceuticals	4.25% (LIBOR +4.25%)	09/26/2017	09/25/2024		2,250,000		2,233,125		2,258,910
Alpha Media LLC	Media: Broadcasting & Subscription	7.42% (LIBOR +6%)	02/24/2016	02/25/2022		3,298,836		3,183,754		3,158,635
American Sportsman Holdings Co	Retail	6.569% (LIBOR +5%)	11/22/2016	09/25/2024		3,990,000		3,938,250		3,985,012
Ansira Holdings, Inc. ⁽³⁾	Media: Advertising, Printing & Publishing	8.19% (LIBOR +6.5%)	12/20/2016	12/20/2022		253,839		138,383		139,224
Ansira Holdings, Inc.	Media: Advertising, Printing & Publishing	8.19% (LIBOR +6.5%)	12/20/2016	12/20/2022		1,728,000		1,713,634		1,719,360
AP Gaming I LLC	Hotel, Gaming & Leisure	7.07% (LIBOR +5.5%)	06/06/2017	02/15/2024		2,487,500		2,481,797		2,517,051
APC Aftermarket	Automotive	6.41% (LIBOR +5%)	05/09/2017	05/10/2024		497,500		488,443		491,906
Aptean, Inc.	Services: Business	5.95% (LIBOR +4.25%)	12/15/2017	12/20/2022		1,985,000		1,966,996		2,004,026
Avaya Inc	Telecommunications	6.23% (LIBOR +4.75%)	11/09/2017	12/15/2024		2,614,162		2,586,088		2,577,407
Barbri Inc	Media: Diversified & Production	5.73% (LIBOR +4.25%)	12/01/2017	11/21/2023		3,500,000		3,482,653		3,500,000
Beasley Mezzanine Holdings LLC	Media: Broadcasting & Subscription	5.49% (LIBOR +4%)	11/17/2017	11/15/2023		3,033,333		3,018,314		3,063,667
Big Ass Fans LLC	Services: Business	5.94% (LIBOR +4.25%)	11/07/2017	05/21/2024		2,500,000		2,487,681		2,510,950
Big River Steel LLC	Metals & Mining	6.69% (LIBOR +5%)	08/15/2017	08/23/2023		1,995,000		1,976,122		2,017,444
Birch Communications, Inc.	Telecommunications	8.6% (LIBOR +7.25%)	12/05/2014	07/17/2020		1,288,951		1,279,929		1,234,171
Brand Energy & Infrastructure Services, Inc.	Services: Business	5.63% (LIBOR +4.25%)	06/16/2017	06/21/2024		2,985,000		2,957,241		3,000,492

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

Company/Security/Country⁽⁷⁾

Industry

Interest Rate⁽¹⁾

Initial

Acquisition

Date

Maturity

Date

Principal

Amortized Cost

Fair Value (2)

Clear Balance Holdings, LLC

Banking, Finance,

Insurance & Real Estate

7.44% (LIBOR

+5.75%)

07/07/2015

06/30/2020

4,987,500

4,976,134

4,937,625

Commercial Barge Line Co

Transportation: Cargo

10.32% (LIBOR

+8.75%)

11/06/2015

11/12/2020

1,368,750

1,329,535

799,726

Constellis Holdings, LLC

Aerospace & Defense

6.69% (LIBOR

+5%)

04/18/2017

04/21/2024

1,990,000

1,972,056

2,013,631

ConvergeOne Holdings Corp.

Telecommunications

6.45% (LIBOR

+4.75%)

06/15/2017

06/20/2024

1,990,000

1,971,596

1,996,627

Conyers Park Parent Merger Sub

Inc

Retail

5.39% (LIBOR

+4%)

06/21/2017

07/07/2024

1,995,000

1,985,654

2,012,456

Country Fresh Holdings, LLC

Beverage, Food &

Tobacco

6.69% (LIBOR

+5%)

07/14/2017

03/31/2023

4,873,684

4,828,509

4,824,947

Covenant Surgical Partners Inc (5)

Healthcare &

Pharmaceuticals

6.13% (LIBOR

+4.75%)

09/29/2017

09/28/2024

692,308

126,012

132,885

Covenant Surgical Partners Inc

Healthcare &

Pharmaceuticals

6.09% (LIBOR

+4.75%)

09/29/2017

10/04/2024

2,307,692

2,302,091

2,325,000

CPI Acquisition, Inc.

Services: Consumer

5.96% (LIBOR

+4.5%)

08/14/2015

08/17/2022

4,187,266

4,084,254

3,056,704

CryoLife Inc

Healthcare &

Pharmaceuticals

5.36% (LIBOR

+4%)

11/15/2017

12/02/2024

2,000,000

1,990,095

2,020,000

CT Technologies Intermediate

Holdings, Inc

Healthcare &

Pharmaceuticals

5.82% (LIBOR

+4.25%)

02/11/2015

12/01/2021

1,940,250

1,946,166

1,939,047

Cvent, Inc.

Services: Business

5.32% (LIBOR

+3.75%)

06/16/2016

11/29/2024

1,990,000

1,971,916

1,994,975

Deerfield Holdings Corp

Banking, Finance,

Insurance & Real Estate

3.25% (LIBOR

+3.25%)

12/06/2017

12/06/2024

250,000

249,375

250,844

DigiCert, Inc.

Services: Business

6.13% (LIBOR

+4.75%)

09/20/2017

10/31/2024

1,000,000

995,056

1,014,060

DXP Enterprises, Inc.

Energy: Oil & Gas

7.07% (LIBOR

+5.5%)

08/16/2017

08/29/2023

1,496,250

1,482,089

1,511,212

EmployBridge Holding Co.

Services: Business

8.19% (LIBOR

+6.5%)

02/04/2015

05/15/2020

2,912,431

2,906,991

2,844,470

EnergySolutions, LLC

Environmental Industries

6.45% (LIBOR

+4.75%)

07/28/2017

05/29/2020

3,726,673

3,774,332

3,782,574

Evo Payments International, LLC

Services: Business

5.57% (LIBOR

+4%)

12/08/2016

12/22/2023

2,620,200

2,597,781

2,646,402

Fairmount Santrol Holdings Inc.

Metals & Mining

7.69% (LIBOR

+6%)

10/27/2017

11/01/2022

2,000,000

1,970,909

2,028,000

Freedom Mortgage Corporation

Banking, Finance,

Insurance & Real Estate

6.96% (LIBOR

+5.5%)

02/17/2017

02/23/2022

2,956,093

2,947,932

3,002,282

FullBeauty Brands LP

Retail

6.32% (LIBOR

+4.75%)

03/08/2016

10/14/2022

3,929,322

3,729,190

2,325,235

Gold Standard Baking, Inc.

Wholesale

6.25% (LIBOR

+4.5%)

05/19/2015

04/23/2021

2,925,000

2,916,790

2,917,687

Green Plains Inc

Chemicals, Plastics &

Rubber

7.07% (LIBOR

+5.5%)

08/18/2017

08/29/2023

1,425,000

1,411,464

1,439,257

Gruden Acquisition Inc.

Transportation: Cargo

7.19% (LIBOR

+5.5%)

06/21/2017

08/18/2022

1,989,848

1,944,769

1,998,145

Gulf Finance, LLC

Energy: Oil & Gas

6.95% (LIBOR

+5.25%)

08/17/2016

08/25/2023

1,945,799

1,898,613

1,756,492

Heartland Dental LLC

Services: Consumer

6.45% (LIBOR

+4.75%)

07/28/2017

07/31/2023

1,000,000

995,314

1,015,005

Higginbotham Insurance Agency,

Inc.

Banking, Finance,

Insurance & Real Estate

3.75% (LIBOR

+3.75%)

12/14/2017

11/30/2024

5,000,000

4,975,000

5,012,500

Idera Inc

High Tech Industries

6.57% (LIBOR

+5%)

06/27/2017

06/28/2024

2,355,549

2,333,544

2,358,494

Impala Private Holdings II LLC

Services: Business

5.7% (LIBOR

+4%)

11/10/2017

11/14/2024

1,666,667

1,658,442

1,660,767

Infoblox Inc.

High Tech Industries

6.57% (LIBOR

+5%)

11/03/2016

11/07/2023

2,204,830

2,167,878

2,221,366

Insurance Technologies

Banking, Finance,

Insurance & Real Estate

7.74% (LIBOR

+6.5%)

03/26/2015

12/15/2021

3,405,541

3,376,728

3,405,541

Insurance Technologies⁽⁴⁾

Banking, Finance,

Insurance & Real Estate

0.5% (LIBOR

+0.5%)

03/26/2015

12/15/2021

136,964

(806

)

—

Jackson Hewitt Tax Service Inc

Services: Consumer

8.38% (LIBOR

+7%)

07/24/2015

07/30/2020

930,690

921,032

922,546

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

Company/Security/Country ⁽⁷⁾

Industry

Interest Rate⁽¹⁾

Initial

Acquisition

Date

Maturity

Date

Principal

Amortized Cost

Fair Value (2)

Kemet Corporation

High Tech Industries

7.57% (LIBOR

+6%)

04/21/2017

04/26/2024

975,000

948,450

985,969

Kestra Financial, Inc.

Banking, Finance,

Insurance & Real

Estate

6.94% (LIBOR

+5.25%)

06/10/2016

06/24/2022

3,940,000

3,895,756

3,940,000

KMG Chemicals Inc

Chemicals, Plastics &

Rubber

4.32% (LIBOR

+2.75%)

06/13/2017

06/15/2024

809,091

805,341

813,136

Lindblad Expeditions Inc

Hotel, Gaming &

Leisure

6.34% (LIBOR

+4.5%)

06/23/2015

05/08/2021

2,590,714

2,600,171

2,610,145

Lyons Magnus Inc aka

Consumer goods: Non-

Durable

5.68% (LIBOR

+4.25%)

11/03/2017

11/11/2024

2,500,000

2,487,653

2,527,350

Margaritaville Holdings LLC

Beverage, Food &

Tobacco

7.46% (LIBOR

+6%)

03/12/2015

03/12/2021

4,176,883

4,154,664

4,176,883

MCS Group Holdings LLC

Services: Business

6.25% (LIBOR

+4.75%)

05/12/2017

05/20/2024

1,990,000

1,980,883

2,004,925

MDVIP Inc

Services: Business

5.66% (LIBOR

+4.25%)

11/10/2017

11/14/2024

3,040,000

3,025,010

3,047,600

Merrill Communications LLC

Media: Advertising,

Printing & Publishing

6.63% (LIBOR

+5.25%)

05/29/2015

06/01/2022

1,749,985

1,743,088

1,765,297

Meter Readings Holding, LLC

Utilities: Electric

7.23% (LIBOR

+5.75%)

08/17/2016

08/29/2023

2,967,462

2,941,210

2,982,300

Morphe, LLC

Retail

7.69% (LIBOR

+6%)

02/21/2017

02/10/2023

2,887,500

2,850,290

2,873,062

Nasco Healthcare, Inc.

Healthcare &

Pharmaceuticals

6.07% (LIBOR

+4.5%)

07/13/2015

06/30/2021

4,535,804

4,522,523

4,513,125

New Insight Holdings Inc

Services: Business

7.13% (LIBOR

+5.5%)

12/08/2017

12/20/2024

2,000,000

1,900,118

1,918,330

NextCare, Inc.

Healthcare &

Pharmaceuticals

7.57% (LIBOR

+6%)

08/21/2015

07/31/2018

2,919,071

2,916,216

2,919,071

Oak Point Partners, LLC

Banking, Finance,

Insurance & Real

Estate

7.32% (LIBOR

+5.75%)

09/13/2017

09/13/2023

3,000,000

2,964,383

2,977,500

OB Hospitalist Group Inc

Healthcare &

Pharmaceuticals

5.61% (LIBOR

+4.25%)

08/08/2017

08/01/2024

2,400,000

2,388,629

2,424,000

Odyssey Logistics & Technology Corp

Transportation: Cargo

5.82% (LIBOR

+4.25%)

10/06/2017

10/12/2024

2,000,000

1,990,275

2,010,000

Pre-Paid Legal Services, Inc

Services: Business

6.82% (LIBOR

+5.25%)

05/21/2015

07/01/2019

827,778

826,254

831,052

Project Leopard Holdings Inc

High Tech Industries

7.19% (LIBOR

+5.5%)

06/21/2017

07/07/2023

1,745,625

1,741,605

1,759,817

PSC Industrial Outsourcing, LP

Environmental

Industries

5.71% (LIBOR

+4.25%)

10/05/2017

10/11/2024

2,000,000

1,980,528

2,030,000

PT Holdings LLC

Wholesale

5.57% (LIBOR

+4%)

12/04/2017

12/09/2024

3,000,000

2,985,118

3,017,820

Quest Software

High Tech Industries

6.92% (LIBOR

+5.5%)

11/09/2017

10/31/2022

2,724,791

2,705,896

2,773,197

Red Ventures LLC

Media: Diversified & Production

4.25% (LIBOR

+4%)

10/18/2017

11/08/2024

2,493,750

2,469,759

2,495,309

Riverbed Technology, Inc.

High Tech Industries

4.82% (LIBOR

+3.25%)

02/25/2015

04/24/2022

966,020

962,496

953,008

SCS Holdings Inc

Services: Business

5.82% (LIBOR

+4.25%)

11/20/2015

10/30/2022

1,807,120

1,796,199

1,820,674

Silverback Merger Sub Inc

High Tech Industries

5.44% (LIBOR

+4%)

08/11/2017

08/21/2024

1,197,000

1,194,153

1,210,466

Sirva Worldwide, Inc.

Transportation: Cargo

7.99% (LIBOR

+6.5%)

11/18/2016

11/22/2022

2,877,500

2,818,483

2,906,275

SMS Systems Maintenance

Services Inc

Services: Business

6.57% (LIBOR

+5%)

02/09/2017

10/30/2023

2,970,000

2,957,012

2,554,200

Starfish-V Merger Sub Inc

High Tech Industries

6.69% (LIBOR

+5%)

08/11/2017

08/16/2024

1,246,875

1,234,982

1,219,992

TerraForm AP Acquisition

Holdings LLC

Energy: Electricity

5.94% (LIBOR

+4.25%)

10/11/2016

06/27/2022

867,794

873,218

Thoughtworks, Inc.

High Tech Industries

6.07% (LIBOR

+4.5%)

10/06/2017

10/11/2024

3,000,000

2,992,718

3,007,500

TKC Holdings Inc

Consumer goods:

Durable

5.67% (LIBOR

+4.25%)

06/08/2017

02/01/2023

297,750

296,407

300,448

TOMS Shoes LLC

Retail

6.98% (LIBOR

+5.5%)

12/18/2014

10/30/2020

1,945,000

1,873,459

1,157,275

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

Company/Security/Country ⁽⁷⁾	Industry	Interest Rate⁽¹⁾	Initial Acquisition Date	Maturity Date	Principal		Amortized Cost		Fair Value (2)
Tupelo Buyer Inc	Transportation: Consumer	5.64% (LIBOR +4.25%)	10/02/2017	10/07/2024	$	1,600,000	$	1,584,502	$	1,618,000
TV Borrower US LLC	High Tech Industries	6.44% (LIBOR +4.75%)	02/16/2017	02/22/2024		992,500		988,106		998,083
US Renal Care Inc	Healthcare & Pharmaceuticals	5.94% (LIBOR +4.25%)	11/17/2015	12/30/2022		1,960,000		1,945,975		1,935,500
US Salt LLC	Chemicals, Plastics & Rubber	4.75% (LIBOR +4.75%)	11/30/2017	12/01/2023		3,000,000		2,970,000		3,000,000
US Shipping Corp	Utilities: Oil & Gas	5.82% (LIBOR +4.25%)	03/09/2016	06/26/2021		211,104		202,986		189,466
Utility One Source L.P.	Construction & Building	7.07% (LIBOR +5.5%)	04/07/2017	04/18/2023		995,000		986,190		1,018,631
Verdesian Life Sciences LLC	Chemicals, Plastics & Rubber	6.38% (LIBOR +5%)	12/09/2014	07/01/2020		2,119,054		1,944,459		1,907,149
Vertiv Group Corporation	Capital Equipment	5.35% (LIBOR +4%)	09/30/2016	11/30/2023		1,504,310		1,464,525		1,505,251
Viewpoint Inc	High Tech Industries	5.94% (LIBOR +4.25%)	07/18/2017	07/19/2024		997,500		992,824		1,002,487
Weight Watchers International, Inc.	Beverage, Food & Tobacco	6.23% (LIBOR +4.75%)	11/20/2017	11/29/2024		2,700,000		2,646,553		2,721,384
Wirepath Home Systems LLC	Services: Business	6.87% (LIBOR +5.25%)	07/31/2017	08/05/2024		2,992,500		2,978,146		3,033,647
Women’s Care Florida LLP	Healthcare & Pharmaceuticals	6.07% (LIBOR +4.5%)	08/18/2017	09/29/2023		5,000,000		4,975,809		4,993,750
Zenith Merger Sub, Inc.	Services: Business	7.06% (LIBOR +5.5%)	12/22/2017	12/13/2023		3,000,000		2,970,055		2,970,000
Zest Holdings LLC	Healthcare & Pharmaceuticals	5.82% (LIBOR +4.25%)	04/13/2017	08/16/2023		1,985,000		1,980,567		2,006,091
Total United States of America							$	223,013,594	$	220,606,360
Total Senior Secured First Lien Term Loans							$	230,662,205	$	228,427,482
Second Lien Term Loans
Luxembourg
Lully Finance S.a.r.l.	Telecommunications	10.069% (LIBOR +8.5%)	07/31/2015	10/16/2023	$	1,000,000	$	992,730	$	985,000
Total Luxembourg							$	992,730	$	985,000
United States of America
ABG Intermediate Holdings 2 LLC	Consumer goods: Durable	9.44% (LIBOR +7.75%)	09/26/2017	09/29/2025	$	2,333,333	$	2,316,250	$	2,368,333
BJ’s Wholesale Club, Inc.	Beverage, Food & Tobacco	8.95% (LIBOR +7.5%)	01/27/2017	02/03/2025		3,000,000		2,986,608		2,937,660
CH Hold Corp	Automotive	8.82% (LIBOR +7.25%)	01/26/2017	02/03/2025		1,000,000		995,559		1,022,500
Constellis Holdings, LLC	Aerospace & Defense	10.69% (LIBOR +9%)	04/18/2017	04/21/2025		1,000,000		986,289		1,002,500
DigiCert, Inc.	Services: Business	9.38% (LIBOR +8%)	09/20/2017	10/31/2025		750,000		746,292		755,745
DiversiTech Holdings Inc	Capital Equipment	9.2% (LIBOR +7.5%)	05/18/2017	06/02/2025		2,000,000		1,981,394		2,025,000
Gruden Acquisition Inc.	Transportation: Cargo	10.19% (LIBOR +8.5%)	07/31/2015	08/18/2023		500,000		482,406		499,375
Midwest Physician Administrative Services, LLC	Healthcare & Pharmaceuticals	8.42% (LIBOR +7%)	08/11/2017	08/15/2025		1,000,000		990,467		1,006,250
Optiv Security Inc	Services: Business	8.63% (LIBOR +7.25%)	01/19/2017	01/31/2025		1,500,000		1,493,347		1,351,875
Pathway Partners Vet Management	Healthcare & Pharmaceuticals	9.57% (LIBOR +8%)	10/04/2017	10/10/2025		1,388,889		1,375,357		1,381,945

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

Company/Security/Country	Industry	Interest Rate⁽¹⁾	Initial Acquisition Date		Maturity Date	Principal		Amortized Cost			Fair Value (2)
Pathway Partners Vet Management⁽⁶⁾	Healthcare & Pharmaceuticals	8% (LIBOR +8%)	10/04/2017		10/10/2025	$	611,111	$	(5,954	)	$	(3,056	)
Red Ventures LLC	Media: Diversified & Production	9.57% (LIBOR +8%)	10/18/2017		11/08/2025		543,750		535,706			544,772
SESAC Holdco II LLC	Media: Diversified & Production	8.73% (LIBOR +7.25%)	02/13/2017		02/24/2025		1,000,000		991,052			986,250
TKC Holdings Inc	Consumer goods: Durable	9.42% (LIBOR +8%)	01/31/2017		02/01/2024		1,850,000		1,836,208			1,863,875
TV Borrower US LLC	High Tech Industries	9.94% (LIBOR +8.25%)	02/16/2017		02/22/2025		1,000,000		986,501			995,000
Viewpoint Inc	High Tech Industries	9.94% (LIBOR +8.25%)	07/18/2017		07/21/2025		1,000,000		990,544			997,500
Wash Multifamily Laundry Systems, LLC.	Services: Consumer	8.57% (LIBOR +7%)	05/04/2015		05/15/2023		425,479		423,326			423,352
Wash Multifamily Laundry Systems, LLC.	Services: Consumer	8.57% (LIBOR +7%)	05/04/2015		05/12/2023		74,521		74,144			74,148
Total United States of America								$	20,185,496		$	20,233,024
Total Second Lien Term Loans								$	21,178,226		$	21,218,024
Equity Investments
United States of America
Avaya Inc ⁽⁸⁾	Telecommunications	12/15/2017		869,704				$	869,705		$	754,457
Total United States of America								$	869,705		$	754,457
Total Equity Investments								$	869,705		$	754,457
Total Investments								$	252,710,136		$	250,399,963
Cash equivalents
Dreyfus Government Cash Management Fund						$	10,023,054	$	10,023,054		$	10,023,054
Total Cash equivalents								$	10,637,075		$	10,637,075

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

On December 2, 2014, THL Credit Logan JV LLC (the “Logan JV”) was formed as a Delaware limited liability company to invest primarily in senior secured first lien term loans.

Logan JV operates under a limited liability agreement dated December 3, 2014 (the “Agreement”), by and among THL Credit, Inc., a Delaware corporation (“THL Credit”) and Perspecta Trident LLC, an affiliate of Perspecta Trust LLC, (“Perspecta”), each, a “Member” and, collectively, the “Members”). All Company investment decisions must be unanimously approved by Logan JV’s investment committee consisting of one representative from each of THL Credit and Perspecta.

Logan JV is capitalized with capital contributions which are called from its members, on a pro-rata basis based on their capital commitments, as transactions are completed. Any decision by Logan JV to call down on capital commitments requires the explicit authorization of each Member, and each Member may withhold such authorization for any reason in its sole discretion.

Logan JV invests capital contributions into its wholly owned investment company subsidiary, THL Credit Logan JV SPV I LLC (the “SPV”), a Delaware limited liability company formed on December 1, 2014. The SPV operates under a limited liability agreement dated December 3, 2014, with Logan JV, its “Initial Member” and “Designated Manager”. Logan JV shall continue without dissolution until all investments are liquidated by the company.

The SPV invests capital contributions from Logan JV, along with borrowings from a syndicated senior credit facility, primarily in broadly syndicated senior secured first lien term loans, in addition to directly originated loans.

The accompanying consolidated financial statements of Logan JV have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The Designated Manager has determined Logan JV is an investment company under ASC 946 in accordance with GAAP. Therefore Logan JV follows the accounting and reporting guidance for investment companies.

The preparation of the financial statements in conformity with GAAP requires the use of certain estimates and assumptions that may affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual amounts could differ significantly from the estimates included in the financial statements, and such differences could be material.

Logan JV follows the guidance in ASC Topic 946 Financial Services—Investment Companies (“ASC Topic 946”) and will not generally consolidate its investment in a company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to Logan JV. Logan JV has consolidated its wholly owned subsidiary, the SPV. All inter-company accounts and transactions have been eliminated in consolidation.

Cash and cash equivalents consist of demand deposits and a money market fund held with one financial institution as of December 31, 2018 and 2017. Cash held in demand deposit accounts may exceed the Federal Deposit Insurance Corporation insured limit and therefore is subject to credit risk. Cash equivalents are assets with an original maturity of three months or less. As of December 31, 2018 and 2017, Logan JV held $21,558,503 and $10,023,054 of cash equivalents, respectively.

Deferred financing costs consist of fees and expenses paid in connection with the closing of the credit facility. These costs are capitalized at the time of payment and are amortized using the straight line method over the term of the credit facility. Capitalized deferred financing costs related to the credit facility are presented net against the respective balance outstanding on the Consolidated Statements of Assets, Liabilities and Members’ Capital.

Logan JV intends to make regular quarterly cash distributions of all or a portion of its net investment income and net realized gains.

Investment transactions are recorded on a trade-date basis. Logan JV measures realized gains or losses by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment, using the specific identification method. Logan JV reports changes in fair value of investments that are measured at fair value as a component of net change in unrealized appreciation or depreciation on investments in the Consolidated Statements of Operations.

Interest income, adjusted for amortization of premium and accretion of discount, is recorded on an accrual basis to the extent that Logan JV expects to collect such amounts. Original issue discount, principally representing the market discount or premium are capitalized and accreted or amortized into interest income over the life of the respective security using the effective yield method. The amortized cost of investments represents the original cost adjusted for the accretion/amortization of discounts and premiums and upfront loan origination fees.

Logan JV capitalizes and amortizes upfront loan origination fees received in connection with the closing of investments. The unearned income from such fees is accreted into interest income over the contractual life of the loan based on the effective interest method. Upon prepayment of a loan or debt security, any prepayment penalties, unamortized upfront loan origination fees, and unamortized discounts are recorded as interest income.

Logan JV may have investments in its portfolio which contain a contractual paid-in-kind, or PIK, interest provision. PIK interest is computed at the contractual rate specified in each investment agreement, is added to the principal balance of the investment, and is recorded as income. Logan JV will cease accruing PIK interest if there is insufficient value to support the accrual or if amounts are not expected to be collectible and will generally only begin to recognize PIK income again when all principal and interest have been paid or upon a restructuring of the investment where the interest is deemed collectable.

Loans are placed on non-accrual status when principal or interest payments are past due 30 days or more and/or when it is no longer probable that principal or interest will be collected. However, Logan JV may make exceptions to this policy if the loan has sufficient collateral value and is in the process of collection. As of December 31, 2018 and 2017, Logan JV had no loans on non-accrual.

Fee income includes unused commitment fees associated with investments in portfolio companies and amendment fees.

For Logan JV’s investments in revolving and delayed draw loans, the cost basis of the investments purchased is adjusted for the cash received for the discount on the total balance committed. The fair value is also adjusted for unrealized appreciation or depreciation on the unfunded portion. As a result, the purchase of commitments not completely funded may result in a negative value until it is offset by the future amounts called and funded. As of December 31, 2018 and 2017, Logan JV had $4,262,850 and $1,426,036 of unfunded commitments, respectively.

As a limited liability company, Logan JV itself is not subject to U.S. Federal income taxes. Each Member is individually liable for income taxes, if any, on its share of Logan JV’s net taxable income. Interest, dividends and other income realized by Logan JV from non-U.S. sources and capital gains realized on the sale of securities of non-U.S. issuers may be subject to withholdings and other taxes levied by the jurisdiction in which the income is sourced. Each Member is required for income tax purposes to take into account its distributive share of all items of Logan JV’s income, gain, loss, deduction, and other items for such taxable year of Logan JV. The tax basis income and losses may differ from the income and losses in the Statements of Operations, which is prepared in accordance with GAAP.

Logan JV determines whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. For tax positions meeting the more likely than not threshold, any tax amount recognized in the financial statements is reduced by the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement with the relevant taxing authority. There were no uncertain tax positions as of December 31, 2018 and 2017. Logan JV’s federal tax years 2016 forward remain subject to examination by taxing authorities.

Investments, for which market quotations are readily available, are valued using market quotations, which are generally obtained from an independent pricing service, broker-dealers or market makers.

Investments for which market quotations are not readily available, or are not considered to be the best estimate of fair value, are valued at fair value as determined in good faith by Logan JV. Consequently, it is expected that certain portfolio investments’ values will be determined in good faith by Logan JV following its documented valuation policy. 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 Logan JV’s investments may differ significantly from the values that would have been used had a readily available market value existed for such investments, and the differences could be material.

With respect to investments for which market quotations are not readily available or not considered to be the best estimate, Logan JV develops a valuation for each investment in Logan JV. Logan JV may also use independent valuation firms to provide independent appraisals and present a valuation recommendation that it considers in determining the fair value of certain investments in Logan JV.

The types of factors that Logan JV may take into account in estimating fair value pricing of its investments include, as relevant, the nature and realizable value of any collateral, the portfolio company’s ability to make payments and its earnings and discounted cash flow, the markets in which the portfolio company does business, comparison to publicly traded securities and other relevant factors. Logan JV utilizes an income approach to value its debt investments and a combination of income and market approaches to value equity investments, if applicable. With respect to unquoted securities, Logan JV, in periodic consultation with independent third party valuation firms, values each investment considering, among other measures, discounted cash flow models, comparisons of financial ratios of peer companies that are public and other factors. For debt investments, Logan JV determines the fair value primarily using an income, or yield, approach that analyzes the discounted cash flows of interest and principal for the debt security, as set forth in the associated loan agreements, as well as the financial position and credit risk of each portfolio investment. Logan JV’s estimate of the expected repayment date is generally the legal maturity date of the instrument. The yield analysis considers changes in leverage levels, credit quality, portfolio company performance and other factors.

In accordance with the authoritative guidance on fair value measurements and disclosures under GAAP, Logan JV discloses the fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The guidance establishes three levels of the fair value hierarchy as follows:

Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2 – Quoted prices in markets that are not considered to be active or financial instruments for which significant inputs are observable, either directly or indirectly;

Level 3 – Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

The level of an asset or liability within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by management.

Logan JV considers whether the volume and level of activity for the asset or liability have significantly decreased and identifying transactions that are not orderly in determining fair value. Accordingly, if Logan JV determines that either the volume and/or level of activity for an asset or liability has significantly decreased (from normal conditions for that asset or liability) or price quotations or observable inputs are not associated with orderly transactions, increased analysis and management judgment will be required to estimate fair value. Valuation techniques such as an income approach might be appropriate to supplement or replace a market approach in those circumstances.

The following is a summary of the industry classification in which Logan JV was invested as of December 31, 2018:

Industry	Cost		Fair value		% of Members’ Capital
Aerospace & defense	$	7,842,060	$	7,754,398		7.31	%
Automotive	$	1,481,136	$	1,446,925		1.36	%
Banking, finance, insurance & real estate	$	33,378,307	$	32,812,852		30.95	%
Beverage, food & tobacco	$	11,222,150	$	10,575,373		9.97	%
Capital equipment	$	5,421,195	$	5,271,253		4.97	%
Chemicals, plastics & rubber	$	10,643,428	$	10,611,313		10.01	%
Construction & Building	$	977,925	$	985,000		0.93	%
Consumer goods	$	10,754,638	$	10,714,982		10.11	%
Containers, packaging & glass	$	7,674,335	$	7,607,034		7.17	%
Energy	$	10,750,653	$	9,873,416		9.31	%
Healthcare & pharmaceuticals	$	63,613,182	$	63,052,654		59.46	%
High tech industries	$	50,795,705	$	49,555,003		46.74	%
Hotel, gaming & leisure	$	4,834,285	$	4,775,763		4.50	%
Media	$	18,667,217	$	18,521,742		17.47	%
Metals & Mining	$	4,923,952	$	4,933,965		4.65	%
Retail	$	12,374,630	$	11,796,611		11.13	%
Services	$	48,536,180	$	46,977,761		44.31	%
Telecommunications	$	14,397,249	$	14,303,927		13.49	%
Transportation	$	7,850,720	$	7,454,837		7.03	%
Utilities	$	4,399,495	$	4,410,549		4.16	%
Wholesale	$	6,565,805	$	6,335,846		5.98	%
Total investments	$	337,104,247	$	329,771,204		311.01	%

The following is a summary of the industry classification in which Logan JV was invested as of December 31, 2017:

Industry	Cost		Fair value		% of Members’ Capital
Aerospace & defense	$	4,916,130	$	5,006,019		6.13	%
Automotive	$	1,484,002	$	1,514,406		1.85	%
Banking, finance, insurance & real estate	$	23,384,503	$	23,526,292		28.77	%
Beverage, food & tobacco	$	14,616,335	$	14,660,874		17.93	%
Capital equipment	$	3,445,919	$	3,530,250		4.32	%
Chemicals, plastics & rubber	$	7,131,264	$	7,159,542		8.76	%
Construction & Building	$	3,128,215	$	3,223,302		3.94	%
Consumer goods	$	6,936,518	$	7,060,006		8.63	%
Energy	$	4,248,496	$	4,140,922		5.06	%
Environmental industries	$	5,754,861	$	5,812,574		7.11	%
Healthcare & pharmaceuticals	$	29,687,078	$	29,852,517		36.51	%
High tech industries	$	21,956,818	$	22,246,429		27.21	%
Hotel, gaming & leisure	$	6,406,719	$	6,467,723		7.91	%
Media	$	17,276,344	$	17,372,514		21.25	%
Metals & Mining	$	3,947,031	$	4,045,444		4.95	%
Retail	$	14,376,843	$	12,353,041		15.11	%
Services	$	57,116,939	$	55,941,651		68.42	%
Telecommunications	$	7,700,047	$	7,547,662		9.23	%
Transportation	$	10,149,970	$	9,831,521		12.02	%
Utilities	$	3,144,196	$	3,171,766		3.88	%
Wholesale	$	5,901,908	$	5,935,508		7.26	%
Total investments	$	252,710,136	$	250,399,963		306.25	%

The following is a summary of the geographical concentration of Logan JV’s investment portfolio as of December 31, 2018:

The following is a summary of the geographical concentration of Logan JV’s investment portfolio as of December 31, 2017:

The following is a summary of the levels within the fair value hierarchy in which Logan JV was invested as of December 31, 2018:

The following is a summary of the levels within the fair value hierarchy in which Logan JV was invested as of December 31, 2017:

The following is a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value for the year ended December 31, 2018:

Transfers into and out of Level 3 are primarily attributable to changes in the level of market activity during the period. It is Logan JV’s policy to recognize transfers into and out of Level 3 at the beginning of the reporting period.

The following is a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value for the year ended December 31, 2017:

The following provides quantitative information about Level 3 fair value measurements as of December 31, 2018:

The following provides quantitative information about Level 3 fair value measurements as of December 31, 2017:

The primary significant unobservable input used in the fair value measurement of Logan JV’s debt securities is the weighted average cost of capital, or WACC. Significant increases (decreases) in the WACC in isolation would result in a significantly lower (higher) fair value measurement. In determining the WACC, for the income, or yield, approach, Logan JV considers current market yields, portfolio company performance relative to public and private comparable values, leverage levels, and credit quality, among other factors, in its analysis. Changes in one or more of these factors can have a similar directional change on other factors in determining the appropriate WACC to use in the income approach.

On December 17, 2014, Logan JV, through Logan JV SPV, entered into a senior credit facility (the “Facility”) with Deutsche Bank AG which allowed the Company to borrow up to $50,000,000 subject to leverage and borrowing base restrictions. Throughout the course of 2015, 2016, 2017 and 2018, in accordance with the terms of the Credit Facility, Deutsche Bank AG and other banks increased the commitment amount to $275,000,000. The amended revolving loan period ends on January 12, 2021 and the final maturity date is January 12, 2023

As of December 31, 2018 and 2017, the Company had $241,679,121 and $169,631,533 of outstanding borrowings under the Facility, respectively. The Facility requires payment of interest on a quarterly basis using three month LIBOR (with no LIBOR floor) plus 2.20%. The Facility’s all-in interest rate as of December 2018 and 2017 was 4.64% and 3.86%, respectively.

Borrowings under the Facility are subject to, among other things, a minimum borrowings base. The Facility has certain collateral requirements and/or financial covenants, including covenants related to: (a) limitations on the incurrence of additional indebtedness, (b) eligibility of certain investments, (c) limitations on concentrations, (d) collateral quality tests, and (e) compliance with certain financial maintenance standards including minimum members’ capital. In addition to the financial maintenance standards, described in the preceding sentence, borrowings under the Facility are subject to compliance with a borrowing base that applies different advance rates to different types of assets in the Company’s portfolio.

The Facility’s document also includes default provisions such as the failure to make timely payments, uncured breach of the borrowing base, borrower bankruptcy, the occurrence of a change in control, and the Company’s failure to materially perform under the operative agreements governing the Facility, which, if not complied with, could, at the option of the lender, accelerate repayment under the Facility, thereby materially and adversely affecting our liquidity, financial condition and results of operations. Each loan originated under the Facility is subject to the satisfaction of certain conditions. It cannot be assured that the Company will be able to borrow funds under the Facility at any particular time or at all. The Company is currently in compliance with all financial covenants under the Facility; and was so during the period.

As of December 31, 2018 and 2017, the carrying amount of the Company’s outstanding loan approximated fair value. The fair values of the Company’s loan is determined in accordance with ASC 820, which defines fair value in terms of the price that would be paid to transfer a market interest rates and entities with similar credit risk. As of December 31, 2018 and 2017, the loan would be deemed to be Level 3 of the fair value hierarchy.

For the years ended December 31, 2018, 2017, and 2016, the Company incurred interest expense and related fees, excluding amortization of deferred financing costs, of $9,769,526, $5,861,844 and $4,576,777, respectively.

For the years ended December 31, 2018, 2017, and 2016, amortization of deferred financing costs totaled $740,789, $468,483 and $352,524 respectively. The unamortized fees and expenses are presented in the Consolidated Statements of Assets, Liabilities and Members’ Capital as a reduction to the Loans payable balance and are being amortized using the straight line method.

In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230)”, which seeks to reduce diversity in how certain cash payments are presented in the Statement of Cash Flows. Under ASU 2016-15, an entity will need to conform to the presentation as prescribed for eight specific cash flow issues. ASU 2016-15 will be effective for annual and interim reporting periods after December 15, 2018. The application of this guidance is not expected to have a material impact on Logan JV’s consolidated financial statements.

In December 2016, the FASB issued ASU 2016-19, “Technical Corrections and Improvements (Topic 820)”, which includes minor corrections and clarifications that affect a wide variety of topics in the Accounting Standards Codification, including an amendment to Topic 820, “Fair Value Measurement”, which clarifies the difference between a valuation approach and a valuation technique when applying the guidance of that Topic. The amendment also requires an entity to disclose when there has been a change in either or both a valuation approach and/or a valuation technique. The transition guidance for the Topic 820 amendment must be applied prospectively because it could potentially involve the use of hindsight that includes fair value measurements. The guidance is effective for fiscal years, and interim periods within those fiscal years, for all entities beginning after December 15, 2016. The Company adopted this standard effective January 1, 2017, and any further required disclosures surrounding changes to valuation approach and/or a valuation technique are disclosed in the Company’s consolidated financial statements. The application of this guidance did not have a material impact on the financial statements as there were no changes to the valuation approach or technique of Logan JV.

In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement”, which impacts fair value disclosure for both private and public companies. ASU 2018-13 removes, modifies, and adds certain fair value related disclosures. ASU 2018-13 is effective for annual and interim reporting periods beginning after December 15, 2019. Early adoption is permitted. Logan JV adopted this standard effective January 1, 2018. As a result of this adoption, the Fund removed the Level 3 rollforward disclosure and replaced it with a summary of purchases of Level 3 investments and transfers into or out of Level 3 during the years ended December 31, 2018 and 2017. For further detail, refer to Footnote 3, Investment Valuation.

Logan JV’s investing activities expose it to various types of risks that are associated with the markets and financial instruments in which it invests. The significant types of financial risks to which Logan JV is exposed include, but are not limited to, market risk, credit risk, liquidity risk, and interest risk.

Market risk encompasses the potential for both losses and gains and includes, but is not limited to, price risk. Logan JV’s investments are long-term and illiquid and there is no assurance that Logan JV will achieve investment objectives including targeted returns.

The value of Logan JV’s investments will generally fluctuate in response to company, political, or economic developments and can decline significantly over short periods of time or during periods of general or regional economic difficulty. Lower-quality debt securities involve greater risk of default or price changes due to changes in the credit quality of the issuer. Lower-quality debt securities can be thinly traded or have restrictions on resale, making them difficult to sell at an acceptable price. The default rate for lower-quality debt securities is likely to be higher during economic recessions or periods of high interest rates.

Logan JV primarily invests in syndicated bank loans. Syndicated loans are typically bought and sold by institutional investors in individually negotiated private transactions that function in many respects like an over-the-counter (“OTC”) secondary market, although no formal market-makers exist. This market, while having grown substantially, generally has fewer trades and less liquidity than the secondary market for other types of securities. Some syndicated loans have few or no trades, or trade infrequently, and information regarding a specific senior loan may not be widely available or may be incomplete. For loans that are provided directly to borrowers, all of these positions are subject to legal and other restrictions on resale or will be otherwise less liquid than publicly traded securities. The illiquidity of its investments may make it difficult for Logan JV to sell such investments if the need arises. In addition, if Logan JV is required to liquidate all or a portion of its portfolio quickly, Logan JV may realize significantly less than the value at which it had previously recorded its investments. The extent of this exposure is reflected in the carrying value of these financial assets and recorded in the Consolidated Statements of Assets, Liabilities and Members’ Capital. Further, Logan JV may face other restrictions on its ability to liquidate an investment in a portfolio company to the extent that it, or an affiliated entity, has material non-public information regarding such portfolio company.

The value of Logan JV’s investments will generally fluctuate with, among other things, changes in prevailing interest rates, general economic conditions, the condition of certain financial markets, developments or trends in any particular industry and the financial condition of the issuer. Some of Logan JV’s investments involve the acquisitions of fixed income securities. Any increase to prevailing interest rates may result in a decrease in the value of fixed income securities held or vice versa. Additionally, changes in market rates may result in declining yields upon reinvestment of excess cash balances.

Administration services are provided by THL Credit Advisors LLC, (the “Administrator”) a Delaware company, through an administration agreement approved by Logan JV on December 3, 2014. In accordance with the agreement, the Administrator shall provide such services necessary for the operation of Logan JV; including, but not limited to, office facilities, clerical, bookkeeping and record keeping services. In connection with these services, the Administrator is entitled to be reimbursed for the costs and expenses incurred by the Administrator in performing its responsibilities under the agreement. Logan JV will reimburse the Administrator for its allocable portion of the costs and expenses incurred by the Administrator in performance of its duties under the administration agreement. For the years ended December 31, 2018 and 2017, and 2016, Logan JV incurred $191,992, $180,142 and $179,640, respectively, and are included in other general and administrative expenses in the Consolidated Statements of Operations. As of December 31, 2018 and 2017, $50,000 and $40,000, respectively, was payable to the Administrator, and is included within accrued expenses on the Consolidated Statements of Assets, Liabilities and Members’ Capital.

Member interests in Logan JV, as defined in the Agreement, refer to percentage interests (the “Percentages”) based on capital commitments. As set forth in the fund agreement, each member is deemed to be a managing member. Aggregate commitments totaling $250,000,000 have been raised from the Members. THL Credit has committed to provide 80%, or $200,000,000, of the total commitment, of which $92,600,000 has been called through December 31, 2018. The remaining 20%, or $50,000,000, of the total commitment will be provided by Perspecta, of which $23,150,000 has been called through December 31, 2018. For the years ended December 31, 2018, 2017 and 2016, $32,000,000, $10,000,000 and $12,000,000 of capital was called, respectively. The members had contributed 46.3%, 33.5% and 29.5% of their capital commitments as of December 31, 2018, 2017 and 2016, respectively.

Capital Accounts are maintained for each Member consisting of the Members’ Capital Contribution, increased or decreased by Profit or Loss (each as defined in the Agreement) allocated to the Member, decreased by the cash or Value (as defined in the Agreement) of property distributed to the Member (giving net effect to any liabilities to which the property is subject or which the Member assumes), and otherwise maintained consistent with this Agreement. In the event that THL Credit Advisors LLC, in its capacity as Administrative Agent under the agreement, determines that it is prudent to modify the manner in which capital accounts, including all debits and credits to the capital accounts, are computed in order to be maintained consistent with the Agreement, the Administrative Agent is authorized to make those modifications to the extent that they do not result in a material adverse effect to any Member.

Subject to the Agreement, Profit or Loss is allocated among the Members on a pro rata basis. Loss is allocated among the Members pro rata in accordance with their capital accounts. Profit is allocated among the Members (i) first, pro rata until the cumulative amount of profit allocated to a Member (or any transferee of any Member) equals the cumulative amount of Loss previously allocated to the Member (or any transferee of that Member) and (ii) thereafter pro rata in accordance with the Members’ capital accounts. All allocations for the years ended December 31, 2018 and 2017 and 2016 were based on each Member’s pro rata share in accordance with their capital accounts.

To the extent of available cash and cash equivalents after payment of expenses, Logan JV shall make distributions quarterly in the amounts as determined by board approval, shared among the Members in proportion to their respective capital accounts after payment of any temporary advances or fees related thereto. All distributions for the years ended December 31, 2018, 2017 and 2016 were based on Members’ pro rata share of their capital accounts. For the years ended December 31, 2018, and 2017, $12,450,000 and $11,625,000 was declared, respectively. As of December 31, 2018, and 2017, $3,360,000 and $3,300,000, respectively, was payable to Members.

From time to time, Logan JV or the Administrator, in its capacity as the investment adviser to Logan JV, may become party to legal proceedings in the ordinary course of business, including proceedings related to the enforcement of Logan JV’s rights under contracts with its portfolio companies. Neither Logan JV, nor the Administrator, in such capacity, is currently subject to any material legal proceedings.

As of December 31, 2018 and 2017, Logan JV did not have any additional commitments or contingencies except Revolving and Unfunded Delayed Draw Loans described in Note 2.

Nonpublic investment vehicles, such as Logan JV, are required to disclose certain financial highlights related to their investment performance and operations. However, since the Members are responsible for all investment making and business decisions, there is no requirement to show financial highlights in accordance with ASC Topic 946. Therefore, since Logan JV only consists of managing members, the financial highlights have been omitted.

On February 6, 2019 Logan JV repaid $10,000,000 to the credit facility and distributed $4,000,000 to the Managing Members.

Logan JV has evaluated the events or transactions that may require disclosure in Logan JV’s financial statements and no additional items were noted that required disclosure or adjustment through March 6, 2019, the date that the financial statements were available to be issued.

	Page(s)

Report of Independent Auditors	2

Financial Statements:

Consolidated Statements of Assets, Liabilities and Members’ Capital	3

Consolidated Statements of Operations	4

Consolidated Statements of Changes in Members’ Capital	5

Consolidated Statements of Cash Flows	6

Consolidated Schedules of Investments	7-17

Notes to Consolidated Financial Statements	18-32

	First Lien			Second Lien		Total
Purchases		156,635,294			3,784,807		160,420,101
Transfers into Level 3		10,322,079			3,118,995		13,441,074
Transfers out of Level 3		(6,065,448	)		—		(6,065,448

	First Lien			Second Lien			Total
Purchases		121,204,901			14,631,538			135,836,439
Transfers into Level 3		4,820,553			41,684			4,862,237
Transfers out of Level 3		(13,428,286	)		(395,835	)		(13,824,121

Description	Fair Value at December 31, 2018 ⁽¹⁾		Valuation Technique	Unobservable Inputs	Weighted Average⁽²⁾
First Lien	$	54,894,557	Discounted Cash Flows (income approach)	Weighted Average Cost of Capital (WACC)	7.0%-13.9% (9.0%)
		2,257,318	Market comparable Companies (market approach)	EBITDA multiple	(6.2x)
Second Lien		1,030,000	Discounted Cash Flows (income approach)	Weighted Average Cost of Capital (WACC)	9.9%-11.8% (10.9%)
	$	58,181,875

Members’ capital, December 31, 2015	$	55,977,555
Contributions		12,000,000
Distributions		(9,300,000	)
Net investment income		9,045,149
Net realized gain		306,170
Net change in unrealized appreciation on investments		6,641,912
Members’ capital, December 31, 2016	$	74,670,786
Contributions		10,000,000
Distributions		(11,625,000	)
Net investment income		10,717,949
Net realized gain		1,133,423
Net change in unrealized depreciation on investments		(3,134,738	)
Members’ capital, December 31, 2017	$	81,762,420
Contributions		32,000,000
Distributions		(12,450,000	)
Net investment income		11,873,972
Net realized loss		(2,132,328	)
Net change in unrealized depreciation on investments		(5,022,870	)
Members’ capital, December 31, 2018	$	106,031,194

	Fair Value		Level 1		Level 2		Level 3
First Lien	$	313,161,444	$	—	$	40,389,119	$	272,772,325
Second Lien		16,609,760		—		—		16,609,760
Total investments		329,771,204		—		40,389,119		289,382,085
Cash equivalents		25,230,010		25,230,010		—		—
Total assets at fair value	$	351,329,707	$	21,558,503	$	40,389,119	$	289,382,085