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As filed with the Securities and Exchange Commission on March 28, 2025

Securities Act File No. 333-

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-2

REGISTRATION STATEMENT UNDER

THE SECURITIES ACT OF 1933

GOLUB CAPITAL BDC, INC.

(Exact Name of Registrant as Specified in Charter)

200 Park Avenue, 25th Floor

New York, NY 10166

(Address of Principal Executive Offices)

(212) 750-6060

(Registrant’s Telephone Number, Including Area Code)

David B. Golub

Golub Capital BDC, Inc.

200 Park Avenue, 25th Floor

New York, NY 10166

(Name and Address of Agent for Service)

Copies to:

Thomas J. Friedmann

Matthew J. Carter

Paul S. Stevens

Dechert LLP

One International Place, 40th Floor

100 Oliver Street

Boston, Massachusetts 02110-2605

(617) 728-7100

Check box if the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans.

Check box if any securities being registered in this Form will be offered on a delayed or continuous basis in reliance on Rule 415 under the Securities Act of 1933 (“Securities Act”), other than securities offered in connection with a dividend reinvestment plan.

Check box if this Form is a registration statement pursuant to General Instruction A.2 or a post-effective amendment thereto.

Check box if this Form is a registration statement pursuant to General Instruction B or a post-effective amendment thereto that will become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act.

Check box if this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction B to register additional securities or additional classes of additional securities pursuant to Rule 413(b) under the Securities Act.

Is it proposed that this filing will become effective (check appropriate box): when declared effective pursuant to Section 8(c) of the Securities Act

If appropriate, check the following box:

This post-effective amendment designates a new effective date for a previously filed registration statement.

This form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act and the Securities Act registration statement number of the earlier effective registration statement for the same offering is.

This Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, and the Securities Act registration statement number of the earlier effective registration statement for the same offering is.

This Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, and the Securities Act registration statement number of the earlier effective registration statement for the same offering is.

Check each box that appropriately characterizes the Registrant:

Registered Closed-End Fund (closed-end company that is registered under the Investment Company Act of 1940 (“Investment Company Act”)).

Business Development Company (closed-end company that intends or has elected to be regulated as a business development company under the Investment Company Act).

Interval Fund (Registered Closed-End Fund or a Business Development Company that makes periodic repurchase offers under Rule 23c-3 under the Investment Company Act).

A.2 Qualified (qualified to register securities pursuant to General Instruction A.2 of this Form).

Well-Known Seasoned Issuer (as defined by Rule 405 under the Securities Act).

Emerging Growth Company (as defined by Rule 12b-2 under the Securities Exchange Act of 1934 (“Exchange Act”).

If an Emerging Growth Company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 7(a)(2)(B) of Securities Act.

New Registrant (registered or regulated under the Investment Company Act for less than 12 calendar months preceding this filing).

Approximate Date of Commencement of Proposed Public Offering: From time to time after the effective date of this Registration Statement.

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Prospectus

GOLUB CAPITAL BDC, INC.

Common Stock

Preferred Stock

Warrants

Subscription Rights

Debt Securities

We are an externally managed, closed-end, non-diversified management investment company that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Our investment objective is to generate current income and capital appreciation by investing primarily in one stop (a loan that combines characteristics of traditional first lien senior secured loans and second lien or subordinated loans and that are often referred to by other middle-market lenders as unitranche loans) and other senior secured loans of U.S. middle-market companies. We also selectively invest in second lien and subordinated loans of, and warrants and minority equity securities in U.S. middle-market companies.

GC Advisors LLC serves as our investment adviser. Golub Capital LLC serves as our administrator. GC Advisors LLC and Golub Capital LLC are affiliated with Golub Capital (as defined herein), a leading lender to middle-market companies that has over $75.0 billion of capital under management as of January 1, 2025.

We may offer, from time to time, in one or more offerings or series, together or separately, our common stock, preferred stock, warrants representing rights to purchase shares of our common stock, preferred stock or debt securities, subscription rights or debt securities, which we refer to, collectively, as the “securities.” We may sell our common stock through underwriters or dealers, “at-the-market” to or through a market maker into an existing trading market or otherwise directly to one or more purchasers or through agents or through a combination of methods of sale. The identities of such underwriters, dealers, market makers or agents, as the case may be, will be described in one or more supplements to this prospectus. The securities may be offered at prices and on terms to be described in one or more supplements to this prospectus, or any free writing prospectuses that we have authorized to use in connection with a specific offering. In the event we offer common stock, the offering price per share of our common stock exclusive of any underwriting commissions or discounts will not be less than the net asset value per share of our common stock at the time we make the offering except (1) in connection with a rights offering to our existing stockholders, (2) with the consent of the majority of our common stockholders and approval of our board of directors or (3) under such circumstances as the Securities and Exchange Commission, or the SEC, may permit.

See “Risk Factors” included in, or incorporated by reference into, this prospectus, the applicable prospectus supplement and in the related free writing prospectuses that we have authorized for use in connection with a specific offering, and under similar headings in the other documents that are incorporated by reference into this prospectus for more information.

Our common stock is traded on The Nasdaq Global Select Market under the symbol “GBDC”. The last reported closing price for our common stock on March 27, 2025 was $15.37 per share. The net asset value of our common stock on December 31, 2024 (the last date prior to the date of this prospectus on which we determined net asset value) was $15.13 per share.

Shares of closed-end investment companies, including business development companies, frequently trade at a discount to their net asset value. If our shares trade at a discount to our net asset value, it will likely increase the risk of loss for purchasers in this offering. Investing in our securities involves a high degree of risk. Before buying any securities, you should read the discussion of the material risks of investing in our securities, including the risk of leverage, included in “Risk Factors” beginning on page 8 of this prospectus or otherwise incorporated by reference herein, and included or incorporated by reference into the applicable prospectus supplement and in any related free writing prospectuses that we have authorized for use in connection with a specific offering, and under similar headings in the other documents that are incorporated by reference into this prospectus.

This prospectus describes some of the general terms that may apply to an offering of our securities. We will provide the specific terms of these offerings and securities in one or more supplements to this prospectus. We may also authorize one or more free writing prospectuses to be provided to you in connection with these offerings. The prospectus supplement and any related free writing prospectus may also add, update, or change information contained in this prospectus. You should carefully read this prospectus, the applicable prospectus supplement, and any related free writing prospectus, and the documents incorporated by reference before you invest in our securities. We file annual, quarterly and current reports, proxy statements and other information about us with the SEC. We maintain a website at http://www.golubcapitalbdc.com and make all of our annual, quarterly and current reports, proxy statements

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and other publicly filed information available on or through our website. Information on our website is not incorporated into or a part of this prospectus or any related prospectus supplement or free writing prospectus. You may also obtain such information, free of charge, and make stockholder inquiries by contacting us at 200 Park Avenue, 25th Floor, New York, NY 10166, Attention: Investor Relations, or by calling us collect at (212) 750-6060. The SEC also maintains a website at http://www.sec.gov that contains such information.

We generally invest in securities that have been rated below investment grade by independent rating agencies or that would be rated below investment grade if they were rated. These securities, which may be referred to as “junk,” have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal. In addition, many of our debt investments have floating interest rates that reset on a periodic basis and typically do not fully pay down principal prior to maturity, which may increase our risk of losing part or all of our investment.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

This prospectus may not be used to consummate sales of securities unless accompanied by a prospectus supplement.

The date of this prospectus is March 28, 2025.

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You should rely only on the information included or incorporated by reference in this prospectus, any prospectus supplement or in any free writing prospectus prepared by or on behalf of us or to which we have referred to you. We have not, and the underwriters have not, authorized any other person to provide you with different information. If anyone provides you with different or inconsistent information, you should not rely on it. We are not, and the underwriters are not, making an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. You should not assume that the information included or incorporated by reference in this prospectus or any prospectus supplement or in any such free writing prospectus is accurate as of any date other than their respective dates. Our business, financial condition, results of operations, cash flows and prospects may have changed since that date.

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PROSPECTUS SUMMARY

1

FEES AND EXPENSES

4

RISK FACTORS

8

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

9

USE OF PROCEEDS

11

PRICE RANGE OF COMMON STOCK

12

SENIOR SECURITIES

13

PORTFOLIO COMPANIES

14

PORTFOLIO MANAGEMENT

63

DIVIDEND REINVESTMENT PLAN

64

MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS

66

DESCRIPTION OF OUR CAPITAL STOCK

74

DESCRIPTION OF OUR PREFERRED STOCK

78

DESCRIPTION OF OUR SUBSCRIPTION RIGHTS

79

DESCRIPTION OF WARRANTS

81

DESCRIPTION OF OUR DEBT SECURITIES

83

CUSTODIAN, TRANSFER AND DIVIDEND PAYING AGENT AND REGISTRAR

93

BROKERAGE ALLOCATION AND OTHER PRACTICES

94

PLAN OF DISTRIBUTION

95

LEGAL MATTERS

97

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

97

AVAILABLE INFORMATION

97

INCORPORATION BY REFERENCE

98

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ABOUT THIS PROSPECTUS

This prospectus is part of an automatic registration statement that we have filed with the SEC using the “shelf” registration process as a “well-known seasoned issuer” as defined in Rule 405 under the Securities Act of 1933, as amended (the “Securities Act”). Under the shelf registration process, we may offer from time to time in one or more offerings, our common stock, preferred stock, warrants representing rights to purchase shares of our common stock, preferred stock or debt securities, subscription rights or debt securities on the terms to be determined at the time of the offering. We may sell our securities through underwriters or dealers, “at-the-market” to or through a market maker, into an existing trading market or otherwise directly to one or more purchasers or through agents or through a combination of methods of sale. The identities of such underwriters, dealers, market makers or agents, as the case may be, will be described in one or more supplements to this prospectus, or the free writing prospectuses that we have authorized for use in connection with a specific offering.

This prospectus provides you with a general description of the securities that we may offer. Each time we use this prospectus to offer securities, we will provide a prospectus supplement that will contain specific information about the terms of that offering. We may also authorize one or more free writing prospectuses to be provided to you that may contain material information relating to that offering. The prospectus supplement or free writing prospectus may also add, update or change information contained in this prospectus or in the documents we have incorporated by reference into this prospectus. This prospectus, together with the applicable prospectus supplement, any related free writing prospectus, and the documents incorporated by reference into this prospectus and the applicable prospectus supplement will serve as the prospectus relating to the applicable offering. Before buying any of the securities being offered, please carefully read this prospectus, the applicable prospectus supplement, and any related free writing prospectus, together with the additional information described in the sections titled “Risk Factors” and “Available Information.”

This prospectus includes summaries of certain provisions contained in some of the documents described in this prospectus, but reference is made to the actual documents for complete information. All of the summaries are qualified in their entirety by the actual documents. Copies of some of the documents referred to herein have been filed, will be filed, or will be incorporated by reference as exhibits to the registration statement of which this prospectus is a part, and you may obtain copies of those documents as described in the section titled “Available Information.”

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PROSPECTUS SUMMARY

This summary highlights information included elsewhere in this prospectus or incorporated by reference. It is not complete and may not contain all of the information that you should consider before making your investment decision. You should carefully read the entire prospectus, the applicable prospectus supplement, and any related free writing prospectus, including the risks of investing in our securities discussed in the section titled “Risk Factors” in this prospectus and the applicable prospectus supplement and any related free writing prospectus, and under similar headings in the other documents that are incorporated by reference into this prospectus.

Except as otherwise indicated, the terms:

“we,” “us,” “our” and “Golub Capital BDC” refer to Golub Capital BDC, Inc., a Delaware corporation, and its consolidated subsidiaries;
“GC Advisors” refers to GC Advisors LLC, a Delaware LLC, our investment adviser;
“Administrator” refers to Golub Capital LLC, a Delaware LLC, an affiliate of GC Advisors and our administrator;
“Investment Advisory Agreement” refers to the Fifth Amended and Restated Investment Advisory Agreement by and between us and GC Advisors, dated as of June 3, 2024;
“Golub Capital” refers, collectively, to the activities and operations of Golub Capital LLC (formerly Golub Capital Management LLC), which entity employs all of Golub Capital’s investment professionals, GC Advisors and associated investment funds and their respective affiliates.

Golub Capital BDC

We are an externally managed, closed-end, non-diversified management investment company that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended, or the 1940 Act. In addition, for U.S. federal income tax purposes, we have elected to be treated as a regulated investment company, or RIC, under Subchapter M of the Internal Revenue Code of 1986, as amended, or the Code. We were formed in November 2009 to continue and expand the business of our predecessor, Golub Capital Master Funding LLC, which commenced operations in July 2007. We make investments primarily in one stop (a loan that combines characteristics of traditional first lien senior secured loans and second lien or subordinated loans and that are often referred to by other middle market lenders as unitranche loans) and other senior secured loans of U.S. middle-market companies that are, in most cases, sponsored by private equity firms. GC Advisors structures these one stop loans as senior secured loans, and we obtain security interests in the assets of the portfolio company that serve as collateral in support of the repayment of these loans. This collateral often takes the form of first-priority liens on the assets of the portfolio company. In many cases, we are the sole lender or we, together with our affiliates, are the sole lenders of one stop loans, which can afford us additional influence over the borrower in terms of monitoring and, if necessary, remediating any underperformance. Our investment objective is to generate current income and capital appreciation by investing primarily in one stop and other senior secured loans of U.S. middle-market companies in industries we believe are resistant to recessions. We also selectively invest in second lien and subordinated (a loan that ranks senior only to a borrower’s equity securities and ranks junior to all of such borrower’s other indebtedness in priority of payment) loans of, and warrants and minority equity securities in, middle-market companies. We intend to achieve our investment objective by (1) accessing the established loan origination channels developed by Golub Capital, a leading lender to U.S. middle-market companies with over $75.0 billion in capital under management as of January 1, 2025, (2) selecting investments within our core middle-market company focus, (3) partnering with experienced private equity firms, or sponsors, in many cases with whom Golub Capital has invested alongside in the past, (4) implementing the disciplined underwriting standards of Golub Capital and (5) drawing upon the aggregate experience and resources of Golub Capital.

In this prospectus, the term “middle-market” generally refers to companies having earnings before interest, taxes, depreciation and amortization, or EBITDA, of less than $100 million annually.

We seek to create a portfolio that includes primarily one stop and other senior secured loans by primarily investing approximately $10.0 million to $80.0 million of capital, on average, in the securities of U.S. middle-market companies. We expect to selectively invest more than $80.0 million in some of our portfolio companies and generally expect that the size of our individual investments will vary proportionately with the size of our capital base.

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We generally invest in securities that have been rated below investment grade by independent rating agencies or that would be rated below investment grade if they were rated. These securities, which are often referred to as “junk,” have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal. In addition, many of our debt investments have floating interest rates that reset on a periodic basis and typically do not fully pay down principal prior to maturity, which could increase our risk of losing part or all of our investment.

One stop loans include loans to technology companies undergoing strong growth due to new services, increased adoption and/or entry into new markets. We refer to loans to these companies as recurring revenue loans. Other targeted characteristics of recurring revenue businesses include strong customer revenue retention rates, a diversified customer base and backing from growth equity or venture capital firms. In some cases, the borrower’s high revenue growth is supported by a high level of discretionary spending. As part of the underwriting of such loans and consistent with industry practice, we adjust our characterization of the earnings of such borrowers for a reduction or elimination of such discretionary expenses, if appropriate.

Our Adviser

Our investment activities are managed by our investment adviser, GC Advisors. GC Advisors is responsible for sourcing potential investments, conducting research and due diligence on prospective investments and equity sponsors, analyzing investment opportunities, structuring our investments and monitoring our investments and portfolio companies on an ongoing basis. GC Advisors was organized in September 2008 and is a registered investment adviser under the Investment Advisers Act of 1940, as amended, or the Advisers Act. Under the Investment Advisory Agreement, we pay GC Advisors a base management fee and an incentive fee for its services. See “Business — Management Agreements — Management Fee” included in our most recent Annual Report on Form 10-K, as well as any amendments reflected in subsequent filings with the SEC, for a discussion of the base management fee and incentive fee, including the cumulative income incentive fee and the income and capital gains incentive fee, payable by us to GC Advisors and the incentive fee cap. Unlike most closed-end funds whose fees are based on assets net of leverage, our base management fee is based on our average-adjusted gross assets (including leverage but adjusted to exclude cash and cash equivalents so that investors do not pay the base management fee on such assets) and, therefore, GC Advisors benefits when we incur debt or use leverage. For purposes of the Investment Advisory Agreement, cash equivalents means U.S. government securities and commercial paper instruments maturing within 270 days of purchase.

Additionally, under the incentive fee structure, GC Advisors benefits when capital gains are recognized and, because it determines when a holding is sold, GC Advisors controls the timing of the recognition of capital gains. Our board of directors is charged with protecting our interests by monitoring how GC Advisors addresses these, and other conflicts of interest associated with its management services and compensation. While not expected to review or approve each borrowing, our independent directors periodically review GC Advisors’ services and fees as well as its portfolio management decisions and portfolio performance. In connection with these reviews, our independent directors consider whether our fees and expenses (including those related to leverage) remain appropriate. See “Business — Management Agreements” included in our most recent Annual Report on Form 10-K, as well as any amendments reflected in subsequent filings with the SEC.

GC Advisors is an affiliate of Golub Capital and pursuant to a staffing agreement, or the Staffing Agreement, Golub Capital LLC makes experienced investment professionals available to GC Advisors and provides access to the senior investment personnel of Golub Capital LLC and its affiliates. The Staffing Agreement provides GC Advisors with access to investment opportunities, which we refer to in the aggregate as deal flow generated by Golub Capital LLC and its affiliates in the ordinary course of their businesses and commits the members of GC Advisors’ investment committee to serve in that capacity. As our investment adviser, GC Advisors is obligated to allocate investment opportunities among us and its other clients fairly and equitably over time in accordance with its allocation policy. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Related Party Transactions” in our most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q, as well as any amendments reflected in subsequent filings with the SEC. However, there can be no assurance that such opportunities will be allocated to us fairly or equitably in the short-term or over time. GC Advisors seeks to capitalize on the significant deal origination, credit underwriting, due diligence, investment structuring, execution, portfolio management and monitoring experience of Golub Capital LLC’s investment professionals.

Our Administrator

An affiliate of GC Advisors, the Administrator, provides the administrative services necessary for us to operate. See “Business — Management Agreements — Administration Agreement” included in our most recent Annual Report on Form 10-K, as well as any

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amendments reflected in subsequent filings with the SEC, for a discussion of the fees and expenses (subject to the review and approval of our independent directors) we are required to reimburse to the Administrator.

About Golub Capital

Golub Capital, founded in 1994, is a leading lender to middle-market companies, with a long track record of investing in senior secured, one stop, second lien and subordinated loans. As of January 1, 2025, Golub Capital had over $75.0 billion of capital under management.

Golub Capital’s middle-market lending group is managed by an eight-member senior management team consisting of Lawrence E. Golub, David B. Golub, Andrew H. Steuerman, Gregory W. Cashman, Spyro G. Alexopoulos, Marc C. Robinson, Robert G. Tuchscherer and Jason J. Van Dussen. As of December 31, 2024, Golub Capital had more than 220 investment professionals supported by more than 775 administrative and back office personnel that focus on operations, finance, legal and compliance, accounting and reporting, marketing, information technology and office management.

Risks Associated with Our Business

Our business is subject to numerous risks, as described in the section titled “Risk Factors” in this prospectus, the applicable prospectus supplement and in the related free writing prospectuses we have authorized for use in connection with a specific offering, and under similar headings in the documents that are incorporated by reference into this prospectus, including the section titled “Risk Factors” included in our most recent Annual Report on Form 10-K, as well as any amendments reflected in subsequent filings with the SEC.

Corporate Information

Our principal executive offices are located at 200 Park Avenue, 25th Floor, New York, NY 10166, and our telephone number is (212) 750-6060. Our corporate website is located at www.golubcapitalbdc.com. Information on our website is not incorporated into or a part of this prospectus or any related prospectus supplement.

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FEES AND EXPENSES

The following table is intended to assist you in understanding the costs and expenses that an investor in shares of our common stock will bear directly or indirectly. However, we caution you that some of the percentages indicated in the table below are estimates and may vary. Actual costs and expenses incurred by investors in shares of our common stock may be greater than the percentage estimates in the table below. The following table excludes one-time fees payable to third parties not affiliated with GC Advisors that were incurred in connection with each of the 2024 Debt Securitization (as defined below), the GBDC 3 2022 Debt Securitization (as defined below), prior to their respective terminations on November 18, 2024, the 2018 Debt Securitization (as defined below), the GCIC 2018 Debt Securitization (as defined below), the GBDC 3 2021 Debt Securitization (as defined below), and prior to its termination on December 16, 2024, the GBDC 3 2022-2 Debt Securitization (as defined below), or, collectively, the Debt Securitizations, but includes all of the applicable ongoing fees and expenses of the Debt Securitizations. Whenever this prospectus contains a reference to fees or expenses paid by “us” or “Golub Capital BDC,” or that “we” will pay fees or expenses, our common stockholders will indirectly bear such fees or expenses.

Stockholder transaction expenses:

    

  

Sales load (as a percentage of offering price)

 

%

(1)

Offering expenses (as a percentage of offering price)

 

%

(2)

Dividend reinvestment plan expenses

 

None

(3)

Total stockholder transaction expenses (as a percentage of offering price)

 

%

Annual expenses (as a percentage of net assets attributable to common stock):(4)

 

  

Management fees

 

2.13

%

(5)

Incentive fees payable under the Investment Advisory Agreement

 

1.78

%

(6)

Interest payments on borrowed funds

 

7.85

%

(7)

Other expenses

 

0.51

%

(8)

Acquired fund fees and expenses

 

%

Total annual expenses

 

12.27

%

(9)

(1)In the event that the securities to which this prospectus relates are sold to or through underwriters or agents, a corresponding prospectus supplement will disclose the applicable sales load.
(2)The related prospectus supplement will disclose the estimated amount of total offering expenses (which could include offering expenses borne by third parties on our behalf), the offering price and the offering expenses borne by us as a percentage of the offering price.
(3)The expenses associated with the dividend reinvestment plan are included in “Other expenses.” See “Dividend Reinvestment Plan.”
(4)Our total net assets as of December 31, 2024 was $4,018 million. The daily average of total net assets for the three months ended December 31, 2024, employed as the denominator for expense ratio computation was $4,024 million.
(5)Our management fee is calculated at an annual rate equal to 1.0% and is based on the average adjusted gross assets (including assets purchased with borrowed funds and securitization-related assets, leverage, unrealized depreciation or appreciation on derivative instruments and cash collateral on deposit with custodian but adjusted to exclude cash and cash equivalents so that investors do not pay the base management fee on such assets) at the end of the two most recently completed calendar quarters and is payable quarterly in arrears. See “Item 1. Business — Management Agreements” in our most recent Annual Report on Form 10-K, as well as any amendments reflected in subsequent filings with the SEC. The management fee referenced in the table above is annualized and based on actual amounts incurred during the three months ended December 31, 2024 by GC Advisors in its capacity as investment adviser to us and collateral manager to the GBDC 3 2022 Issuer, the GBDC 3 2022-2 Issuer, and the 2024 Issuer and, prior to the termination of the respective Debt Securitization, 2018 Issuer, the GCIC 2018 Issuer, the GBDC 3 2021 Issuer, each, as defined below and, collectively the Securitization Issuers. The estimate of our annualized base management fees based on actual expenses for the quarter ended December 31, 2024 assumes net assets of $4,018 million and leverage of $4,919 million, which reflects our net assets and leverage as of December 31, 2024.

Prior to the redemption of the notes, or 2018 Notes, offered in our $602.4 million term debt securitization initially completed on November 16, 2018, or the 2018 Debt Securitization, and termination of the documents governing the 2018 Debt Securitization

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on November 18, 2024, GC Advisors served as collateral manager for Golub Capital BDC CLO III LLC, a Delaware limited liability company, or LLC, and, prior to its dissolution, our indirect subsidiary, or the 2018 Issuer, under a collateral management agreement, or the 2018 Collateral Management Agreement, and was entitled to receive an annual fee in an amount equal to 0.25% of the principal balance of the portfolio loans held by the 2018 Issuer at the beginning of the collection period relating to each payment date, which was payable in arrears on each payment date. Under the 2018 Collateral Management Agreement, the term “collection period” referred to the period commencing on the third business day prior to the preceding payment date and ending on (but excluding) the third business day prior to such payment date.

Prior to the redemption of the notes, or the GCIC 2018 Notes, offered in the $908.2 million term debt securitization, or the GCIC 2018 Debt Securitization, that we assumed effective September 16, 2019 as a result of our acquisition of Golub Capital Investment Corporation, a Maryland corporation, or the GCIC Merger, and the termination of the documents governing the GCIC 2018 Debt Securitization, GC Advisors served as collateral manager for Golub Capital Investment Corporation CLO II LLC, or the GCIC 2018 Issuer, under a collateral management agreement, or the GCIC 2018 Collateral Management Agreement, and was entitled to receive an annual fee in an amount equal to 0.35% of the principal balance of the portfolio loans held by the GCIC 2018 Issuer at the beginning of the collection period relating to each payment date, which was payable in arrears on each payment date. Under the 2018 GCIC Collateral Management Agreement, the term “collection period” generally referred to a quarterly period commencing on the day after the end of the prior collection period to the tenth business day prior to the payment date.

Prior to the redemption of the notes, or the GBDC 3 2021 Notes, offered in the $398.9 million term debt securitization, or the GBDC 3 2021 Debt Securitization, that we assumed effective June 3, 2024 as a result of our acquisition of Golub Capital BDC 3, Inc., a Maryland corporation, or the GBDC 3 Merger, and the termination of the documents governing the GBDC 3 2021 Debt Securitization, GC Advisors served as collateral manager for Golub Capital BDC 3 CLO 1 LLC, or the GBDC 3 2021 Issuer, an LLC and, prior to its dissolution, our indirect, wholly owned, consolidated subsidiary, under a collateral management agreement, or the GBDC 3 2021 Collateral Management Agreement, and was entitled to receive an annual fee in an amount equal to 0.35% of the principal balance of the portfolio loans held by the GBDC 3 2021 Issuer at the beginning of the collection period relating to each payment date, which was payable in arrears on each payment date. Under the GBDC 3 2021 Collateral Management Agreement, the term “collection period” referred to the period commencing on the tenth business day prior to the preceding payment date and ending on (but excluding) the tenth business day prior to such payment date.

Prior to the redemption of the notes, or the GBDC 3 2022-2 Notes, offered in the $386.6 million term debt securitization that we assumed effective June 3, 2024 as a result of the GBDC 3 Merger, or the GBDC 3 2022-2 Debt Securitization, and the termination of the documents governing the GBDC 3 2022-2 Debt Securitization, GC Advisors served as collateral manager for our indirect, wholly owned, consolidated subsidiary, Golub Capital BDC 3 CLO 2 LLC, or the GBDC 3 2022-2 Issuer, under a collateral management agreement, or the GBDC 3 2022-2 Collateral Management Agreement, and was entitled to receive an annual fee in an amount equal to 0.35% of the principal balance of the portfolio loans held by the GBDC 3 2022-2 Issuer at the beginning of the collection period relating to each payment date, which is payable in arrears on each payment date. Under the GBDC 3 2022-2 Collateral Management Agreement, the term “collection period” referred to the period commencing on the tenth business day prior to the preceding payment date and ending on (but excluding) the tenth business day prior to such payment date.

GC Advisors, as collateral manager for our indirect, wholly owned, consolidated subsidiary, Golub Capital BDC 3 ABS 2022-1 LLC, or the GBDC 3 2022 Issuer, under a collateral management agreement, or the GBDC 3 2022-2 Collateral Management Agreement, is entitled to receive an annual fee in an amount equal to 0.35% of the principal balance of the portfolio loans held by the GBDC 3 2022 Issuer at the beginning of the collection period relating to each payment date, which is payable in arrears on each payment date. Under the GBDC 3 2022 Collateral Management Agreement, the term “collection period” relating to any payment date, refers to the period commencing on the tenth business day prior to the preceding payment date and ending on (but excluding) the tenth business day prior to such payment date.

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GC Advisors, as collateral manager for our indirect, wholly owned, consolidated subsidiary, Golub Capital BDC CLO 8 LLC, or the 2024 Issuer,1 under a collateral management agreement, or the 2024 Issuer Collateral Management Agreement, is entitled to receive an annual fee in an amount equal to 0.35% of the principal balance of the portfolio loans held by the 2024 Issuer at the beginning of the collection period relating to each payment date, which is payable in arrears on each payment date. Under the 2024 Issuer Collateral Management Agreement, the term “collection period” refers to the period commencing on the third business day prior to the preceding payment date and ending on (but excluding) the third business day prior to such payment date.

Collateral management fees are paid directly by the 2018 Issuer, GCIC 2018 Issuer, GBDC 3 2021 Issuer, GBDC 3 2022 Issuer, GBDC 2 2022-2 Issuer and the 2024 Issuer and are offset against the management fees payable under the Investment Advisory Agreement. Term debt securitizations are also known as CLOs, and are a form of secured financing incurred by us, which are consolidated by us and subject to our overall asset coverage requirement.

For purposes of this table, the SEC requires that the “Management fees” percentage be calculated as a percentage of net assets attributable to common stock, rather than total assets, including assets that have been funded with borrowed monies, because common stockholders bear all of this cost. If the base management fee portion of the “Management fees” percentage were calculated instead as a percentage of our total assets, our base management fee portion of the “Management fees” percentage would be approximately 0.95% of total assets.

(6)The incentive fee referenced in the table above is based on actual amounts of the income component of the incentive fee incurred under the Investment Advisory Agreement for the three months ended December 31, 2024, annualized for a full year. As of December 31, 2024, no amount was payable for the capital gains component under the Investment Advisory Agreement. We have structured the calculation of the incentive fee to include a fee limitation such that no incentive fee will be paid to GC Advisors for any quarter if, after such payment, the cumulative incentive fees paid to GC Advisors since the effective date of our election to become a business development company would be greater than 15.0% of our cumulative pre-incentive fee net income per share. For a more detailed discussion of the calculation of the incentive fee, see “Item 1. Business - Management Agreement - Income and Capital Gains Incentive Fee Calculation” included in our most recent Annual Report on Form 10-K, as well as any amendments reflected in subsequent filings with the SEC.
(7)Interest payments on borrowed funds is based on our cost of funds on our outstanding indebtedness for the three months ended December 31, 2024, which, as of December 31, 2024, consisted of $1,191.3 million of indebtedness outstanding under revolving credit facilities, $1,596.5 million in notes issued through the Debt Securitizations, $600.0 million of 2026 Notes, $350.0 million of 2027 Notes, $450.0 million of 2028 Notes and $750.0 million of 2029 Notes. For the three months ended December 31, 2024, the annualized cost of funds for our total debt outstanding, which includes all interest, accretion of discounts, amortization of debt issuance costs on the Debt Securitizations and the net contractual interest rate swap expense on the 2028 and 2029 Notes but excluding the net gain/(loss) related to the fair value hedges associated with the 2028 and 2029 Notes interest rate swaps, on our total debt was 6.2%. Debt issuance costs represent fees and other direct incremental costs incurred in connection with our Debt Securitizations. These fees include structuring and placement fees paid by the 2018 Issuer to Morgan Stanley & Co. LLC for its services in connection with the structuring of the 2018 Debt Securitization and by the 2024 Issuer to Deutsche Bank Securities Inc. for its services in connection with the structuring of the 2024 Debt Securitization. Before we acquired the GCIC 2018 Issuer as part of the GCIC Merger, the GCIC 2018 Issuer paid Wells Fargo Securities, LLC structuring and placement fees for its services in connection with the initial structuring of the GCIC 2018 Debt Securitization. Before we acquired the GBDC 3 2021 Issuer as a part of the GBDC 3 Merger, the GBDC 3 2021 Issuer paid Deutsche Bank AG, New York Branch, structuring and placement fees for its services in connection with the structuring of each of the GBDC 3 2021 Debt Securitization and the GBDC 3 2022 Debt Securitization. Before we acquired the GBDC 3 2022-2 Issuer as a part of the GBDC 3 Merger, the GBDC 3 2022-2 Issuer paid GreensLedge Capital Markets LLC and KeyBanc Capital Markets Inc. structuring and placement fees for its services in connection with the structuring of the GBDC 3 2022-2 Debt Securitization.

1

Effective November 18, 2024, GCIC CLO II LLC, or the GCIC 2018 Issuer, was renamed Golub Capital BDC CLO 8 LLC, or the 2024 Issuer.

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(8)Includes our overhead expenses, including payments under the Administration Agreement based on our allocable portion of overhead and other expenses incurred by the Administrator, and any acquired fund fees and expenses that are not required to be disclosed separately. See “Item 1. Management Agreements - Administration Agreements”, included in our most recent Annual Report on Form 10-K, as well as any amendments reflected in subsequent filings with the SEC. “Other expenses” also includes the ongoing administrative expenses to the trustee, collateral manager, independent accountants, legal counsel, rating agencies and independent managers in connection with developing and maintaining reports and providing required services in connection with the administration of each of the Debt Securitizations. Additionally, “Other expenses” includes the actual amount incurred for U.S. federal excise tax. “Other expenses” are based on actual amounts incurred for the three months ended December 31, 2024, annualized for a full year. The administrative expenses of each of the Securitization Issuers are paid on each payment date in two parts: (1) a component that is paid in a priority to other amounts distributed by the applicable Securitization Issuer, subject to a cap equal to the sum of 0.04% per annum of the adjusted principal balance of the portfolio loans and other assets held by the applicable Securitization Issuer on the last day of the collection period relating to such payment date, plus $150,000 per annum, and (2) a component that is paid in a subordinated position relative to other amounts distributed by the applicable Securitization Issuer equal to any amounts that exceed the aforementioned administrative expense cap.
(9)All of our expenses, including all expenses of each of the Debt Securitizations, are disclosed in the appropriate line items under “Annual Expenses (as a percentage of net assets attributable to common stock).” “Total annual expenses” as a percentage of consolidated net assets attributable to common stock are higher than the total annual expenses percentage would be for a company that is not leveraged. We borrow money to leverage our net assets and increase our total assets. The SEC requires that the “Total annual expenses” percentage be calculated as a percentage of net assets (defined as total assets less indebtedness and after taking into account any incentive fees payable during the period), rather than the total assets, including assets that have been funded with borrowed monies. The reason for presenting expenses as a percentage of net assets attributable to common stockholders is that our common stockholders bear all of our fees and expenses.

Example

The following example demonstrates the projected dollar amount of total cumulative expenses that would be incurred over various periods with respect to a hypothetical investment in our common stock. This example and the expenses in the table above should not be considered a representation of our future expenses, and actual expenses (including the cost of debt, if any, and other expenses) may be greater or less than those shown.

You would pay the following expenses on a $1,000 investment

    

1 year

    

3 years

    

5 years

    

10 years

Assuming a 5% annual return (assumes no return from net realized capital gains or net unrealized capital appreciation

$

105

$

298

$

470

$

824

Assuming a 5% annual return (assumes return entirely from realized capital gains and thus subject to the capital gain incentive fee)

$

112

$

317

$

496

$

856

The foregoing table is to assist you in understanding the various costs and expenses that an investor in our common stock will bear directly or indirectly. While the example assumes, as required by the SEC, a 5% annual return, our performance will vary and could result in a return greater or less than 5%. The incentive fee under the Investment Advisory Agreement, which, assuming a 5% annual return, would either not be payable or have an immaterial impact on the expense amounts shown above, is not included in the example. Under our Investment Advisory Agreement, no incentive fee would be payable if we have a 5% annual return. If we achieve sufficient returns on our investments, including through the realization of capital gains, to trigger an incentive fee of a material amount, our expenses, and returns to our investors, would be higher. The example assumes that all dividends and other distributions are reinvested at net asset value. Under certain circumstances, reinvestment of dividends and other distributions under our dividend reinvestment plan could occur at a price per share that differs from net asset value. See “Dividend Reinvestment Plan” for more information.

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RISK FACTORS

Investing in our securities involves a number of significant risks. Before you invest in our securities, you should carefully consider various risks described in the section titled “Risk Factors” in our most recent Annual Report on Form 10-K, as well as in subsequent filings with the SEC that are incorporated by reference into this prospectus in their entirety, together with other information in this prospectus, the documents incorporated by reference, and any prospectus supplement and free writing prospectus that we may authorize for use in connection with this offering. The risks set out in these documents are not the only risks we face. Additional risks and uncertainties not presently known to us or not presently deemed material by us may also impair our operations and performance. If any of these risks occur, our business, financial condition, results of operations and cash flows could be materially and adversely affected. In such case, our net asset value and the trading price of our common stock could decline, and you may lose all or part of your investment. The risk factors described in these documents are the principal risk factors associated with an investment in us as well as those factors generally associated with an investment company with investment objectives, investment policies, capital structure or trading markets similar to ours.

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SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This prospectus, including the documents that we incorporate by reference herein, contains, and any applicable prospectus supplement or free writing prospectus, including the documents we incorporate by reference therein, may contain forward-looking statements, which relate to future events or our future performance or financial condition. All statements other than statements of historical facts, including statements regarding our future events or future performance or financial condition, are forward-looking statements. The forward-looking statements contained or incorporated by reference in this prospectus and any applicable prospectus supplement or free writing prospectus may involve risks and uncertainties, including statements as to:

our future operating results;
our business prospects and the prospects of our portfolio companies, including our and their ability to achieve our respective objectives due to disruptions, including those caused by global health pandemics, such as the COVID-19 pandemic, or other large scale events;
the effect of investments that we expect to make and the competition for those investments;
our contractual arrangements and relationships with third parties;
actual and potential conflicts of interest with GC Advisors and other affiliates of Golub Capital;
the dependence of our future success on the general economy and its effect on the industries in which we invest;
the ability of our portfolio companies to achieve their objectives;
the use of borrowed money to finance a portion of our investments;
the adequacy of our financing sources and working capital;
the timing of cash flows, if any, from the operations of our portfolio companies;
general economic and political trends and other external factors, including the COVID-19 pandemic;
changes in political, economic or industry conditions, the interest rate environment or conditions affecting the financial and capital markets that could result in changes to the value of our assets;
elevating levels of inflation, and its impact on us, on our portfolio companies and on the industries in which we invest;
the ability of GC Advisors to locate suitable investments for us and to monitor and administer our investments;
the ability of GC Advisors or its affiliates to attract and retain highly talented professionals;
the ability of GC Advisors to continue to effectively manage our business due to disruptions, including those caused by global health pandemics, such as the COVID-19 pandemic, or other large scale events;
turmoil in Ukraine and Russia and the Middle East, including sanctions related to such turmoil, and the potential for volatility in energy prices and other supply chain issues and any impact on the industries in which we invest;
our ability to qualify and maintain our qualification as a RIC and as a business development company;
the impact of information technology systems and systems failures, including data security breaches, data privacy compliance, network disruptions, and cybersecurity attacks;
general price and volume fluctuations in the stock markets;

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the impact on our business of the Dodd-Frank Wall Street Reform and Consumer Protection Act, or Dodd-Frank, and the rules and regulations issued thereunder and any actions toward repeal thereof; and
the effect of changes to tax legislation and our tax position.

Such forward-looking statements may include statements preceded by, followed by or that otherwise include the words “may,” “might,” “will,” “intend,” “should,” “could,” “can,” “would,” “expect,” “believe,” “estimate,” “anticipate,” “predict,” “potential,” “plan” or similar words. The forward looking statements contained in this prospectus and any applicable prospectus supplement or free writing prospectus involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth as “Risk Factors” in our most recent Annual Report on Form 10-K and elsewhere contained or incorporated by reference in this prospectus and any applicable prospectus supplement or free writing prospectus.

Discussions containing forward-looking statements may be found in the sections titled “Business,” “Risk Factors,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our most recent Annual Report on Form 10-K, as well as any amendments reflected in subsequent filings with the SEC. We discuss in greater detail, and incorporate by reference into this prospectus in their entirety, many of these risks and uncertainties in the sections titled “Risk Factors” in the applicable prospectus supplement, in the free writing prospectus we may authorize for use in connection with a specific offering, and in our most recent Annual Report on Form 10-K, as well as any amendments reflected in subsequent filings with the SEC.

We have based the forward-looking statements included in this prospectus, any prospectus supplement, free writing prospectus and documents incorporated by reference into this prospectus on information available to us on the applicable date of the relevant document. Actual results could differ materially from those anticipated in our forward-looking statements and future results could differ materially from historical performance. You are advised to consult any additional disclosures that we make directly to you or through reports that we have filed or in the future may file with the SEC including Annual Reports on Form 10-K, quarterly reports on Form 10-Q and Current Reports on Form 8-K. This prospectus, any prospectus supplement, free writing prospectus and documents incorporated by reference into this prospectus contains or may contain statistics and other data that have been obtained from or compiled from information made available by third-party service providers. We have not independently verified such statistics or data.

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USE OF PROCEEDS

Unless otherwise specified in a prospectus supplement or a free writing prospectus we have authorized for use in connection with a specific offering, we intend to use all or substantially all of the net proceeds from the sale of our securities to invest in portfolio companies in accordance with our investment objective and strategies and for general corporate purposes. We expect that our new investments will consist primarily of one stop and other senior secured loans. We will also pay operating expenses, including management and administrative fees, and may pay other expenses such as due diligence expenses relating to potential new investments, from the net proceeds of any offering of our securities. We may also use a portion of the net proceeds to repay indebtedness (which will be subject to reborrowing).

We anticipate that we will use substantially all of the net proceeds of an offering for the above purposes within approximately six months after the completion of any offering of our securities, depending on the availability of appropriate investment opportunities consistent with our investment objective and market conditions. We cannot assure you that we will achieve our targeted investment pace.

Until appropriate investment opportunities can be found, we may also invest the net proceeds of any offering of our securities primarily in cash, cash equivalents, U.S. government securities and high-quality debt investments that mature in one year or less from the date of investment. These temporary investments may have lower yields than our targeted investment types and, accordingly, may result in lower distributions, if any, during such period. Our ability to achieve our investment objective may be limited to the extent that the net proceeds from an offering, pending full investment, are held in lower yielding interest-bearing deposits or other short-term instruments. See “Business — Regulation — Temporary Investments” included in our most recent Annual Report on Form 10-K, as well as any amendments reflected in subsequent filings with the SEC, for additional information about temporary investments we may make while waiting to make longer-term investments in pursuit of our investment objective.

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PRICE RANGE OF COMMON STOCK

Our common stock began trading on April 15, 2010 and is currently traded on The Nasdaq Global Select Market under the symbol “GBDC”. The following table lists the high and low closing sale price for our common stock, the closing sale price as a percentage of net asset value, or NAV, and quarterly distributions per share.

Premium

 

Premium

(Discount) of

Dividends

 

of High

Low Sales

and

 

Closing Sales Price

Sales

Price to

Distributions

 

Period

NAV(1)

High

Low

Price(2)

 

NAV(2)

Declared

Fiscal year ending September 30, 2025

    

  

    

  

    

  

    

  

    

  

    

  

Second Quarter (through March 27, 2025)

N/A

$

15.96

$

14.46

 

N/A

N/A

$

0.39

(3)

First Quarter

$

15.13

$

15.67

$

14.89

 

3.6

%  

(1.6)

%  

$

0.43

(4)

Fiscal year ending September 30, 2024

 

 

  

 

  

 

  

 

 

 

  

Fourth quarter

$

15.19

$

16.00

$

14.36

 

5.3

%  

(5.5)

%  

$

0.44

(5)

Third quarter

$

15.32

$

17.58

$

15.50

 

14.8

%  

1.2

%  

$

0.60

(6)

Second quarter

$

15.12

$

16.63

$

15.06

 

10

%  

(0.4)

%  

$

0.46

(7)

First quarter

$

15.03

$

15.31

$

14.06

 

1.9

%  

(6.5)

%  

$

0.44

(8)

Fiscal year ending September 30, 2023

 

 

  

 

  

 

  

 

  

 

  

Fourth quarter

$

15.02

$

15.02

$

13.37

 

%  

(11.0)

%  

$

0.41

(9)

Third quarter

$

14.83

$

13.55

$

13.02

 

(8.6)

%  

(12.2)

%  

$

0.33

Second quarter

$

14.73

$

14.09

$

12.38

 

(4.3)

%  

(16.0)

%  

$

0.33

First quarter

$

14.71

$

14.25

$

12.46

 

(3.1)

%  

(15.3)

%  

$

0.33

(1)NAV per share is determined as of the last day in the relevant quarter and therefore may not reflect the NAV per share on the date of the high and low closing sales prices. The NAVs shown are based on outstanding shares at the end of each period.
(2)Calculated as of the respective high or low closing sales price divided by the quarter-end NAV.

(3)

On February 3, 2025, our board of directors declared a quarterly distribution of $0.39 per share payable on March 28, 2025 to holders of record of common stock as of March 3, 2025.

(4)Includes a supplemental distribution of $0.04 per share.
(5)Includes a supplemental distribution of $0.05 per share.
(6)Includes a series of special distributions totaling $0.15 per share, distributed in three consecutive quarterly payments of $0.05 per share and paid to stockholders on June 27, 2024, September 13, 2024 and December 13, 2024; and includes a supplemental distribution of $0.06 per share.
(7)Includes a supplemental distribution of $0.07 per share.
(8)Includes a supplemental distribution of $0.07 per share.
(9)Includes a supplemental distribution of $0.04 per share.

The last reported price for our common stock on March 27, 2025 was $15.37 per share. As of March 24, 2025, we had 962 stockholders of record.

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SENIOR SECURITIES

Information about our senior securities is shown in “Note 7. Borrowings” in the notes to our audited consolidated financial statements included in our Annual Report on Form 10-K for fiscal year ended September 30, 2024 and is incorporated by reference into this prospectus in its entirety. The senior securities table has been audited by Ernst & Young LLP, an independent registered public accounting firm whose reports thereon are incorporated by reference in this prospectus. The information about our senior securities should be read in conjunction with our consolidated financial statements and notes thereto and “Management's Discussion and Analysis of Financial Condition and Results of Operations” included in our most recent Annual Report on Form 10-K filed with the SEC.

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PORTFOLIO COMPANIES

The following table sets forth certain information as of December 31, 2024, for each portfolio company in which we had an investment. The general terms of each type of investment, including information on our security interests in the assets of the portfolio companies and the expected interest rates on such investments, are described in “Business  — General  — Investment Structure” included in our most recent Annual Report on Form 10-K, as well as any amendments reflected in subsequent filings with the SEC. Other than our equity investments our only formal relationships with our portfolio companies are the managerial assistance that we may provide upon request and the board observer or participation rights we may receive in connection with our investment. In general, under the 1940 Act, we would “control” a portfolio company if we owned, directly or indirectly, more than 25.0% of its voting securities and would be an “affiliate” of a portfolio company if we owned, directly or indirectly, five percent or more of its voting securities.

    

    

    

    

    

Spread 

    

    

    

Fair Value

    

Percentage

Type of

Above

Interest

(Dollars in

of Class 

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

Thousands) (4)

Held (5)

AAH TOPCO, LLC

 

800 Westchester Ave Suite S-504

 

Rye Brook, NY 10573

 

Healthcare Providers & Services

 

One stop+

 

SF + 5.25%(h)

 

9.71%

12/2027

 

8,649

 

 

  

 

  

 

  

 

One stop+

 

SF + 5.25%(h)

 

9.71%

12/2027

 

8,131

 

 

  

 

  

 

  

 

Subordinated debt+(25)

 

N/A

 

11.50% PIK

12/2031

 

2,726

 

 

  

 

  

 

  

 

One stop+

 

SF + 5.25%(h)

 

9.71%

12/2027

 

2,353

 

 

  

 

  

 

  

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

12/2027

 

 

Abita Brewing Co., L.L.C.

 

21084 Highway 36

 

Covington, LA 70433

 

Beverages

 

One stop+(8)(25)(27)

 

SF + 1.00%(i)

 

5.33% PIK

06/2026

 

4,594

 

 

  

 

  

 

  

 

Second lien+(8)(25)(27)

 

SF + 8.00%(i)

 

12.33% PIK

06/2026

 

449

 

 

  

 

  

 

  

 

One stop+(25)(27)

 

SF + 1.00%(i)(j)

 

5.41% PIK

06/2026

 

1,267

 

 

  

 

  

 

  

 

Warrant+(27)

 

N/A

 

N/A

N/A

 

 

0.0

%(29)

Accelya Lux Finco S.A.R.L.

 

Avda Diagonal 567, 3rd Floor

 

Barcelona 08029, Spain

 

Airlines

 

One stop+(9)(14)(25)

 

SF + 7.00%(i)

 

7.43% cash/4.00% PIK

12/2026

 

8,725

 

Accession Risk Management Group, Inc.

 

160 Federal St, 4th Floor

 

Boston, MA 02110

 

Insurance

 

One stop˄*+

 

SF + 4.75%(i)

 

9.32%

11/2029

 

36,973

 

 

  

 

  

 

  

 

One stop˄*+

 

SF + 4.75%(i)

 

9.26%

11/2029

 

9,475

 

 

  

 

  

 

  

 

One stop*+

 

SF + 4.75%(i)

 

9.21%

11/2029

 

8,340

 

 

  

 

  

 

  

 

One stop*+

 

SF + 4.75%(i)

 

9.26%

11/2029

 

7,832

 

 

  

 

  

 

  

 

One stop*

 

SF + 4.75%(i)

 

9.15%

11/2029

 

5,236

 

 

  

 

  

 

  

 

One stop+

 

SF + 4.75%(i)

 

9.33%

11/2029

 

3,358

 

 

  

 

  

 

  

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

11/2029

 

 

 

  

 

  

 

  

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

11/2029

 

 

 

  

 

  

 

  

 

Preferred stock+(23)

 

N/A

 

13.25% Non-Cash

N/A

 

10,326

 

2.9

%

ACP Ulysses Buyer, Inc.

 

920 Harvest Dr

 

Blue Bell, PA 19422

 

Pharmaceuticals

 

One stop*

 

SF + 5.50%(i)

 

10.09%

02/2029

 

30,144

 

 

  

 

  

 

  

 

One stop*

 

SF + 5.50%(i)

 

10.09%

02/2029

 

1,303

 

Acquia, Inc.

 

53 State St, 10th Floor

 

Boston, MA 02109

 

IT Services

 

One stop˄*+

 

SF + 7.00%(i)

 

11.73%

10/2025

 

12,020

 

 

  

 

  

 

  

 

One stop+

 

SF + 7.00%(i)

 

11.73%

10/2025

 

1,083

 

 

  

 

  

 

  

 

One stop+

 

SF + 7.00%(i)

 

11.75%

10/2025

 

62

 

Active Day, Inc.

 

6 Neshaminy Interplex, Suite 401

 

Trevose, PA 19053

 

Healthcare Providers & Services

 

One stop*+

 

SF + 5.00%(h)

 

9.46%

05/2026

 

17,343

 

 

  

 

  

 

  

 

One stop+

 

SF + 5.00%(h)

 

9.46%

05/2026

 

1,339

 

 

  

 

  

 

  

 

One stop+

 

SF + 5.00%(h)

 

9.46%

05/2026

 

863

 

 

  

 

  

 

  

 

One stop+

 

SF + 5.00%(h)

 

9.46%

05/2026

 

687

 

 

  

 

  

 

  

 

One stop+

 

SF + 5.00%(h)

 

9.46%

05/2026

 

606

 

 

  

 

  

 

  

 

One stop+

 

SF + 5.00%(h)

 

9.46%

05/2026

 

596

 

 

  

 

  

 

  

 

One stop+

 

SF + 5.25%

 

N/A(7)

05/2026

 

 

 

  

 

  

 

  

 

One stop+

 

SF + 5.00%(h)

 

N/A(7)

05/2026

 

 

 

  

 

  

 

  

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

05/2026

 

 

 

  

 

  

 

  

 

LLC interest+

 

N/A

 

N/A

N/A

 

1,472

 

0.6

%

14

Table of Contents

    

    

    

    

Spread 

    

    

    

Fair Value

    

Percentage

Type of

Above

Interest

(Dollars in

of Class 

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

Thousands) (4)

Held (5)

Acuity Eyecare Holdings, LLC

 

4835 LBJ Freeway, Suite 850

    

Dallas, TX 75244

 

Healthcare Providers & Services

 

One stop+

 

SF + 6.00%(i)

 

10.54%

03/2027

 

15,975

 

 

 

 

 

One stop+(25)

 

N/A

 

16.50% PIK

06/2027

 

15,344

 

 

 

 

 

One stop+

 

SF + 6.25%(i)

 

10.73%

03/2027

 

3,965

 

 

 

 

 

One stop+

 

SF + 6.25%(i)

 

10.78%

03/2027

 

3,532

 

 

 

 

 

One stop*+

 

SF + 6.25%(i)

 

10.73%

03/2027

 

3,486

 

 

 

 

 

One stop+

 

SF + 6.25%(i)

 

10.73%

03/2027

 

3,115

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.67%

03/2027

 

1,981

 

 

 

 

 

One stop+

 

SF + 6.25%(i)

 

10.73%

03/2027

 

1,815

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.64%

03/2027

 

1,010

 

 

 

 

 

One stop+

 

SF + 6.25%(i)

 

10.73%

03/2027

 

440

 

 

 

 

 

One stop+(25)

 

SF + 13.00%(i)

 

10.73% cash/6.75% PIK

03/2027

 

319

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.73%

03/2027

 

209

 

 

 

 

 

One stop+

 

SF + 6.25%(i)

 

10.73%

03/2027

 

162

 

 

 

 

 

One stop+(25)

 

SF + 13.00%(i)

 

10.77% cash/6.75% PIK

03/2027

 

124

 

 

 

 

 

Senior secured+

 

SF + 6.25%(i)

 

10.96%

03/2027

 

107

 

 

 

 

 

One stop+

 

SF + 6.25%(i)

 

10.73%

03/2027

 

1

 

 

 

 

 

One stop+(6)

 

SF + 6.25%

 

N/A(7)

03/2027

 

(1)

 

 

 

 

 

LLC interest+

 

N/A

 

N/A

N/A

 

4,733

 

0.8

%

 

 

 

 

LLC units+

 

N/A

 

N/A

N/A

 

3,020

 

0.5

%

ADCS Clinics Intermediate Holdings, LLC

 

151 Southhall Ln, Suite 300

 

Maitland, FL 32751

 

Healthcare Providers & Services

 

Preferred stock+

 

N/A

 

N/A

N/A

 

1,299

 

0.0

%(29)

 

 

 

 

Common stock+

 

N/A

 

N/A

N/A

 

 

0.0

%(29)

AI Titan Parent, Inc.

 

4601 Six Forks Rd, Suite 220

 

Raleigh, NC 27609

 

Machinery

 

One stop+

 

SF + 4.75%(h)

 

9.11%

08/2031

 

10,508

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

08/2031

 

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

08/2031

 

 

Alera Group, Inc.

 

3 Parkway N, Suite 500

 

Deerfield, IL 60015

 

Insurance

 

One stop˄*

 

SF + 5.25%(h)

 

9.61%

10/2028

 

35,325

 

 

 

 

 

One stop+

 

SF + 5.25%(h)

 

9.61%

10/2028

 

10,039

 

 

 

 

 

One stop+

 

SF + 5.25%(h)

 

9.61%

10/2028

 

4,007

 

 

 

 

 

One stop+

 

SF + 5.75%(h)

 

10.09%

10/2028

 

3,318

 

ALKU Intermediate Holdings, LLC

 

200 Brickstone Sq, Suite 503

 

Andover, MA 01810

 

Professional Services

 

One stop+

 

SF + 6.25%(i)

 

10.50%

05/2029

 

6,848

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

9.75%

05/2029

 

749

 

Amalthea Parent, Inc.

 

575 Blvd Armand-Frappier

 

Laval, QC H7V 4B3, Canada

 

Pharmaceuticals

 

One stop˄+(9)

 

SF + 5.00%(i)

 

9.78%

03/2027

 

83,047

 

 

 

  

 

 

One stop+(9)

 

SF + 5.00%(h)

 

9.47%

03/2027

 

334

 

 

 

  

 

 

LP interest+(9)

 

N/A

 

N/A

N/A

 

285

 

0.2

%

15

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment (1)

    

Index (2)

    

Rate(3)

    

Maturity

    

Thousands) (4)

    

Held (5)

AMBA Buyer, Inc.

 

6034 W Courtyard Dr, Suite 300

    

Austin, TX 78730

 

Insurance

 

One stop+

 

SF + 5.25%(i)

 

9.68%

07/2027

 

4,457

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.68%

07/2027

 

1,327

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.68%

07/2027

 

1,119

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.68%

07/2027

 

162

 

 

 

 

 

One stop+

 

SF + 5.25%

 

N/A(7)

07/2027

 

 

Amberfield Acquisition Co.

 

3527 Snead Dr

 

Georgetown, TX 78626

 

Healthcare Technology

 

One stop+

 

SF + 5.00%(i)

 

9.33%

05/2030

 

7,138

 

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.33%

05/2030

 

176

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

05/2030

 

 

 

 

 

 

LLC units+

 

N/A

 

N/A

N/A

 

469

 

0.4

%

Anaplan, Inc.

 

1450 Brickell Ave, Suite 3040

 

Miami, FL 33131

 

Software

 

One stop˄+

 

SF + 5.25%(i)

 

9.58%

06/2029

 

24,680

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.58%

06/2029

 

13,000

 

 

 

 

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

06/2028

 

 

 

 

 

 

LP interest+

 

N/A

 

N/A

N/A

 

1,558

 

0.0

%(29)

Any Hour, LLC

 

1374 130 S

 

Orem, UT 84058

 

Diversified Consumer Services

 

One stop*

 

SF + 5.00%(i)

 

9.33%

05/2030

 

8,862

 

 

 

 

 

One stop+(25)

 

N/A

 

13.00% PIK

05/2031

 

2,942

 

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.45%

05/2030

 

436

 

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.33%

05/2030

 

203

 

Apex Service Partners, LLC

 

401 E Jackson St, Suite 3300

 

Tampa, FL 33602

 

Diversified Consumer Services

 

One stop+

 

SF + 5.00%(i)

 

9.51%

10/2030

 

4,423

 

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.50%

10/2030

 

4,026

 

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.51%

10/2030

 

1,052

 

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.51%

10/2029

 

54

 

Apothecary Products, LLC

 

11750 12th Ave S

 

Burnsville, MN 55337

 

Pharmaceuticals

 

Senior secured+

 

SF + 5.75%(j)

 

10.59%

07/2025

 

2,256

 

 

 

 

 

Senior secured+(6)

 

SF + 5.75%

 

N/A(7)

07/2025

 

 

Appfire Technologies, LLC

 

1500 District Ave

 

Burlington, MA 01803

 

Software

 

One stop˄*+

 

SF + 5.00%(i)

 

9.33%

03/2028

 

57,062

 

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.33%

03/2028

 

34

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

03/2028

 

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

03/2028

 

 

Appriss Health Intermediate Holdings, Inc

 

9901 Linn Station Rd, Suite 500

 

Louisville, KY 40223

 

IT Services

 

Preferred stock+(23)

 

N/A

 

11.00% Non-Cash

N/A

 

4,011

 

0.4

%

Aras Corporation

 

100 Brickstone Sq, Suite 100

 

Andover, MA 01810

 

Software

 

One stop˄+

 

SF + 5.25%(i)

 

9.58%

04/2029

 

28,668

 

 

 

 

 

One stop+

 

SF + 5.25%(h)(i)

 

9.58%

04/2029

 

2,000

 

 

 

 

 

Preferred stock+(23)

 

N/A

 

12.00% Non-Cash

N/A

 

2,205

 

0.2

%

 

 

 

 

LP interest+

 

N/A

 

N/A

N/A

 

694

 

0.1

%

Arch Global CCT Holdings Corp.

 

2600 S Telegraph Rd, Suite 180

 

Bloomfield Hills, MI 48302

 

Industrial Conglomerates

 

Senior secured*+

 

SF + 4.75%(i)

 

9.18%

04/2026

 

3,152

 

 

  

 

  

 

  

 

Senior secured+

 

SF + 4.75%(i)

 

9.18%

04/2026

 

634

 

Senior secured+

SF + 4.75%(i)

9.18%

04/2026

590

Senior secured+

SF + 4.75%(i)

9.18%

04/2025

99

16

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Arctic Wolf Networks, Inc. and Arctic Wolf Networks Canada, Inc.

 

8939 Columbine Rd

    

Eden Prairie, MN 55347

 

IT Services

 

Preferred stock+

 

N/A

 

N/A

N/A

 

7,518

 

0.1

%

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

1,972

 

0.3

%

 

 

 

 

Warrant+

 

N/A

 

N/A

N/A

 

2,412

 

0.0

%(29)

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

452

 

0.0

%(29)

Armstrong Bidco Limited

 

10 Oakwood Dr

 

Loughborough LE11 3QF, United Kingdom

 

Software

 

One stop+(9)(10)(11)

 

SN + 5.25%(f)

 

9.95%

06/2029

 

5,440

 

 

 

 

 

One stop+(9)(10)(11)

 

SN + 5.25%(f)

 

9.95%

06/2029

 

2,838

 

Arnott, LLC

 

100 Sea Ray Dr

 

Merritt Island, FL 32953

 

Auto Components

 

One stop+

 

SF + 4.75%(i)

 

9.08%

11/2030

 

4,724

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

11/2030

 

(8)

 

 

 

 

 

LP units+

 

N/A

 

N/A

N/A

 

350

 

0.0

%(29)

Arrow Buyer, Inc.

 

13200 Metcalf Ave​, Suite 300

 

Overland Park, KS 66213

 

Software

 

One stop+

 

SF + 5.75%(i)

 

10.08%

07/2030

 

25,040

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.08%

07/2030

 

1,642

 

 

 

 

 

One stop+(6)

 

SF + 5.75%

 

N/A(7)

07/2030

 

 

Artifact Bidco, Inc.

 

549 Timpanogos Pkwy, Building G

 

Orem, UT 84097

 

Software

 

One stop+

 

SF + 4.50%(i)

 

8.83%

05/2031

 

1,489

 

 

 

 

 

One stop+(6)

 

SF + 4.50%

 

N/A(7)

05/2031

 

 

 

 

 

 

One stop+(6)

 

SF + 4.50%

 

N/A(7)

05/2030

 

 

 

 

 

 

One stop+(6)

 

SF + 4.50%

 

N/A(7)

05/2030

 

 

Aspen Medical Products, LLC

 

6481 Oak Canyon

 

Irvine, CA 92618-5202

 

Healthcare Equipment & Supplies

 

One stop*+

 

SF + 4.75%(h)

 

9.11%

06/2028

 

7,069

 

 

 

 

 

One stop+

 

SF + 4.75%(h)

 

9.11%

06/2028

 

459

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

06/2028

 

 

 

 

 

 

LP interest+

 

N/A

 

N/A

N/A

 

109

 

0.0

%(29)

Astute Holdings, Inc.

 

2400 Corporate Exchange Dr

 

Columbus, OH 43231

 

Software

 

LP interest+

 

N/A

 

N/A

N/A

 

547

 

0.1

%

Auvik Networks Inc.

 

451 Phillip St, Suite 200

 

Waterloo, ON N2L 3X2, Canada

 

Software

 

One stop˄+(9)(13)(25)

 

SF + 6.25%(i)

 

7.59% cash/3.25% PIK

07/2027

 

10,751

 

 

 

 

 

One stop+(9)(13)(25)

 

SF + 6.25%(i)

 

7.59% cash/3.25% PIK

07/2027

 

1,933

 

 

 

 

 

One stop+(9)(13)(25)

 

SF + 6.25%(i)

 

7.59% cash/3.25% PIK

07/2027

 

984

 

 

 

 

 

One stop+(9)(13)

 

SF + 6.00%

 

N/A(7)

07/2027

 

 

 

 

 

 

Preferred stock+(9)(13)

 

N/A

 

N/A

N/A

 

558

 

0.1

%

 

 

 

 

Preferred stock+(9)(13)

 

N/A

 

N/A

N/A

 

63

 

0.0

%(29)

Avalara, Inc.

 

512 S Magnum St, Suite 100

 

Durham, NC 27701

 

Diversified Financial Services

 

One stop+

 

SF + 6.25%(i)

 

10.58%

10/2028

 

18,170

 

 

 

 

 

One stop+(6)

 

SF + 7.25%

 

N/A(7)

10/2028

 

 

Ave Holdings III, Corp

 

8620 N New Braunfels Ave

 

San Antonio, TX 78217

 

Specialty Retail

 

One stop*

 

SF + 5.25%(j)

 

9.75%

02/2028

 

23,361

 

 

 

 

 

One stop+

 

SF + 5.25%(j)

 

9.75%

02/2028

 

6,093

 

 

 

 

 

One stop+

 

SF + 5.25%(j)

 

9.75%

02/2028

 

800

 

 

 

 

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

02/2028

 

 

 

  

 

  

 

  

 

Preferred stock+(23)

 

N/A

 

11.50% Non-Cash

N/A

 

18,477

 

9.7

%

LP units+

N/A

N/A

N/A

592

0.2

%

17

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

AVG Intermediate Holdings & AVG Subsidiary Holdings LLC

 

13053 W Linebaugh Ave, Suite 102

    

Tampa, FL 33626

 

Healthcare Providers & Services

 

Subordinated debt+(25)

 

N/A

 

13.75% PIK

03/2028

 

16,229

 

 

 

 

 

One stop*+

 

SF + 6.00%(i)

 

10.61%

03/2027

 

6,402

 

 

 

 

 

One stop˄+

 

SF + 6.00%(i)

 

10.61%

03/2027

 

5,351

 

 

 

 

 

Subordinated debt+(25)

 

N/A

 

13.75% PIK

03/2028

 

3,522

 

 

 

 

 

Subordinated debt+(25)

 

N/A

 

13.75% PIK

03/2028

 

1,347

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.69%

03/2027

 

835

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.69%

03/2027

 

396

 

 

 

 

 

One stop+(6)

 

SF + 6.00%

 

N/A(7)

03/2027

 

 

 

 

 

 

LLC units+

 

N/A

 

N/A

N/A

 

173

 

0.0

%(29)

Axiom Merger Sub Inc.

 

31 St. James Ave., Suite 1100

 

Boston, MA 02116

 

Software

 

One stop+

 

SF + 4.75%(j)

 

9.20%

04/2026

 

6,698

 

 

 

 

 

One stop+(9)(10)

 

E + 4.75%(c)(d)

 

7.79%

04/2026

 

2,563

 

 

 

 

 

One stop+

 

SF + 4.75%(j)

 

9.20%

04/2026

 

1,214

 

 

 

 

 

One stop+

 

SF + 4.75%(j)

 

9.17%

04/2026

 

174

 

 

 

 

 

One stop+

 

SF + 4.75%

 

N/A(7)

10/2025

 

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

04/2026

 

 

Azul Systems, Inc.

 

385 Moffertt Park Dr, Suite 115

 

Sunnyvale, CA 94089

 

Software

 

Senior secured*

 

SF + 4.50%(i)

 

8.98%

04/2027

 

9,492

 

 

 

 

 

Senior secured+

 

SF + 4.50%

 

N/A(7)

04/2026

 

 

Azurite Intermediate Holdings, Inc.

 

3345 Michelson Dr, Suite 400

 

Irvine, CA 92612

 

Software

 

One stop+

 

SF + 6.50%(h)

 

10.86%

03/2031

 

973

 

 

 

 

 

One stop+

 

SF + 6.50%(h)

 

10.86%

03/2031

 

428

 

 

 

 

 

One stop+(6)

 

SF + 9.00%

 

N/A(7)

03/2031

 

 

Baduhenna Bidco Limited

 

Pen-y-fan Industrial Estate, Unit 2 Pkwy

 

Crumlin NP11 3EF, United Kingdom

 

Healthcare Equipment & Supplies

 

One stop+(9)(11)

 

SF + 5.95%(g)

 

10.52%

08/2028

 

7,745

 

 

 

 

 

One stop+(9)(10)(11)

 

E + 5.95%(c)

 

8.99%

08/2028

 

4,289

 

 

 

 

 

One stop+(9)(11)

 

SF + 5.95%(g)

 

10.52%

08/2028

 

1,912

 

 

 

 

 

One stop+(9)(10)(11)

 

SN + 5.95%(f)

 

10.77%

08/2028

 

1,266

 

 

 

 

 

One stop+(9)(10)(11)

 

E + 5.95%(c)

 

8.68%

08/2028

 

1,024

 

 

 

 

 

One stop+(9)(10)(11)

 

SN + 5.95%(f)

 

10.65%

08/2028

 

535

 

Baker Tilly Advisory Group, LP

 

205 N Michigan Ave, 28th Floor

 

Chicago, IL 60601

 

Diversified Financial Services

 

One stop+

 

SF + 4.75%(h)

 

9.11%

06/2031

 

3,292

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

06/2030

 

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

06/2031

 

 

Bamboo US Bidco LLC

 

400 Interpace Pkwy, Building C

 

Parsippany, NJ 7054

 

Healthcare Providers & Services

 

One stop+

 

SF + 5.25%(i)

 

9.77%

09/2030

 

2,705

 

 

  

 

  

 

  

 

One stop+(9)(10)

 

E + 5.25%(c)

 

8.25%

09/2030

 

1,742

 

 

  

 

  

 

  

 

One stop+

 

SF + 5.25%(i)

 

9.77%

09/2030

 

242

 

 

  

 

  

 

  

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

09/2030

 

(7)

 

 

  

 

  

 

  

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

09/2030

 

(7)

 

One stop+(6)

SF + 5.25%

N/A(7)

10/2029

(6)

18

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Banker’s Toolbox, Inc.

 

12331-B Riata Trace Pkwy, Building 4

    

Austin, TX 78727

 

Diversified Financial Services

 

One stop*+

 

SF + 4.50%(i)

 

8.83%

07/2027

 

20,517

 

 

 

 

 

One stop+

 

SF + 4.50%

 

N/A(7)

07/2027

 

 

Barteca Restaurants, LLC

 

671 N. Glebe Rd, Ste 600

 

Arlington, VA 22203

 

Hotels, Restaurants & Leisure

 

One stop*+

 

SF + 6.00%(i)

 

10.67%

08/2028

 

13,644

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.74%

08/2028

 

689

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.48%

08/2028

 

470

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.62%

08/2028

 

106

 

Batteries Plus Holding Corporation

 

1325 Walnut Ridge Dr

 

Hartland, WI 53029

 

Specialty Retail

 

LP interest+

 

N/A

 

N/A

N/A

 

1,399

 

0.6

%

Baxter Planning Systems, LLC

 

7801 N Captial of TX Hwy, Suite 250

 

Austin, TX 78731

 

Software

 

One stop+(25)

 

SF + 6.25%(i)(j)

 

7.30% cash/3.38% PIK

05/2031

 

4,095

 

 

 

 

 

One stop+(6)

 

SF + 6.25%

 

N/A(7)

05/2031

 

 

 

 

 

 

One stop+(6)

 

SF + 5.75%

 

N/A(7)

05/2031

 

 

Bayshore Intermediate #2, L.P.

 

1400 Liberty Ridge Dr

 

Chesterbrook, PA 19087

 

Software

 

One stop˄+(25)

 

SF + 6.25%(i)

 

7.39% cash/3.38% PIK

10/2028

 

119,445

 

 

 

 

 

One stop+(6)

 

SF + 5.75%

 

N/A(7)

10/2027

 

(4)

 

 

 

 

 

Common stock+

 

N/A

 

N/A

N/A

 

7,336

 

0.2

%

Bayside Opco, LLC

 

576 Broadhollow Rd

 

Melville, NY 11747

 

Healthcare Providers & Services

 

One stop+(27)

 

SF + 7.25%(i)

 

11.73%

06/2026

 

12,815

 

 

 

 

 

Subordinated debt+(25)(27)

 

SF + 10.00%(i)

 

14.48% PIK

06/2026

 

5,236

 

 

 

 

 

One stop+(27)

 

SF + 7.25%(i)

 

11.73%

06/2026

 

4,533

 

 

 

 

 

One stop+(27)

 

SF + 7.00%

 

N/A(7)

06/2026

 

 

 

 

 

 

LLC units+(27)

 

N/A

 

N/A

N/A

 

8,812

 

5.5

%

BECO Holding Company, Inc.

 

10926 David Taylor Dr, Suite 300

 

Charlotte, NC 28262

 

Building Products

 

One stop*+

 

SF + 5.25%(i)

 

9.73%

11/2028

 

40,893

 

 

 

 

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

11/2027

 

 

 

 

 

 

Preferred stock+(23)

 

N/A

 

11.75% Non-Cash

N/A

 

18,741

 

6.1

%

 

 

 

 

LP interest+

 

N/A

 

N/A

N/A

 

971

 

0.3

%

Belmont Instrument, LLC

 

780 Boston Rd

 

Billerica, MA 01821

 

Healthcare Equipment & Supplies

 

One stop*

 

SF + 6.25%(i)

 

10.58%

08/2028

 

14,467

 

 

 

 

 

One stop+

 

SF + 6.25%(i)

 

10.58%

08/2028

 

22

 

Ben Nevis Midco Limited

 

70 Mark Ln

 

London, ENG EC3R 7NQ, United Kingdom

 

Insurance

 

One stop+(9)(11)

 

SF + 5.50%(i)

 

10.09%

03/2028

 

561

 

 

 

 

 

One stop+(9)(11)

 

SF + 5.25%(i)

 

9.75%

03/2028

 

378

 

 

 

 

 

One stop+(9)(11)

 

SF + 5.50%(i)

 

10.09%

03/2028

 

92

 

 

 

 

 

One stop+(9)(11)

 

SF + 5.50%(i)

 

10.09%

03/2028

 

60

 

Benefit Plan Administrators of Eau Claire, LLC

 

1 E Wacker Dr

 

Chicago, IL 60601

 

Insurance

 

One stop*

 

SF + 4.75%(h)

 

9.30%

11/2030

 

12,989

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

11/2030

 

(14)

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

11/2030

 

(45)

 

Benetech, Inc.

 

1851 Albright Rd

 

Montgomery, IL 60538

 

Energy Equipment & Services

 

One stop+(8)(25)(27)

 

SF + 6.00%(i)

 

10.48% PIK

08/2026

 

1,909

 

 

 

  

 

 

One stop+(8)(25)(27)

 

SF + 6.00%(i)

 

10.48% PIK

08/2026

 

177

 

19

Table of Contents

    

    

    

    

Spread 

    

    

    

Fair Value

    

Percentage

Type of 

Above

Interest 

(Dollars in 

of Class 

Name of Portfolio Company

Address

Industry

Investment(1)

Index (2)

Rate(3)

Maturity

Thousands)(4)

Held(5)

BestPass, Inc.

 

500 New Karner Rd

    

Albany, NY 12205

 

Software

 

One stop+

 

SF + 5.25%(h)

 

9.61%

08/2031

 

52,735

 

 

 

 

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

08/2031

 

 

 

 

 

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

08/2031

 

 

Biscuit Parent, LLC

 

711 Capitol Way S, Suite 204

 

Olympia, WA 98501

 

Specialty Retail

 

One stop*+

 

SF + 4.75%(i)

 

9.08%

02/2031

 

19,954

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

02/2031

 

(2)

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

02/2031

 

(47)

 

BJH Holdings III Corp.

 

2831 19th Street South

 

Homewood, AL 35235

 

Hotels, Restaurants & Leisure

 

One stop*

 

SF + 5.00%(i)

 

9.33%

08/2027

 

70,109

 

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.33%

08/2027

 

5,589

 

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.33%

08/2027

 

141

 

Blackbird Purchaser, Inc.

 

1900 Jetway Blvd

 

Columbus, OH 43219

 

Machinery

 

One stop+

 

SF + 5.50%(i)

 

9.83%

12/2030

 

4,466

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

9.83%

12/2030

 

315

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

9.83%

12/2029

 

25

 

Blades Buyer, Inc.

 

6945 Southbelt Dr SE

 

Caledonia, MI 49316

 

Healthcare Equipment & Supplies

 

Senior secured*

 

SF + 5.00%(i)

 

9.60%

03/2028

 

12,254

 

 

 

 

 

Senior secured*

 

SF + 5.25%(i)

 

9.85%

03/2028

 

1,738

 

 

 

 

 

Senior secured+

 

SF + 5.00%(i)

 

9.60%

03/2028

 

1,406

 

 

 

 

 

Senior secured+

 

SF + 4.75%(i)

 

9.35%

03/2028

 

58

 

Blast Bidco Inc.

 

200 Vesey St, 25th Floor

 

New York, NY 10281

 

Food Products

 

One stop+

 

SF + 6.00%(i)

 

10.33%

10/2030

 

4,893

 

 

 

 

 

One stop+(6)

 

SF + 6.00%

 

N/A(7)

10/2029

 

 

Bloomerang, LLC

 

5724 Birtz Rd

 

Indianapolis, IN 46216

 

Software

 

One stop+

 

SF + 6.00%(i)

 

10.33%

12/2029

 

4,142

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.52%

12/2029

 

9

 

 

 

 

 

One stop+(6)

 

SF + 6.00%

 

N/A(7)

12/2029

 

 

Blue River Pet Care, LLC

 

1 S Wacker Dr, Suite 2200

 

Chicago, IL 60606

 

Healthcare Equipment & Supplies

 

One stop*+

 

SF + 5.00%(h)

 

9.46%

07/2026

 

62,779

 

 

 

 

 

One stop+

 

SF + 5.00%(h)

 

9.46%

07/2026

 

12,430

 

 

 

 

 

One stop+

 

SF + 5.00%(h)

 

9.46%

07/2026

 

2,898

 

 

 

 

 

One stop+

 

SF + 5.00%(h)

 

9.46%

07/2026

 

2,785

 

 

 

 

 

One stop+

 

SF + 5.00%(h)

 

9.46%

07/2026

 

2,758

 

 

 

 

 

One stop+

 

SF + 5.00%(h)

 

9.46%

07/2026

 

2,120

 

 

 

 

 

One stop+

 

SF + 5.00%(h)

 

9.46%

07/2026

 

1,255

 

 

 

 

 

One stop+

 

SF + 5.00%(h)

 

9.46%

07/2026

 

417

 

 

 

 

 

One stop+

 

SF + 5.00%(h)

 

9.46%

07/2026

 

300

 

 

 

 

 

One stop+

 

SF + 5.00%(h)

 

9.46%

07/2026

 

294

 

One stop+

SF + 5.00%(h)

9.48%

07/2026

258

One stop+

SF + 5.00%(h)

9.46%

07/2026

228

 

 

 

 

One stop+

 

SF + 5.00%(a)(h)

 

10.33%

07/2026

 

210

 

20

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class 

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

 

    

 

 

Common stock+

 

N/A

 

N/A

N/A

 

814

 

0.1

%

BlueMatrix Holdings, LLC

 

320 Blackwell St, Suite 300

 

Durham, NC 27701

 

Capital Markets

 

One stop+

 

SF + 5.25%(i)

 

9.58%

01/2031

 

2,533

 

 

 

 

 

One stop+

 

SF + 5.25%

 

N/A(7)

01/2031

 

 

 

 

 

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

01/2031

 

 

Bonterra LLC

 

10801 N MoPac Expressway, Suite 400

 

Austin, TX 78759

 

Software

 

One stop˄+

 

SF + 7.00%(i)

 

11.33%

09/2027

 

92,893

 

 

 

 

 

One stop+

 

SF + 7.00%(i)

 

11.43%

09/2027

 

7,599

 

 

 

 

 

One stop+(25)

 

SF + 7.75%(i)

 

12.08% PIK

09/2027

 

3,957

 

 

 

 

 

One stop+

 

SF + 7.00%(i)

 

11.33%

09/2027

 

256

 

Borrower R365 Holdings, LLC

 

500 Technology Dr, Suite 200

 

Irvine, CA 92618

 

Food Products

 

One stop˄+

 

SF + 6.00%(i)

 

10.48%

06/2027

 

18,823

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.48%

06/2027

 

1,556

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.48%

06/2027

 

231

 

 

 

 

 

One stop+(6)

 

SF + 6.00%

 

N/A(7)

06/2027

 

 

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

302

 

0.0

%(29)

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

69

 

0.0

%(29)

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

16

 

0.0

%(29)

 

 

 

 

LLC units+

 

N/A

 

N/A

N/A

 

11

 

0.0

%(29)

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

6

 

0.0

%(29)

 

 

 

 

Common stock+

 

N/A

 

N/A

N/A

 

4

 

0.0

%(29)

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

4

 

0.0

%(29)

 

 

 

 

LP units+

 

N/A

 

N/A

N/A

 

1

 

0.0

%(29)

Bottomline Technologies, Inc.

 

325 Corporate Dr

 

Portsmouth, NH 03801

 

Software

 

One stop+

 

SF + 5.25%(h)

 

9.61%

05/2029

 

40,957

 

 

 

 

 

One stop+

 

SF + 5.75%(h)

 

10.11%

05/2029

 

5,112

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

05/2028

 

 

BradyIFS Holdings, LLC

 

7055 S Lindell Rd

 

Las Vegas, NV 89118

 

Commercial Services & Supplies

 

One stop˄+

 

SF + 5.00%(i)

 

9.52%

10/2029

 

5,209

 

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.40%

10/2029

 

33

 

bswift, LLC

 

10 S Riverside Plz

 

Chicago, IL 60606

 

Professional Services

 

One stop+

 

SF + 6.38%(i)

 

11.05%

11/2028

 

7,777

 

Bullhorn, Inc.

 

100 Summer St, 17th Floor

 

Boston, MA 02210

 

Software

 

One stop*+

 

SF + 5.00%(h)

 

9.36%

10/2029

 

77,997

 

 

 

 

 

One stop*

 

SF + 5.00%(h)

 

9.36%

10/2029

 

3,190

 

 

 

 

 

One stop+

 

SF + 5.00%(h)

 

9.36%

10/2029

 

1,643

 

 

 

 

 

One stop+

 

SF + 5.00%(h)

 

9.36%

10/2029

 

736

 

 

 

 

 

One stop+

 

SF + 5.00%(h)

 

9.36%

10/2029

 

587

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

10/2029

 

 

21

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Burning Glass Intermediate Holdings Company, Inc.

 

232 N Almon St

    

Moscow, ID 83843

 

Software

 

One stop*

 

SF + 5.00%(h)

 

9.46%

06/2028

 

11,868

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

06/2026

 

 

Bynder BidCo, Inc.& Bynder BidCo B.V.

 

Max Euweplein 46

 

Amsterdam 1017, Netherlands

 

Software

 

One stop+(9)(15)

 

SF + 6.00%(i)

 

10.62%

01/2029

 

8,332

 

 

 

 

 

One stop+(9)(15)

 

SF + 6.00%(i)

 

10.62%

01/2029

 

2,204

 

 

 

 

 

One stop+(9)(15)

 

SF + 6.00%

 

N/A(7)

01/2029

 

 

 

 

 

 

One stop+(6)(9)(15)

 

SF + 6.00%

 

N/A(7)

01/2029

 

 

Caerus Midco 3 S.A.R.L.

 

1020 Stony Hill Rd, Suite 150

 

Yardley, PA 19067,

 

Pharmaceuticals

 

One stop*(9)(14)

 

SF + 5.00%(i)

 

9.33%

05/2029

 

29,336

 

 

 

 

 

One stop+(9)(14)

 

SF + 5.00%(i)

 

9.33%

05/2029

 

4,863

 

 

 

 

 

One stop+(9)(14)

 

SF + 5.00%(i)(j)

 

9.40%

05/2029

 

4,488

 

 

 

 

 

One stop+(9)(14)

 

SF + 5.00%(i)(j)

 

9.40%

05/2029

 

712

 

 

 

 

 

One stop+(9)(14)

 

SF + 5.00%(h)

 

9.34%

05/2029

 

42

 

Cafe Rio Holding, Inc.

 

215 N Admiral Byrd Rd, Suite 100

 

Salt Lake City, UT 84116

 

Hotels, Restaurants & Leisure

 

One stop*+

 

SF + 5.75%(i)

 

10.49%

09/2028

 

17,600

 

 

 

 

 

One stop*+

 

SF + 5.75%(i)

 

10.49%

09/2028

 

3,137

 

 

 

 

 

One stop*+

 

SF + 5.75%(i)

 

10.49%

09/2028

 

2,108

 

 

 

 

 

One stop*

 

SF + 5.75%(i)

 

10.49%

09/2028

 

1,338

 

 

 

 

 

One stop*+

 

SF + 5.75%(i)

 

10.49%

09/2028

 

1,182

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.26%

09/2028

 

185

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.49%

09/2028

 

169

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.49%

09/2028

 

121

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.49%

09/2028

 

96

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.49%

09/2028

 

95

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.49%

09/2028

 

77

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.49%

09/2028

 

48

 

 

 

 

 

One stop+(6)

 

SF + 5.75%

 

N/A(7)

09/2028

 

 

 

 

 

 

Common stock+

 

N/A

 

N/A

N/A

 

556

 

0.3

%

Calabrio, Inc.

 

241 N 5th Ave, Suite 1200

 

Minneapolis, MN 55401

 

Software

 

One stop˄+

 

SF + 5.50%(i)

 

10.01%

04/2027

 

74,482

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

10.01%

04/2027

 

5,473

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

10.02%

04/2027

 

202

 

 

 

 

 

LP interest+

 

N/A

 

N/A

N/A

 

1,222

 

0.1

%

 

 

 

 

LP interest+

 

N/A

 

N/A

N/A

 

 

0.0

%(29)

22

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Camelia Bidco Limited

 

Southbank Central, 30 Stamford St

    

London SE1 9LQ, United Kingdom

 

Software

 

One stop+(9)(10)(11)

 

SN + 5.25%(f)

 

9.95%

08/2030

 

5,062

 

 

 

 

 

One stop+(9)(10)(11)

 

SN + 5.25%(f)

 

9.95%

08/2030

 

717

 

 

 

 

 

One stop+(9)(10)(11)

 

A + 5.25%(e)

 

9.69%

08/2030

 

310

 

 

 

 

 

One stop+(6)(9)(10)(11)

 

SN + 5.50%

 

N/A(7)

08/2030

 

 

CAP-KSI Holdings, LLC

 

768 Frelinghuysen Ave

 

Newark, NJ 07114

 

Automobiles

 

One stop+

 

SF + 5.25%(i)

 

9.58%

06/2030

 

6,568

 

 

 

 

 

One stop+

 

SF + 5.25%(h)

 

9.61%

06/2030

 

182

 

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

674

 

0.2

%

 

 

 

 

LP units+

 

N/A

 

N/A

N/A

 

27

 

0.0

%(29)

Captive Resources Midco, LLC

 

1100 N Arlington Heights Rd

 

Itasca, IL 60143

 

Insurance

 

One stop+

 

SF + 4.75%(h)

 

9.11%

07/2029

 

23,458

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

07/2028

 

 

Cavender Stores L.P.

 

7820 S Broadway Ave

 

Tyler, TX 75703

 

Specialty Retail

 

Senior secured*

 

SF + 5.00%(i)

 

9.33%

10/2029

 

5,445

 

CB Buyer, Inc.

 

11044 Research Blvd, Building A

 

Austin, TX 78759

 

Software

 

One stop+

 

SF + 5.25%(h)

 

9.61%

07/2031

 

46,494

 

 

 

 

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

07/2031

 

 

 

 

 

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

07/2031

 

 

 

 

 

 

LP units+

 

N/A

 

N/A

N/A

 

332

 

0.1

%

CCSL Holdings, LLC

 

2090 Commerce Dr

 

McKinney, TX 75069

 

Healthcare Equipment & Supplies

 

One stop+(9)(10)

 

E + 5.50%(c)

 

8.18%

12/2028

 

30,585

 

 

 

 

 

One stop*(9)

 

SF + 5.50%(h)

 

9.86%

12/2028

 

21,007

 

 

 

 

 

One stop+(9)(10)

 

E + 5.50%(c)

 

8.18%

12/2028

 

5,991

 

 

 

 

 

One stop*(9)

 

SF + 5.50%(h)

 

9.86%

12/2028

 

5,671

 

 

 

 

 

One stop+(9)

 

SF + 5.50%(h)

 

9.86%

12/2028

 

3,489

 

 

 

 

 

One stop+(9)(10)

 

SN + 5.50%(f)

 

10.20%

12/2028

 

3,341

 

 

 

 

 

One stop*+(9)

 

SF + 5.50%(h)

 

9.86%

12/2028

 

2,898

 

 

 

 

 

One stop+(9)

 

SF + 5.50%(h)

 

9.86%

12/2028

 

120

 

 

 

 

 

One stop+(6)(9)

 

SF + 5.50%

 

N/A(7)

12/2028

 

 

 

 

 

 

LP interest+(9)

 

N/A

 

N/A

N/A

 

698

 

0.1

%

Celerion Buyer, Inc.

 

621 Rose St

 

Lincoln, NE 68502

 

Life Sciences Tools & Services

 

One stop*+

 

SF + 5.00%(i)

 

9.53%

11/2029

 

30,790

 

 

 

 

 

One stop*

 

SF + 5.00%(i)

 

9.52%

11/2029

 

21,846

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

11/2028

 

(2)

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

11/2029

 

(48)

 

 

 

 

 

LP units+(23)

 

N/A

 

N/A

N/A

 

891

 

0.2

%

 

 

 

 

LP units+

 

N/A

 

N/A

N/A

 

1,326

 

0.1

%

23

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Ceres Groupe SAS & Ceres PikCo

 

5, rue de la Baume

    

Paris 75008, France

 

Diversified Financial Services

 

One stop+(9)(10)(21)

 

E + 5.25%(d)

8.84%

07/2031

15,420

 

 

 

 

Subordinated debt+(9)(10)(21)(25)

 

E + 8.00%(c)(d)

3.59% cash/8.00% PIK

07/2032

1,852

 

 

 

 

One stop+(9)(10)(21)

 

E + 5.25%

N/A(7)

07/2031

 

 

 

 

One stop+(9)(10)(21)

 

E + 5.25%

N/A(7)

07/2031

Certus Pest, Inc.

 

6304 Benjamin Rd, Suite 503

 

Tampa, FL 33634

 

Diversified Consumer Services

 

One stop*

 

SF + 5.25%(i)

9.73%

08/2027

1,722

 

 

 

 

One stop*

 

SF + 5.25%(i)

9.73%

08/2027

1,651

 

 

 

 

One stop*+

 

SF + 5.25%(i)

9.73%

08/2027

1,191

 

 

 

 

One stop*

 

SF + 5.25%(i)

9.73%

08/2027

1,176

 

 

 

 

One stop*+

 

SF + 5.25%(i)

9.73%

08/2027

816

 

 

 

 

One stop*

 

SF + 5.25%(i)

9.73%

08/2027

719

 

 

 

 

One stop+

 

SF + 5.25%(i)

9.73%

08/2027

701

 

 

 

 

One stop*+

 

SF + 5.25%(i)

9.73%

08/2027

413

 

 

 

 

One stop+

 

SF + 5.25%(i)

9.73%

08/2027

259

 

 

 

 

One stop+

 

SF + 5.25%(i)

9.73%

08/2027

142

 

 

 

 

One stop+

 

SF + 5.25%(i)

11.98%

08/2027

60

 

 

 

 

One stop+

 

SF + 5.25%

N/A(7)

08/2027

 

 

 

 

One stop+(6)

 

SF + 5.25%

N/A(7)

08/2027

(61)

CG Group Holdings, LLC

 

14108 S Western Ave

 

Gardena, CA 90249

 

Automobiles

 

One stop*+(25)

 

SF + 8.75%(i)

11.08% cash/2.00% PIK

07/2027

46,033

 

 

 

 

One stop+(25)

 

SF + 8.75%(h)

11.11% cash/2.00% PIK

07/2026

708

 

 

 

 

LP units+

 

N/A

N/A

N/A

804

0.1

%

Chase Industries, Inc.

 

10021 Commerce Park Dr

 

Cincinnati, OH 45246

 

Machinery

 

Senior secured+(25)

 

SF + 7.00%(i)

9.98% cash/1.50% PIK

11/2026

13,145

 

 

 

 

Senior secured+(25)

 

SF + 7.00%(i)

9.98% cash/1.50% PIK

11/2026

1,242

 

 

 

 

Senior secured+(25)

 

SF + 7.00%(i)

9.98% cash/1.50% PIK

11/2026

201

Chase Intermediate

 

4221 W Boy Scout Blvd, Suite 390

 

Tampa, FL 33607

 

Containers & Packaging

 

One stop*+

 

SF + 4.75%(i)

9.34%

10/2028

49,205

 

 

 

 

One stop+

 

SF + 4.75%(i)

9.22%

10/2028

935

 

 

 

 

One stop+(6)

 

SF + 4.75%

N/A(7)

10/2028

 

 

 

 

LP units+

 

N/A

N/A

N/A

365

0.0

% (29)

CHHJ Midco, LLC

 

4411 W Tampa Bay Blvd

 

Tampa, FL 33614

 

Diversified Consumer Services

 

Senior secured*+

 

SF + 5.00%(i)

9.48%

01/2026

3,722

 

 

 

 

Senior secured+

 

SF + 5.00%

N/A(7)

01/2026

 

 

 

 

LLC units+(23)

 

N/A

N/A

N/A

452

0.2

%

24

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

CHVAC Services Investment, LLC

 

6 David Dr, PO Box 666

    

Essex Junction, VT 5452

 

Diversified Consumer Services

 

One stop*+

 

SF + 5.00%(i)

9.33%

05/2030

4,317

 

 

 

 

One stop+

 

SF + 5.00%(i)

9.33%

05/2030

718

 

 

 

 

One stop+(6)

 

SF + 5.00%

N/A(7)

05/2030

 

 

 

 

Common stock+

 

N/A

N/A

N/A

429

0.2

%

CI (Quercus) Intermediate Holdings, LLC

 

550 Bedford Rd

 

Bedford Hills, NY 10507

 

Commercial Services & Supplies

 

One stop*+

 

SF + 5.00%(i)

9.33%

06/2031

28,778

 

 

 

 

One stop+

 

SF + 5.00%(i)

9.33%

06/2031

669

 

 

 

 

One stop+

 

SF + 5.00%(h)

9.36%

06/2031

53

 

 

 

 

LP interest+

 

N/A

N/A

N/A

1,037

0.1

%

Citrin Cooperman Advisors LLC

 

123 N Wacker Dr, Suite 1400

 

Chicago, IL 60606

 

Professional Services

 

One stop+

 

SF + 5.00%(j)

9.28%

10/2027

8,037

 

 

 

 

One stop+

 

SF + 5.00%(j)

9.28%

10/2027

3,489

 

 

 

 

One stop+

 

SF + 5.25%(j)

9.66%

10/2027

1,456

 

 

 

 

One stop+

 

SF + 5.00%(j)

9.28%

10/2027

1,036

 

 

 

 

One stop+

 

SF + 5.25%(j)

9.63%

10/2027

253

CivicPlus, LLC

 

302 S 4th St, Suite 500

 

Manhattan, KS 66502

 

IT Services

 

One stop˄+

 

SF + 5.75%(i)

10.41%

08/2027

9,153

 

 

 

 

One stop+

 

SF + 5.75%(i)

10.41%

08/2027

5,430

 

 

 

 

One stop+

 

SF + 5.75%(i)

10.41%

08/2027

4,301

 

 

 

 

One stop+(25)

 

SF + 11.75%(i)

17.00% PIK

06/2034

564

 

 

 

 

One stop+

 

SF + 8.50%

N/A(7)

08/2027

Cloudbees, Inc.

 

289 S San Antonio Rd, Suite 200

 

Los Altos, CA 94022

 

Software

 

Preferred stock+

 

N/A

N/A

N/A

2,168

0.2

%

 

 

 

 

Warrant+

 

N/A

N/A

N/A

1,360

0.1

%

 

 

 

 

Preferred stock+

 

N/A

N/A

N/A

921

0.1

%

CMI Parent Inc.

 

115 W. Century Rd, Suite 380

 

Paramus, NJ 07652

 

Healthcare Equipment & Supplies

 

One stop*

 

SF + 5.00%(h)

9.36%

12/2026

22,525

 

 

 

 

One stop˄*

 

SF + 5.00%(h)

9.36%

12/2026

19,836

 

Senior secured˄*

SF + 5.00%(h)

9.36%

12/2026

9,508

 

One stop*

SF + 5.00%(h)

9.36%

12/2026

8,921

 

One stop+(6)

SF + 5.00%

N/A(7)

12/2026

 

Common stock+

N/A

N/A

N/A

640

0.1

%

 

Common stock+

N/A

N/A

N/A

992

0.2

%

Cobalt Buyer Sub, Inc.

 

123 Front St, Suite 115

Westbury, NY 10005

Pharmaceuticals

One stop+

SF + 5.50%(h)

9.86%

10/2028

14,798

 

One stop+

SF + 5.50%(h)

9.86%

10/2028

6,381

One stop+

SF + 5.50%(h)

9.86%

10/2028

4,962

One stop+

SF + 5.50%(h)

9.86%

10/2028

3,748

One stop+

SF + 5.50%(h)

9.86%

10/2027

146

One stop+(6)

SF + 5.50%

N/A(7)

10/2028

Preferred stock+(23)

N/A

13.75% Non-Cash

N/A

17,647

2.2

%

Preferred stock+

N/A

N/A

N/A

276

0.0

%(29)

Common stock+

N/A

N/A

N/A

0.0

%(29)

25

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Cobepa BlueSky Aggregator, SCSp

 

2300 Englert Dr

    

Durham, NC 27713

Biotechnology

LP interest+

N/A

N/A

N/A

575

0.1

%

 

Preferred stock+(23)

N/A

15.00% Non-Cash

N/A

53

0.0

%(29)

 

LP units+

N/A

N/A

N/A

42

0.0

%(29)

Collision SP Subco, LLC

 

6500 Glenway Ave

Cincinnati, OH 45221

Auto Components

One stop+

SF + 5.50%(i)

10.09%

01/2030

884

 

One stop+

SF + 5.50%(i)(j)

10.12%

01/2030

259

 

One stop+

SF + 5.50%(i)

10.09%

01/2030

14

Color Intermediate, LLC

 

475 Allendale Rd

 

King of Prussia, PA 19406

 

Healthcare Technology

 

Senior secured*

SF + 4.75%(i)

9.18%

10/2029

17,521

Community Care Partners, LLC

 

91302 Coburg Industrial Way, Suite 122

 

Coburg, OR 97408

 

Healthcare Providers & Services

 

One stop+

SF + 6.00%(h)

10.47%

06/2026

3,446

Connexin Software, Inc.

 

602 W Office Center Dr, Suite 350

 

Fort Washington, PA 19034

 

Healthcare Technology

 

One stop+

SF + 8.50%(i)

12.98%

03/2027

11,759

 

 

 

 

One stop+

SF + 8.50%

N/A(7)

03/2027

 

 

 

 

LLC interest+

N/A

N/A

N/A

335

0.2

%

 

 

 

 

LLC units+

N/A

N/A

N/A

27

0.0

%(29)

Consilio Midco Limited

 

1 Ash Tree House, Norman Court

 

Ashby de la Zouch LE65 2UZ, United Kingdom

 

Specialty Retail

 

One stop+(9)(10)(11)

E + 6.25%(c)

8.97%

05/2028

35,408

 

 

 

 

One stop*(9)(11)

SF + 5.75%(i)

10.23%

05/2028

15,645

 

 

 

 

One stop*(9)(11)

SF + 5.75%(i)

10.23%

05/2028

15,547

 

 

 

 

One stop*(9)(11)

SF + 5.75%(i)

10.23%

05/2028

2,926

 

 

 

 

One stop*(9)(11)

SF + 5.75%(i)

10.23%

05/2028

1,946

 

 

 

 

One stop*+(9)(11)

SF + 5.75%(i)

10.23%

05/2028

995

 

 

 

 

One stop+(9)(11)

SF + 5.50%(i)

9.83%

05/2028

881

 

 

 

 

One stop+(9)(10)(11)

E + 6.25%(c)

8.97%

05/2028

464

 

 

 

 

One stop+(9)(10)(11)

E + 6.25%(c)

8.97%

05/2028

206

 

 

 

 

One stop+(9)(11)

SF + 5.50%(i)

9.83%

05/2028

185

 

 

 

 

One stop+(9)(11)

SF + 5.75%(i)

10.23%

05/2028

136

 

 

 

 

One stop+(9)(10)(11)

E + 6.25%(c)

8.97%

05/2028

121

 

 

 

 

One stop+(9)(10)(11)

E + 6.25%(c)

8.97%

05/2028

118

 

 

 

 

One stop+(9)(10)(11)

E + 6.25%(c)

8.97%

05/2028

106

 

 

 

 

One stop+(9)(10)(11)

E + 6.25%(c)

8.97%

05/2028

83

 

 

 

 

One stop+(9)(10)(11)

E + 6.25%(c)

8.97%

05/2028

55

 

 

 

 

One stop+(9)(11)

SF + 5.75%

N/A(7)

05/2028

Consor Intermediate II, LLC

 

15310 Park Row

 

Houston, TX 77084

 

Construction & Engineering

 

One stop*

SF + 4.50%(i)

8.83%

05/2031

4,040

 

 

 

One stop+(6)

SF + 4.50%

N/A(7)

05/2031

 

 

 

One stop+(6)

SF + 4.50%

N/A(7)

05/2031

COP Hometown Acquisitions, Inc.

11331 E 58th St

 

Tulsa, OK 74146

 

Diversified Consumer Services

 

Senior secured+

SF + 5.25%(i)

9.99%

07/2027

2,394

 

 

 

Senior secured+

SF + 5.25%(i)

9.99%

07/2027

2,333

Senior secured+

SF + 5.25%(i)

9.99%

07/2027

1,529

Senior secured+

SF + 5.50%(i)

10.17%

07/2027

1,380

Senior secured+

SF + 5.25%(i)

9.99%

07/2027

1,152

26

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

 

    

Senior secured+

SF + 5.25%(i)

9.98%

07/2027

1,080

 

Senior secured+

SF + 5.50%(i)

10.14%

07/2027

1,045

 

 

 

 

Senior secured+

SF + 5.50%(i)

10.15%

07/2027

919

 

 

 

 

Senior secured+

SF + 5.25%(i)

9.99%

07/2027

694

 

Senior secured+(6)

SF + 5.25%

9.46%

07/2027

Corsair Blade IV S.A R.L.

 

11 Avenue de la Porte-Neuve

 

L-2227, Luxembourg

Diversified Financial Services

One stop+(9)(14)

SF + 5.50%(g)

9.81%

12/2030

3,587

 

 

One stop+(9)(10)(14)

SN + 5.50%(f)

10.20%

12/2030

818

Coupa Holdings, LLC

 

1855 S Grant St, Suite 100

 

San Mateo, CA 94402

Software

One stop+

SF + 5.50%(i)

10.09%

02/2030

31,879

 

 

One stop+(6)

SF + 5.50%

N/A(7)

02/2029

 

 

One stop+(6)

SF + 5.50%

N/A(7)

02/2030

Covercraft Parent III, Inc.

 

100 Enterprise Blvd

 

Pauls Valley, OK 73075

Auto Components

Senior secured+

SF + 4.50%(i)

9.22%

08/2027

6,537

 

 

Senior secured+

SF + 4.50%(i)

9.24%

08/2027

1,322

 

 

Senior secured+

SF + 4.50%(i)

9.08%

08/2027

178

Creek Parent, Inc.

 

14 Schoolhouse Rd

 

Somerset, NJ 08873

Pharmaceuticals

One stop+

SF + 5.25%(i)

9.63%

12/2031

55,834

 

 

One stop+(6)

SF + 5.25%

N/A(7)

12/2029

(143)

 

 

LP interest+

N/A

N/A

N/A

3,372

0.0

%(29)

Crewline Buyer, Inc.

 

188 Spear St, Suite 1000

 

San Francisco, CA 94105

Software

One stop+

SF + 6.75%(h)

11.11%

11/2030

10,857

 

 

One stop+(6)

SF + 6.75%

N/A(7)

11/2030

CRH Healthcare Purchaser, Inc.

 

2675 Paces Ferry Rd SE, Suite 200

 

Atlanta, GA 30339

Healthcare Providers & Services

Senior secured*

SF + 6.25%(i)

10.73%

06/2027

23,330

 

 

Senior secured*

SF + 6.25%(i)

10.73%

06/2027

6,302

 

 

Senior secured*+

SF + 6.25%(i)

10.73%

06/2027

5,652

 

 

Senior secured+

SF + 6.25%(i)

10.73%

06/2027

4,269

 

 

Senior secured+

SF + 6.25%(i)

10.63%

06/2027

264

 

 

LP interest+

N/A

N/A

N/A

645

0.3

%

Critical Start, Inc.

 

6100 Tennyson Pkwy, Suite 200

 

Plano, TX 75024

IT Services

One stop+(25)

SF + 6.75%(i)

7.75% cash/3.63% PIK

05/2028

5,250

 

 

One stop+(25)

SF + 6.75%(i)

7.75% cash/3.63% PIK

05/2028

2,410

 

 

One stop+(6)

SF + 6.25%

N/A(7)

05/2028

(2)

 

 

Common stock+

N/A

N/A

N/A

187

0.1

%

Crow River Buyer, Inc.

 

20855 Kensington Blvd

 

Lakeville, MN 55044

Healthcare Technology

One stop+

SF + 6.00%(h)

10.36%

01/2029

8,613

 

 

One stop+

SF + 7.75%(i)

12.34%

01/2029

5,972

 

One stop+(6)

SF + 7.75%

N/A(7)

01/2029

(2)

Crunch Holdings, LLC

222 E 34th St

 

New York, NY 10016

Leisure Products

One stop*

SF + 4.75%(h)

9.11%

09/2031

57,121

 

One stop+(6)

SF + 4.75%

N/A(7)

09/2031

CST Holding Company

11035 Aurora Ave

 

Des Moines, IA 50325

Electronic Equipment, Instruments & Components

One stop

SF + 5.00%(h)

9.46%

11/2028

33,976

One stop+(6)

SF + 5.00%

N/A(7)

11/2028

CVP Holdco, Inc.

1801 Market St, Suite 1300

Philadelphia, PA 19103

Specialty Retail

One stop+

SF + 4.75%(h)

9.11%

06/2031

13,529

 

One stop+(6)

SF + 7.25%

N/A(7)

06/2030

 

One stop+(6)

SF + 7.25%

N/A(7)

06/2031

27

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Cycle Gear, Inc.

 

4705 Industrial Way

 

Benicia, CA 94510

Specialty Retail

One stop+

SF + 6.75%(i)

11.41%

01/2026

46,063

 

 

LLC units+

N/A

N/A

N/A

257

0.2

%

 

 

Preferred stock+

N/A

N/A

N/A

150

0.1

%

Cynet Security Ltd.

 

2 Nim Blvd, 9th Floor

 

Rishon Lezion 7546354, Israel

Software

Preferred stock+(9)(16)

N/A

N/A

N/A

1,051

0.3

%

Datix Bidco Limited and RL Datix Holdings, Inc.

 

11 Worple Rd, Swan Ct

 

London SW19 4JS, United Kingdom

Healthcare Providers & Services

One stop+(9)(11)

SF + 5.50%(j)

9.93%

04/2031

764

 

 

One stop+(9)(10)(11)

SN + 5.50%(f)

10.20%

04/2031

442

 

 

One stop+(9)(11)

SF + 5.50%(h)

9.86%

10/2030

4

 

 

One stop+(9)(10)(11)

SN + 5.50%(f)

10.20%

10/2030

6

 

 

One stop+(6)(9)(11)

SF + 11.00%

N/A(7)

04/2031

(2)

Daxko Acquisition Corporation

 

600 University Park Pl, Suite 500

 

Birmingham, AL 35209

Software

One stop˄*

SF + 5.00%(h)

9.36%

10/2028

39,356

 

 

One stop*

SF + 5.00%(h)

9.36%

10/2028

3,319

 

 

One stop+

SF + 5.00%(h)

9.36%

10/2028

199

 

 

One stop+

SF + 5.00%(h)

9.37%

10/2028

134

 

 

One stop+(6)

SF + 5.00%

N/A(7)

10/2028

DCA Investment Holding, LLC

 

6240 Lake Osprey Dr

 

Sarasota, FL 34240

Healthcare Providers & Services

Preferred stock(8)(23)

N/A

8.00% Non-Cash

N/A

714

0.2

%

 

 

Common stock

N/A

N/A

N/A

0.0

%(29)

Delinea Inc.

 

221 Main St, Suite 1300

 

San Francisco, CA 94015

IT Services

One stop˄*

SF + 5.75%(i)

10.23%

03/2028

22,551

 

 

One stop˄*

SF + 5.75%(i)

10.23%

03/2028

13,092

 

 

One stop

SF + 5.75%(i)

10.23%

03/2028

11,472

 

 

One stop+(6)

SF + 5.75%

N/A(7)

03/2027

Denali Bidco Limited

 

53 rue de Châteaudun

 

Paris 75009, France

Software

One stop+(9)(10)(11)

SN + 5.75%(f)

10.45%

08/2030

7,375

 

 

One stop+(9)(10)(11)

E + 5.75%(c)

8.43%

08/2030

2,477

 

 

One stop+(9)(10)(11)

E + 5.75%(c)

8.43%

08/2030

1,768

 

 

One stop+(9)(10)(11)

E + 5.25%(c)

7.93%

08/2030

689

 

 

One stop+(6)(9)(10)(11)

SN + 5.25%

N/A(7)

08/2030

 

 

LP interest+(9)(11)

N/A

N/A

N/A

844

0.1

%

Denali Midco 2, LLC

 

960 W Behrend Dr

 

Phoenix, AZ 85027

Automobiles

One stop*

SF + 5.25%(h)

9.61%

12/2028

38,258

 

 

Second lien+(25)

N/A

13.00% PIK

12/2029

10,501

 

 

One stop+

SF + 5.25%(h)

9.61%

12/2028

8,917

 

One stop+

SF + 5.25%(h)

9.61%

12/2027

2,668

One stop+

SF + 5.25%(h)

9.61%

12/2028

1,621

One stop+

SF + 5.25%(h)

9.61%

12/2028

1,540

One stop+

SF + 5.25%(h)

9.61%

12/2028

1,344

One stop+

SF + 5.25%(h)

9.61%

12/2028

1,293

One stop+

SF + 5.25%(h)

9.61%

12/2028

1,108

One stop+

SF + 5.25%(h)

9.61%

12/2028

1,075

One stop+

SF + 5.25%(h)

9.61%

12/2028

1,075

One stop+

SF + 5.25%(h)

9.61%

12/2028

887

One stop+

SF + 5.25%(h)

9.59%

12/2028

572

One stop+

SF + 5.25%(h)

9.61%

12/2028

403

One stop+

SF + 5.25%(h)

9.61%

12/2028

348

One stop+

SF + 5.25%(h)

9.61%

12/2028

294

One stop+

SF + 5.25%(h)

9.61%

12/2028

292

 

One stop+

SF + 5.25%(h)

9.61%

12/2028

173

 

One stop+

SF + 5.25%(h)

9.61%

12/2028

87

 

One stop+(6)

SF + 5.25%

N/A(7)

12/2028

28

Table of Contents

    

    

    

    

    

    

    

    

    

Spread

    

    

    

    

    

Fair Value

    

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

Thousands) (4)

Held (5)

Diligent Corporation

 

1385 Broadway, 19th Floor

 

New York, NY 10018

 

Software

 

One stop+

 

SF + 5.00%(j)

 

10.09%

08/2030

 

8,985

 

 

 

 

 

One stop+

 

SF + 5.00%(j)

 

10.09%

08/2030

 

1,541

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

08/2030

 

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

08/2030

 

 

 

 

 

 

Preferred stock+(23)

 

N/A

 

10.50% Non-Cash

N/A

 

32,529

 

0.8

%

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

2,434

 

0.1

%

DISA Holdings Corp.

 

10900 Corporate Centre Dr, Suite 250

 

Houston, TX 77041

 

Professional Services

 

Senior secured+

 

SF + 5.00%(i)

 

9.50%

09/2028

 

5,228

 

 

 

 

 

Senior secured+

 

SF + 5.00%(i)

 

9.50%

09/2028

 

806

 

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.50%

09/2028

 

689

 

 

 

 

 

Senior secured+

 

SF + 5.00%(i)

 

9.50%

09/2028

 

610

 

 

 

 

 

Subordinated debt+(25)

 

SF + 8.50%(i)

 

10.99% cash/2.00% PIK

03/2029

 

104

 

 

 

 

 

Senior secured+

 

SF + 5.00%(i)

 

9.40%

09/2028

 

70

 

 

 

 

 

Senior secured+(6)

 

SF + 5.00%

 

N/A(7)

09/2028

 

 

Disco Parent, Inc.

 

100 Summer St, 8th Floor

 

Boston, MA 2210

 

Insurance

 

One stop+

 

SF + 7.50%(i)

 

12.01%

03/2029

 

9,240

 

 

 

 

 

One stop+(6)

 

SF + 7.50%

 

N/A(7)

03/2029

 

 

Dollfus Mieg Company, Inc.

 

21 Grosvenor Place

 

London SW1X 7HF, United Kingdom

 

Textiles, Apparel & Luxury Goods

 

One stop+(9)(11)

 

SF + 6.00%(j)

 

10.58%

03/2028

 

2,183

 

 

 

 

 

One stop+(9)(11)

 

SF + 6.00%(j)

 

10.58%

03/2028

 

1,088

 

 

 

 

 

One stop+(9)(11)

 

SF + 6.00%(j)

 

10.58%

03/2028

 

956

 

Doxa Insurance Holdings LLC

 

6920 Pointe Inverness Way, Suite 140

 

Fort Wayne, IN 46804

 

Insurance

 

One stop+

 

SF + 5.25%(i)

 

9.60%

12/2030

 

1,735

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.74%

12/2030

 

1,594

 

 

 

 

 

One stop+

 

SF + 5.25%

 

N/A(7)

12/2029

 

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

12/2030

 

 

DP Flores Holdings, LLC

 

1218 S Church St

 

Charlotte, NC 28203

 

Diversified Consumer Services

 

LLC units+

 

N/A

 

N/A

N/A

 

132

 

0.1

%

Dwyer Instruments, Inc.

 

102 Indiana Hwy, Suite 212

 

Michigan City, IN 46360

 

Industrial Conglomerates

 

One stop+(9)(10)

 

E + 5.00%(c)

 

8.00%

07/2029

 

46,632

 

 

 

 

 

One stop+

 

SF + 4.75%(i)

 

9.08%

07/2029

 

5,754

 

 

 

 

 

One stop+

 

SF + 4.75%(i)

 

9.27%

07/2029

 

1,481

 

 

 

 

 

One stop+

 

SF + 4.75%(i)

 

9.08%

07/2029

 

1,459

 

 

 

 

 

One stop+

 

SF + 4.75%(i)

 

9.27%

07/2029

 

547

 

 

 

 

 

One stop+

 

SF + 4.75%(i)

 

9.08%

07/2029

 

466

 

 

 

 

 

One stop+

 

P + 3.75%(a)

 

11.25%

07/2029

 

403

 

 

 

 

 

One stop+(6)(9)(10)

 

E + 5.00%

 

N/A(7)

07/2029

 

(47)

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

07/2029

 

(32)

 

29

Table of Contents

    

    

    

    

    

    

    

    

    

Spread

    

    

    

    

    

Fair Value

    

Percentage

Type of 

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

Thousands) (4)

Held (5)

Eagle Family Foods Group, LLC

 

1975 E 61st St

 

Cleveland, OH 44103

 

Food Products

 

One stop+

 

SF + 5.00%(i)

 

9.59%

08/2030

 

13,063

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

08/2030

 

 

Eclipse Buyer, Inc.

 

3700 N Capital of Texas Hwy, Suite 300

 

Austin, TX 78746

 

Professional Services

 

One stop+

 

SF + 4.75%(h)

 

9.26%

09/2031

 

14,283

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

09/2031

 

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

09/2031

 

 

 

 

 

 

Preferred stock+(23)

 

N/A

 

12.50% Non-Cash

N/A

 

1,692

 

0.5

%

Eliassen Group, LLC

 

55 Walkers Brook Dr, 6th Floor

 

Reading, MA 01867

 

Professional Services

 

One stop+

 

SF + 5.75%(i)

 

10.08%

04/2028

 

2,100

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.30%

04/2028

 

141

 

Elite Dental Partners LLC

 

141 W Jackson Blvd, Suite 210

 

Chicago, IL 60604

 

Healthcare Providers & Services

 

One stop+(8)(25)(27)

 

SF + 5.25%(i)

 

9.73% PIK

09/2025

 

5,302

 

 

 

 

 

One stop+(8)(25)(27)

 

SF + 12.00%(i)

 

16.48% PIK

09/2025

 

4,274

 

 

 

 

 

One stop+(25)(27)

 

SF + 5.25%(i)

 

9.73% PIK

09/2025

 

1,844

 

 

 

 

 

LLC interest(27)

 

N/A

 

N/A

N/A

 

 

0.0

%(29)

 

 

 

 

LLC interest(27)

 

N/A

 

N/A

N/A

 

 

0.0

%(29)

 

 

 

 

LLC units(27)

 

N/A

 

N/A

N/A

 

 

0.0

%(29)

Elite Sportswear, L.P.

 

2136 N 13th St

 

Reading, PA 19604

 

Textiles, Apparel & Luxury Goods

 

Senior secured+(25)

 

SF + 7.25%(i)

 

10.84% cash/1.00% PIK

09/2025

 

9,952

 

 

 

 

 

Senior secured+(25)

 

SF + 7.25%(i)

 

10.84% cash/1.00% PIK

09/2025

 

3,999

 

 

 

 

 

Senior secured+(25)

 

SF + 7.25%(i)

 

10.84% cash/1.00% PIK

09/2025

 

2,058

 

 

 

 

 

Senior secured+(25)

 

SF + 7.25%(i)

 

10.84% cash/1.00% PIK

09/2025

 

683

 

 

 

 

 

Senior secured+(25)

 

SF + 7.25%(i)

 

10.84% cash/1.00% PIK

09/2025

 

312

 

 

 

 

 

Senior secured+(25)

 

SF + 7.25%(i)

 

10.84% cash/1.00% PIK

09/2025

 

299

 

 

 

 

 

Senior secured+(25)

 

SF + 7.25%(i)

 

10.84% cash/1.00% PIK

09/2025

 

116

 

 

 

 

 

Senior secured+(25)

 

SF + 7.25%(i)

 

10.84% cash/1.00% PIK

09/2025

 

4

 

Emerge Intermediate, Inc.

 

430 Mountain Ave, #302

 

New Providence, NJ 07974

 

Healthcare Providers & Services

 

LLC units+

 

N/A

 

N/A

N/A

 

427

 

0.5

%

 

 

 

 

LLC units+

 

N/A

 

N/A

N/A

 

113

 

0.1

%

 

 

 

 

LLC units+

 

N/A

 

N/A

N/A

 

 

0.0

%(29)

Empyrean Solutions, LLC

 

304 Cambridge Rd

 

Woburn, MA 01801

 

Banks

 

One stop+

 

SF + 4.75%(i)

 

9.08%

11/2031

 

9,236

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

11/2031

 

(7)

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

11/2031

 

(19)

 

EMS LINQ, LLC

 

2528 Independence Blvd

 

Wilmington, NC 28412

 

Diversified Consumer Services

 

One stop˄+

 

SF + 6.25%(i)

 

10.86%

12/2027

 

13,835

 

 

 

 

 

One stop+

 

SF + 6.25%(i)

 

10.81%

12/2027

 

120

 

 

 

 

 

LP interest+

 

N/A

 

N/A

N/A

 

758

 

0.1

%

30

Table of Contents

    

    

    

    

    

    

    

    

    

Spread 

    

    

    

    

    

Fair Value

    

Percentage

Type of 

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

Thousands) (4)

Held (5)

Enboarder, Inc.

 

728 Northwestern Ave, Building B

 

Austin, TX 78702

 

Professional Services

 

Preferred stock+(9)(12)

 

N/A

 

N/A

N/A

 

566

 

0.7

%

Encore Holdings, LLC

 

70 Bacon St

 

Pawtucket, RI 02860

 

Commercial Services & Supplies

 

One stop+

 

SF + 4.75%(i)

 

9.08%

11/2028

 

5,914

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.68%

11/2028

 

4,564

 

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.33%

11/2028

 

1,498

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.68%

11/2028

 

907

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

11/2028

 

(43)

 

Encorevet Group LLC

 

5 Mountain Ledge Drive

 

Gansevoort, NY 12831

 

Healthcare Providers & Services

 

One stop+

 

SF + 6.75%(i)

 

11.41%

02/2027

 

15,203

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.41%

02/2027

 

7,934

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.41%

02/2027

 

4,103

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.41%

02/2027

 

2,086

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.41%

02/2027

 

1,842

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.41%

02/2027

 

1,146

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.41%

02/2027

 

952

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.41%

02/2027

 

937

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.41%

02/2027

 

897

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.41%

02/2027

 

812

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.41%

02/2027

 

412

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.41%

02/2027

 

349

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.41%

02/2027

 

170

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.41%

02/2027

 

163

 

 

 

 

 

One stop+

 

SF + 8.75%(i)

 

13.41%

02/2027

 

156

 

 

 

 

 

One stop+(25)

 

N/A

 

13.00% PIK

05/2027

 

94

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.32%

02/2027

 

92

 

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

101

 

0.2

%

Entomo Brands Acquisitions, Inc.

 

4055 Faber Place Drive, Ste 101

 

North Charleston, SC 29405

 

Diversified Consumer Services

 

Senior secured+

 

SF + 5.50%(i)

 

9.98%

07/2029

 

4,378

 

 

 

 

 

Senior secured+

 

SF + 5.50%(i)

 

9.98%

07/2029

 

1,263

 

 

 

 

 

Senior secured+

 

SF + 5.50%(i)

 

9.98%

07/2029

 

30

 

Envernus, Inc.

 

2901 Vía Fortuna, Suite 200

 

Austin, TX 78746

 

Oil, Gas & Consumable Fuels

 

One stop+

 

SF + 5.50%(h)

 

9.86%

12/2029

 

5,118

 

 

 

  

 

 

One stop+

 

SF + 5.50%(h)

 

9.86%

12/2029

 

2

 

 

  

 

  

 

  

 

One stop+

 

SF + 5.50%

 

N/A(7)

12/2029

 

 

31

Table of Contents

    

    

    

    

    

    

    

    

    

Spread 

    

    

    

    

    

Fair Value

    

Percentage

Type of 

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

Thousands) (4)

Held (5)

EOS Fitness Opco Holdings, LLC

 

1 E Washington St, Suite 250

 

Phoenix, AZ 85004

 

Hotels, Restaurants & Leisure

 

One stop*+

 

SF + 5.25%(i)

 

9.84%

01/2028

 

11,038

 

 

 

 

 

One stop+

 

SF + 5.25%(h)(i)

 

9.70%

01/2028

 

4,387

 

 

 

 

 

One stop+

 

SF + 5.25%(h)

 

9.61%

01/2028

 

2,823

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.84%

01/2028

 

1,797

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.84%

01/2028

 

1,770

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.84%

01/2028

 

1,482

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.84%

01/2028

 

1,232

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.84%

01/2028

 

1,090

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.84%

01/2028

 

1,067

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.84%

01/2028

 

601

 

 

 

 

 

One stop+

 

SF + 5.25%

 

N/A(7)

01/2028

 

 

ERC Topco Holdings, LLC

 

7351 E Lowry Blvd, Suite 200

 

Denver, CO 80230

 

Healthcare Providers & Services

 

One stop+(8)(25)

 

SF + 6.25%(i)

 

7.33% cash/3.25% PIK

11/2028

 

14,584

 

 

 

 

 

One stop+(8)(25)

 

SF + 6.25%(i)

 

4.60% cash/6.25% PIK

11/2028

 

503

 

 

 

 

 

One stop+(8)(25)

 

SF + 6.25%(i)

 

7.80% cash/3.25% PIK

11/2027

 

86

 

 

 

 

 

One stop+(8)(25)

 

SF + 6.25%(i)

 

4.33% cash/6.25% PIK

11/2028

 

4

 

ESN Venture Holdings, LLC

 

909 W Stacy Rd

 

Allen, TX 75013

 

Hotels, Restaurants & Leisure

 

One stop*+

 

SF + 5.75%(i)

 

10.08%

10/2028

 

5,395

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.08%

10/2028

 

921

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.08%

10/2028

 

815

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.18%

10/2028

 

440

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.08%

10/2028

 

374

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.14%

10/2028

 

306

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.08%

10/2028

 

209

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.14%

10/2028

 

182

 

ESO Solution, Inc.

 

11500 Alterra Pkwy, Suite 100

 

Austin, TX 78758

 

Healthcare Technology

 

One stop˄+

 

SF + 6.75%(i)

 

11.26%

05/2027

 

11,360

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.27%

05/2027

 

3,803

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.27%

03/2027

 

100

 

Essential Services Holdings Corporation

 

3416 Robards Ct

 

Louisville, KY 40218

 

Industrial Conglomerates

 

One stop+

 

SF + 5.00%(i)

 

9.65%

06/2031

 

11,399

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

06/2030

 

(14)

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

06/2031

 

(23)

 

Evergreen IX Borrower 2023, LLC

 

12950 Worldgate Dr, Suite 600

 

Herndon, VA 20170-6024

 

Software

 

One stop+

 

SF + 4.75%(i)

 

9.08%

09/2030

 

4,907

 

 

  

 

  

 

  

 

One stop+

 

SF + 4.75%(i)

 

9.08%

09/2030

 

4,472

 

 

  

 

  

 

  

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

10/2029

 

 

32

Table of Contents

    

    

    

Spread

    

    

    

Fair Value

    

Percentage

    

     

Type of

Above

Interest

(Dollars in

of Class 

Name of Portfolio Company

    

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

Thousands) (4)

Held (5)

EWC Growth Partners LLC

 

5830 Granite Pkwy, Suite 300

Plano, TX 75024

 

Diversified Consumer Services

 

One stop+

 

SF + 6.00%(i)

 

10.48%

03/2026

 

1,061

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.48%

03/2026

 

904

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.48%

03/2026

 

100

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.48%

03/2026

 

36

 

 

 

 

 

LLC interest+

 

N/A

 

N/A

N/A

 

 

0.0

%(29)

Excelitas Technologies Corp.

 

2545 Railroad St, Suite 300

 

Pittsburgh, PA 15222

 

Industrial Conglomerates

 

One stop+

 

SF + 5.25%(h)

 

9.61%

08/2029

 

10,022

 

 

 

 

 

One stop+(9)(10)

 

E + 5.25%(b)

 

8.11%

08/2029

 

1,780

 

 

 

 

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

08/2028

 

 

 

 

 

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

08/2029

 

 

 

 

 

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

08/2029

 

 

Filevine, Inc.

 

244 W 300 S

 

Salt Lake City, UT 84601

 

Professional Services

 

One stop˄+(25)

 

SF + 6.50%(i)

 

8.76% cash/2.50% PIK

04/2027

 

8,397

 

 

 

 

 

One stop+

 

SF + 6.50%

 

N/A(7)

04/2027

 

 

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

4,377

 

0.3

%

 

 

 

 

Warrant+

 

N/A

 

N/A

N/A

 

542

 

0.0

%(29)

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

256

 

0.0

%(29)

Financial Information Technologies, LLC

 

3109 W Dr Martin Luther King Jr Bvld, Suite 200

 

Tampa, FL 33607

 

Beverages

 

One stop*

 

SF + 5.25%(i)

 

9.58%

06/2030

 

34,539

 

 

 

 

 

One stop+(25)

 

N/A

 

14.00% PIK

06/2031

 

21,224

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.58%

06/2030

 

2,215

 

 

 

 

 

One stop+

 

SF + 5.25%

 

N/A(7)

06/2030

 

 

 

 

 

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

06/2030

 

 

Finastra USA, Inc.

 

4 Kingdom St

 

London W2 6BD, United Kingdom

 

Diversified Financial Services

 

One stop+

 

SF + 7.25%(i)

 

11.65%

09/2029

 

5,386

 

 

 

 

 

One stop+

 

SF + 7.25%(i)

 

11.65%

09/2029

 

62

 

FirstUp, Inc.

 

123 Mission St, 25th Floor

 

San Francisco, CA 94105

 

Software

 

One stop˄+

 

SF + 6.75%(i)

 

11.08%

07/2027

 

12,863

 

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.08%

07/2027

 

1,226

 

 

 

 

 

One stop+(6)

 

SF + 6.75%

 

N/A(7)

07/2027

 

(4)

 

 

 

 

 

Common stock+

 

N/A

 

N/A

N/A

 

334

 

0.1

%

Flash Topco, Inc.

 

480 Pleasant St, Suite B200

 

Watertown, MA 02472

 

Diversified Financial Services

 

One stop+

 

SF + 6.00%(i)

 

10.69%

10/2028

 

16,922

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.40%

10/2028

 

3,369

 

 

 

 

 

One stop+

 

SF + 6.50%(i)

 

10.83%

10/2028

 

92

 

Fleet Farm Group, LLC

 

1300 S Lynndale Dr

 

Appleton, WI 54914

 

Multiline Retail

 

Senior secured+(27)

 

SF + 5.50%

 

N/A(7)

12/2026

 

 

 

  

 

  

 

  

 

LLC units(27)

 

N/A

 

N/A

N/A

 

24,070

 

0.0

%(29)

33

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Fortis Solutions Group, LLC

 

2505 Hawkeye Ct

    

Virginia Beach, VA 23452

Containers & Packaging

One stop˄*+

SF + 5.50%(i)

9.93%

10/2028

51,400

 

 

One stop+

SF + 5.50%(i)

9.93%

10/2028

595

 

 

One stop+

SF + 5.50%(a)(i)

10.32%

10/2027

212

 

 

One stop+

SF + 5.50%(i)

9.93%

10/2028

141

FPG Intermediate Holdco, LLC

 

4901 Vineland Rd, Suite 300

 

Orlando, FL 32811

Diversified Consumer Services

One stop+(25)

SF + 6.75%(i)(j)

5.69% cash/5.75% PIK

03/2027

17,945

 

 

One stop+(25)

SF + 6.75%(i)

5.70% cash/5.75% PIK

03/2027

553

 

 

One stop+(25)

SF + 6.75%(h)(i)(j)

5.46% cash/5.75% PIK

03/2027

40

FR Vision Holdings, Inc.

 

575 Broadway, Suite 301

 

Albany, NY 12207

Commercial Services & Supplies

One stop+

SF + 5.50%(h)(i)

10.12%

01/2031

1,067

 

 

One stop+

SF + 5.50%(i)

10.08%

01/2031

145

 

 

One stop+

SF + 5.50%

N/A(7)

01/2030

 

 

LP units+

N/A

N/A

N/A

568

0.1

%

Franchise Brands plc

 

Ashwood Court, Springwood Close

 

Macclesfield SK10 2XF1, United Kingdom

Commercial Services & Supplies

Common stock+(9)(10)(11)

N/A

N/A

N/A

102

0.0

%(29)

Freddy’s Frozen Custard LLC

 

260 N Rock Rd, Suite 200

 

Wichita, KS 67206

Hotels, Restaurants & Leisure

One stop+

SF + 5.00%(i)(j)

9.29%

03/2027

1,394

 

 

One stop+

SF + 5.00%

N/A(7)

03/2027

 

 

LP interest+

N/A

N/A

N/A

787

0.2

%

FSS Buyer LLC

 

1340 Ridgeview Dr

 

McHenry, IL 60050

Diversified Consumer Services

One stop+

SF + 5.00%(h)

9.36%

08/2028

7,647

 

 

One stop+

SF + 5.00%

N/A(7)

08/2027

FYI Optical Acquisitions, Inc. & FYI USA, Inc.

 

300 - 2424 4th St SW

 

Calgary, AB T2S 2T4, Canada

Healthcare Providers & Services

One stop+(9)(10)(13)

CA + 5.75%(k)

9.39%

03/2027

10,600

 

 

One stop+(9)(10)(13)

CA + 5.75%(k)

9.39%

03/2027

3,831

 

 

One stop+(9)(10)(13)

CA + 5.75%(k)

9.39%

03/2027

2,609

 

 

One stop+(9)(10)(13)

CA + 5.75%(k)

9.39%

03/2027

2,484

 

 

One stop˄+(9)(13)

SF + 5.75%(i)

10.49%

03/2027

1,105

 

 

One stop+(9)(13)

SF + 5.75%(i)

10.49%

03/2027

554

 

 

One stop+(9)(10)(13)

CA + 5.75%(k)

9.39%

03/2027

453

G & H Wire Company, Inc.

 

2165 Earlywood Dr

 

Franklin, IN 46131

Healthcare Equipment & Supplies

One stop+(25)(27)

SF + 6.00%(i)

5.66% cash/5.00% PIK

11/2029

2,741

 

 

One stop+(27)

SF + 6.00%

N/A(7)

11/2029

 

LLC units+(27)

N/A

N/A

N/A

3,943

15.9

%

Gainsight, Inc.

 

350 Bay St, Suite 100

San Francisco, CA 94133

Software

One stop˄+

SF + 6.00%(i)

10.66%

07/2027

17,981

 

One stop+

SF + 6.00%(i)

10.66%

07/2027

128

Georgica Pine Clothiers, LLC

 

236-250 Greenpoint Ave, Building 2, 2nd Floor

Brooklyn, NY 11222

Textiles, Apparel & Luxury Goods

One stop+

SF + 5.50%(i)

9.98%

11/2026

9,207

 

One stop+

SF + 5.50%(i)

9.98%

11/2026

6,374

 

 

One stop+

SF + 5.50%(i)

9.98%

11/2026

987

 

 

One stop+

SF + 5.50%(i)

9.98%

11/2026

886

 

One stop+

SF + 5.50%(i)

9.98%

11/2026

622

 

One stop+

SF + 5.50%(i)

9.98%

11/2026

2

 

LLC interest+

N/A

N/A

N/A

394

0.2

%

Common stock+

N/A

N/A

N/A

2

0.0

%(29)

34

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

GFP Atlantic Holdco 2, LLC

 

9 Grand Ave, Suite 2D

    

Toms River, NJ 08753

Hotels, Restaurants & Leisure

One stop+

SF + 6.00%(i)

10.52%

11/2027

1,076

 

One stop+(6)

SF + 6.00%

N/A(7)

11/2027

GHX Ultimate Parent Corporation

 

1315 W Century Dr, Suite 100

Louisville, CO 80027

Healthcare Technology

One stop+

SF + 4.75%(i)

9.08%

12/2031

59,075

 

One stop+(6)

SF + 4.75%

N/A(7)

12/2031

(53)

Gimlet Bidco GMBH

 

Chilehaus B, Fischertwiete 1

Hamburg 20095, Germany

Insurance

One stop+(9)(10)(20)

E + 5.75%(c)

8.80%

04/2031

1,013

 

One stop+(9)(10)(20)

E + 5.75%(b)(c)

8.72%

04/2031

164

Go Car Wash Parent, Corp.

 

7400 E Orchard Rd, Suite 260S

Greenwood Village, CO 80111

Automobiles

Preferred stock+(23)

N/A

17.00% Non-Cash

N/A

3,269

1.2

%

 

Common stock+

N/A

N/A

N/A

0.0

%(29)

Goldcup 31018 AB

 

Blekingegatan 1

Karlskrona 371 57, Sweden

IT Services

One stop+(9)(10)(18)(25)

E + 6.50%(d)

10.18% PIK

07/2029

13,279

 

One stop+(9)(10)(18)(25)

E + 6.50%(d)

10.18% PIK

07/2029

1,239

 

One stop+(9)(10)(18)

E + 6.25%(c)(d)

9.00%

01/2029

208

Graphpad Software, LLC

 

225 Franklin St, Floor 26

Boston, MA 2110

Life Sciences Tools & Services

One stop+

SF + 4.75%(i)

9.08%

06/2031

8,847

 

One stop+

SF + 4.75%(i)

9.08%

06/2031

221

 

One stop+(6)

SF + 4.75%

N/A(7)

06/2031

GS Acquisitionco, Inc.

 

8529 Six Forks Rd

Raleigh, NC 27615

Software

One stop˄*+

SF + 5.25%(i)

9.58%

05/2028

122,421

 

One stop+

SF + 5.25%(i)

9.58%

05/2028

73

 

One stop+(6)

SF + 5.25%

N/A(7)

05/2028

 

Preferred stock+(23)

N/A

11.00% Non-Cash

N/A

48,310

1.3

%

 

Preferred stock+(23)

N/A

11.00% Non-Cash

N/A

6,003

0.2

%

 

LP interest+

N/A

N/A

N/A

1,255

0.0

%(29)

 

Preferred stock+(23)

SF + 10.50%(i)

14.83% Non-Cash

N/A

126

0.0

%(29)

GTIV, LLC

 

601 Oakmont Ln, Suite 220

Westmont, IL 60559

Software

One stop+

SF + 4.75%(i)

9.08%

02/2029

71,815

 

One stop+(6)

SF + 4.75%

N/A(7)

02/2029

(3)

GTY Technology Holdings, Inc.

 

363 W Erie St, 7th Floor

Chicago, IL 60654

Software

One stop+(25)

SF + 6.88%(i)

6.90% cash/4.30% PIK

07/2029

5,156

 

One stop+(25)

SF + 6.88%(i)

6.90% cash/4.30% PIK

07/2029

3,370

 

One stop+(25)

SF + 6.88%(i)

6.90% cash/4.30% PIK

07/2029

617

 

One stop+(25)

SF + 7.13%(i)

7.23% cash/4.45% PIK

07/2029

430

 

One stop+(6)

SF + 6.25%

N/A(7)

07/2029

 

One stop+(6)

SF + 7.13%

N/A(7)

07/2029

3

 

LP units+

N/A

N/A

N/A

161

0.0

%(29)

Gurobi Optimization, LLC

 

9450 SW Gemini Dr, Suite 90729

Beaverton, OR 97008

Software

One stop+

SF + 4.75%(h)(i)

9.05%

09/2031

51,664

 

One stop+(6)

SF + 4.75%

N/A(7)

09/2031

 

Common stock+

N/A

N/A

N/A

812

0.1

%

35

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Harri US LLC

 

665 Broadway, Suite 402

    

New York, NY 10012

Hotels, Restaurants & Leisure

One stop˄+(25)

SF + 10.00%(i)

10.66% cash/4.00% PIK

08/2026

1,236

 

One stop+(25)

SF + 10.00%(i)

10.66% cash/4.00% PIK

08/2026

838

 

One stop+(25)

SF + 10.00%(i)

10.66% cash/4.00% PIK

08/2026

814

 

One stop+(6)

SF + 10.00%

N/A(7)

08/2026

 

One stop+(6)

SF + 10.00%

N/A(7)

08/2026

(27)

 

Preferred stock+

N/A

N/A

N/A

1,426

0.4

%

 

LLC units+

N/A

N/A

N/A

775

0.2

%

 

Preferred stock+

N/A

N/A

N/A

642

0.2

%

 

Warrant+

N/A

N/A

N/A

214

0.0

%(29)

 

Warrant+

N/A

N/A

N/A

139

0.0

%(29)

Health Buyer, LLC

 

1901 W Braker Ln, Suite 400

Austin, TX 78758

Hotels, Restaurants & Leisure

Senior secured+

SF + 5.25%(i)

9.58%

04/2029

3,893

 

Senior secured+

SF + 5.50%(i)

9.83%

04/2029

1,776

 

Senior secured+

SF + 5.50%(i)

9.83%

04/2029

893

 

Senior secured+

SF + 5.50%(i)

9.83%

04/2029

130

 

Senior secured+

SF + 5.25%

N/A(7)

04/2028

HealthEdge Software, Inc.

 

30 Corporate Dr

Burlington, MA 01803

Healthcare Technology

One stop+

SF + 4.75%(h)

9.13%

07/2031

19,364

 

One stop+

SF + 4.75%(h)

9.15%

07/2031

8,543

 

One stop+(6)

SF + 4.75%

N/A(7)

07/2031

Heartland Veterinary Partners LLC

 

10 S LaSalle St, Suite 2120

Chicago, IL 60603

Healthcare Providers & Services

Senior secured+

SF + 4.75%(j)

9.47%

12/2026

2,526

 

Senior secured+

SF + 4.75%(j)

9.47%

12/2026

1,199

 

Senior secured+

SF + 4.75%

N/A(7)

12/2026

Higginbotham Insurance Agency, Inc.

 

500 W 13th St

Fort Worth, TX 76102

Diversified Financial Services

One stop+

SF + 4.50%(h)

8.86%

11/2028

8,073

 

One stop+

SF + 4.75%(h)

9.11%

11/2028

366

High Bar Brands Operating, LLC

 

2701 18th St SW

Owatonna, MN 55060

Automobiles

Senior secured+

SF + 5.00%(i)

9.33%

12/2029

1,433

 

Senior secured+

SF + 5.00%(i)

9.33%

12/2029

298

 

Senior secured+

SF + 5.00%(i)

9.33%

12/2029

254

 

Senior secured+(6)

SF + 5.25%

N/A(7)

12/2029

Hopdoddy Holdings, LLC

 

512 E Riverside Dr, Suite 150

Austin, TX 78704

Food & Staples Retailing

LLC units+

N/A

N/A

N/A

271

0.7

%

 

LLC units+

N/A

N/A

N/A

60

0.7

%

Hornet Security Holding GMBH

 

Am Listholze 78

Hannover 30177, United Kingdom

Software

One stop+(9)(10)(20)(25)

E + 7.00%(d)

5.91% cash/4.50% PIK

02/2031

695

 

One stop+(9)(10)(20)(25)

E + 7.00%(c)(d)

5.91% cash/4.50% PIK

02/2031

464

 

One stop+(6)(9)(10)(20)

E + 6.50%

N/A(7)

08/2030

 

One stop+(6)(9)(10)(20)

E + 6.50%

N/A(7)

02/2031

HS Spa Holdings, Inc.

1210 Northbrook Dr, Suite 150

Trevose, PA 19053

Diversified Consumer Services

One stop+

SF + 5.25%(i)

9.76%

06/2029

11,521

One stop+

SF + 5.25%(i)

9.88%

06/2029

338

One stop+

SF + 5.25%(a)(h)

10.06%

06/2028

42

Common stock+

N/A

N/A

N/A

731

0.1

%

36

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

HSI Halo Acquisition, Inc.

 

6136 Frisco Sq Blvd, Suite 285

   

Frisco, TX 75034

Healthcare Technology

Preferred stock+(23)

N/A

10.00% Non-Cash

N/A

239

0.1

%

 

LP interest+

N/A

N/A

N/A

27

0.0

%(29)

HuFriedy Group Acquisition, LLC

 

3232 N Rockwell St

Chicago, IL 60618

Healthcare Equipment & Supplies

One stop+

SF + 5.50%(i)

10.01%

06/2031

7,911

 

One stop+

SF + 5.50%(i)

9.83%

06/2031

1,296

 

One stop+(6)

SF + 5.50%

N/A(7)

05/2030

Hyland Software, Inc.

 

28500 Clemens Rd

Westlake, OH 44145

Software

One stop*

SF + 6.00%(h)

10.36%

09/2030

47,124

 

One stop+(6)

SF + 6.00%

N/A(7)

09/2029

Icefall Parent, Inc.

 

30 Braintree Hill Office Park, Suite 101

Braintree, MA 02184

Software

One stop+

SF + 6.50%(h)

10.86%

01/2030

1,407

 

One stop+(6)

SF + 6.50%

N/A(7)

01/2030

ICIMS, Inc.

 

101 Crawfords Corner Rd, Suite 3-100

Holmdel, NJ 07733

Software

One stop+(25)

SF + 5.75%(i)

10.38%

08/2028

11,917

 

One stop+

SF + 5.75%(i)

10.34%

08/2028

50

IG Investments Holdings, LLC

 

1224 Hammond Dr, Suite 1500

Atlanta, GA 30346

Professional Services

One stop+

SF + 5.00%(i)

9.57%

09/2028

12,974

 

One stop+

SF + 5.00%

N/A(7)

09/2028

Illumifin Corporation

 

935 S Main St

Greenville, SC 29601

Insurance

One stop+(25)

SF + 7.00%(i)

8.15% cash/3.73% PIK

09/2027

4,266

Impartner, Inc.

 

10619 S Jordan Gtwy, Suite 130

South Jordan, UT 84095

Software

Preferred stock+

N/A

N/A

N/A

200

0.3

%

Imperial Optical Midco Inc.

 

112 E Washington St

Bloomington, IL 61701

Specialty Retail

One stop+(27)

SF + 1.00%(i)

5.33%

06/2029

41,458

 

One stop+(6)(27)

SF + 1.00%

N/A(7)

06/2029

(226)

 

One stop+(6)(27)

SF + 1.00%

N/A(7)

06/2029

(1,202)

 

LLC units+(27)

N/A

N/A

N/A

52,956

18.8

%

IMPLUS Footcare, LLC

 

2001 TW Alexander Dr, Box 13925

Durham, NC 27709

Personal Products

One stop+(25)

SF + 8.75%(i)

12.23% cash/1.00% PIK

07/2025

24,739

 

One stop+(25)

SF + 9.25%(i)

12.23% cash/1.50% PIK

07/2025

4,225

 

One stop*+(25)

SF + 9.25%(i)

12.23% cash/1.50% PIK

07/2025

609

Inhabit IQ Inc.

 

11121 Kingston Pike, Suite E

Knoxville, TN 37934

Real Estate Management & Development

One stop

SF + 5.50%(h)

9.96%

07/2025

37,486

 

One stop*+

SF + 5.50%(h)

9.96%

07/2025

21,635

 

One stop˄*

SF + 5.50%(h)

9.96%

07/2025

21,311

 

One stop*

SF + 5.50%(h)

9.96%

07/2025

15,566

 

One stop*

SF + 5.50%(h)

9.96%

07/2025

7,439

 

One stop+

SF + 5.50%(h)

9.96%

07/2025

3,977

 

One stop*+

SF + 5.50%(h)

9.96%

07/2025

1,741

 

One stop*+

SF + 5.50%(h)

9.96%

07/2025

1,473

 

One stop*+

SF + 5.50%(h)

9.96%

07/2025

1,458

 

One stop+

SF + 5.50%(h)

9.96%

07/2025

1,161

 

One stop

SF + 5.50%(h)

9.96%

07/2025

678

One stop+

SF + 5.50%(h)

9.96%

07/2025

613

One stop+

SF + 5.50%

N/A(7)

07/2025

Common stock+

N/A

N/A

N/A

1,332

0.1

%

37

Table of Contents

    

    

    

Spread 

    

    

    

Fair Value

    

Percentage

    

    

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

 Thousands) (4)

 Held (5)

Inhance Technologies Holdings, LLC

22008 N Berwick Dr

Houston, TX 77095

Chemicals

One stop+(25)

SF + 6.50%(i)

7.24% cash/4.00% PIK

06/2025

12,534

One stop+(25)

SF + 6.50%(i)

7.24% cash/4.00% PIK

06/2025

11,382

One stop+(25)

SF + 6.50%(i)

7.24% cash/4.00% PIK

06/2025

2,213

One stop+(25)

SF + 6.50%(i)

7.24% cash/4.00% PIK

06/2025

257

Preferred stock+

N/A

N/A

N/A

4,927

6.1

%

LLC units+

N/A

N/A

N/A

0.0

% (29)

Integrated Specialty Coverages, LLC

1811 Aston Ave, Suite 200

Carlsbad, CA 92008

Insurance

One stop+

SF + 4.75%(h)(i)(j)

9.11%

07/2030

5,983

One stop+(6)

SF + 4.75%

N/A(7)

07/2029

One stop+(6)

SF + 4.75%

N/A(7)

07/2030

(2)

One stop+(6)

SF + 4.75%

N/A(7)

07/2030

(12)

Integrity Marketing Acquisition, LLC

9111 Cypress Waters Blvd, Suite 450

Dallas, TX 75019

Insurance

One stop*+

SF + 5.00%(i)

9.51%

08/2028

45,195

One stop+(6)

SF + 5.00%

N/A(7)

08/2028

One stop+(6)

SF + 5.00%

N/A(7)

08/2028

Internet Truckstop Group, LLC

222 N Plymouth Ave

New Plymouth, ID 83655

Road & Rail

One stop*

SF + 6.00%(i)

10.48%

04/2027

28,345

One stop*

SF + 6.00%(i)

10.48%

04/2027

12,427

One stop+(6)

SF + 6.00%

N/A(7)

04/2027

(3)

LP interest+

N/A

N/A

N/A

357

0.1

%

Inventus Power, Inc.

1200 Internationale Pkwy

Woodridge, IL 60517

Electronic Equipment, Instruments & Components

Preferred stock+

N/A

N/A

N/A

2

0.0

% (29)

LLC units+

N/A

N/A

N/A

276

0.2

%

LP interest+

N/A

N/A

N/A

61

0.0

% (29)

Common stock+

N/A

N/A

N/A

0.0

% (29)

IQN Holding Corp.

12724 Gran Bay Pkwy West, Suite 200

Jacksonville, FL 32258

Software

One stop*+

SF + 5.25%(i)

9.76%

05/2029

22,829

One stop+

SF + 5.25%(i)

9.77%

05/2028

88

Island Bidco AB

Södra Tullgatan 4

Malmö 211 40, Sweden

Software

One stop+(9)(10)(18)(25)

E + 7.25%(c)(d)

2.58% cash/7.25% PIK

07/2028

10,193

One stop+(9)(18)(25)

SF + 7.00%(i)(j)

7.78% cash/3.50% PIK

07/2028

4,832

One stop+(9)(18)(25)

SF + 7.00%(j)

7.78% cash/3.50% PIK

07/2028

3,566

One stop+(9)(10)(18)

E + 6.50%

N/A(7)

07/2028

One stop+(9)(18)

SF + 6.50%

N/A(7)

07/2028

J.S. Held Holdings, LLC

50 Jericho Quadrangle, Suite 117

Jericho, NY 11753

Insurance

One stop˄*+

SF + 5.50%(i)

9.98%

06/2028

38,123

One stop+

SF + 5.50%(i)

9.94%

06/2028

6,978

One stop+(6)

SF + 5.50%

N/A(7)

06/2028

JHC Investment Intermediate Holdings, LLC

2430 Whitehall Park Dr, Suite 100

Charlotte, NC 28273

Healthcare Equipment & Supplies

One stop+(25)

SF + 8.75%(h)

7.21% cash/6.00% PIK

03/2029

1,193

One stop+(8)(25)

SF + 8.75%(i)

13.18% PIK

03/2029

814

LLC units+

N/A

N/A

N/A

562

4.5

%

JHCC Holdings LLC

1318 Pike Rd

Pike Road, AL 36064

Automobiles

One stop*+

SF + 5.25%(i)

9.58%

09/2027

17,844

One stop+

SF + 5.25%(i)

9.58%

09/2027

6,336

One stop+

SF + 5.25%(i)

9.58%

09/2027

5,166

One stop+

SF + 5.25%(i)

9.58%

09/2027

4,938

One stop+

SF + 5.25%(i)

9.58%

09/2027

2,785

One stop+

SF + 5.25%(i)

9.58%

09/2027

1,655

One stop+

SF + 5.25%(i)

9.58%

09/2027

732

One stop+

SF + 5.25%(i)

9.58%

09/2027

693

One stop+

P + 4.25%(a)

11.75%

09/2027

100

One stop+(6)

SF + 5.25%

N/A(7)

09/2027

Juvare, LLC

235 Peachtree St, Suite 2300

Atlanta, GA 30303

Software

One stop+

SF + 6.25%(i)

10.91%

10/2026

10,327

One stop+

SF + 6.25%(i)

10.91%

10/2026

2,383

One stop+

SF + 6.25%(i)

10.91%

10/2026

754

One stop+

SF + 6.25%(i)

10.91%

04/2026

98

Kaseya Inc.

701 Brickell Ave, Suite 400

Miami, FL 33131

Software

One stop˄+

SF + 5.50%(i)

10.09%

06/2029

23,448

One stop+

SF + 5.50%(i)

10.09%

06/2029

271

One stop+

SF + 5.50%(i)

9.83%

06/2029

136

One stop+

SF + 5.50%(i)

10.09%

06/2029

86

38

Table of Contents

    

    

    

    

    

Spread

    

    

`

    

Fair Value

    

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

Address

Industry

 Investment (1)

Index (2)

Rate(3)

Maturity

 Thousands) (4)

 Held (5)

Preferred stock+(23)

SF + 10.75%(i)

15.08% Non-Cash

N/A

5,972

0.1

%

LP interest+

N/A

N/A

N/A

287

0.0

% (29)

Kentik Technologies, Inc.

 

625 2nd St, Suite 100

 

San Francisco, CA 94107

 

IT Services

 

Second lien+(25)

SF + 12.25%(i)

 

16.61% PIK

11/2029

 

48

 

 

 

 

 

Second lien+(6)

SF + 12.25%

 

N/A(7)

11/2029

 

(2)

 

 

 

 

 

Preferred stock+(26)

N/A

 

N/A

N/A

 

2,924

 

1.0

%

 

 

 

 

Warrant+(26)

N/A

 

N/A

N/A

 

3

 

0.0

% (29)

Keystone Agency Partners LLC

 

2600 Commerce Dr

 

Harrisburg, PA 17100

 

Insurance

 

Senior secured+(26)

SF + 5.00%(i)

 

9.33%

05/2027

 

3,549

 

 

 

 

 

Senior secured+

SF + 5.00%(i)

 

9.33%

05/2027

 

2,867

 

 

 

 

 

Senior secured+

SF + 5.00%(i)

 

9.33%

05/2027

 

2,597

 

 

 

 

 

Senior secured+

SF + 5.00%(i)

 

9.33%

05/2027

 

2,034

 

 

 

 

 

Senior secured+

SF + 5.00%(i)

 

9.33%

05/2027

 

616

 

Kleinfelder Intermediate, LLC

 

550 W Central St, Suite 1200

 

San Diego, CA 92101

 

Commercial Services & Supplies

 

One stop+

SF + 5.00%(h)

 

9.36%

09/2030

 

4,077

 

 

 

 

 

One stop+

P + 4.00%(a)

 

11.50%

09/2028

 

120

 

 

 

 

 

One stop+(6)

SF + 5.00%

 

N/A(7)

09/2030

 

 

Klick Inc.

 

175 Bloor St E, Suite 300

 

Toronto, ON M4W 3R8, Canada

 

Healthcare Providers & Services

 

Senior secured*(9)(13)

SF + 4.50%(h)

 

8.86%

03/2028

 

13,593

 

 

 

 

 

Senior secured+(9)(13)

SF + 4.50%(h)

 

8.86%

03/2028

 

3,179

 

 

 

 

 

Senior secured+(6)(9)(13)

SF + 4.50%

 

N/A(7)

03/2028

 

 

Kodiak Cakes, LLC

 

3247 Santa Fe Rd

 

Park City, UT 84098

 

Food Products

 

Senior secured˄*+

SF + 5.25%(i)

 

9.84%

06/2028

 

46,262

 

 

 

 

 

Senior secured+(6)

SF + 5.25%

 

N/A(7)

06/2028

 

 

 

 

 

 

Common stock+

N/A

 

N/A

N/A

 

875

 

0.2

%

Kona Buyer, LLC

 

201 W Sant John St

 

Spartanburg, SC 29306

 

Healthcare Technology

 

One stop+

SF + 4.50%(i)

 

9.13%

07/2031

 

15,832

 

 

 

 

 

One stop+

SF + 4.50%(i)

 

9.13%

07/2031

 

929

 

 

 

 

 

One stop+(6)

SF + 7.00%

 

N/A(7)

07/2031

 

 

 

 

 

 

One stop+(6)

SF + 7.00%

 

N/A(7)

07/2031

 

 

Krayden Holdings, Inc.

 

1491 W 124th Ave

 

Denver, CO 80234

 

Chemicals

 

Senior secured+

SF + 4.75%(h)

 

9.11%

03/2029

 

9,815

 

 

 

 

 

Senior secured+(6)

SF + 4.75%

 

N/A(7)

03/2029

 

 

 

 

 

 

Senior secured+(6)

SF + 4.75%

 

N/A(7)

03/2029

 

 

Krueger-Gilbert Health Physics, LLC

 

809 Gleneagles Ct, Suite 100

 

Towson, MD 21286

 

Healthcare Providers & Services

 

Senior secured*+

SF + 5.75%(i)

 

10.08%

05/2026

 

2,592

 

 

 

 

 

Senior secured*+

SF + 5.75%(i)

 

10.08%

05/2026

 

2,381

 

 

 

 

 

Senior secured*

SF + 5.75%(i)

 

10.08%

05/2026

 

1,521

 

Senior secured*+

SF + 5.75%(i)

10.08%

05/2026

1,392

One stop+

SF + 5.75%(i)

10.08%

05/2026

669

Senior secured+

SF + 5.75%(i)

10.08%

05/2026

613

Senior secured+

SF + 5.75%(i)

10.08%

05/2026

90

 

 

 

 

Senior secured+(6)

SF + 5.75%

 

N/A(7)

05/2026

 

 

 

 

 

 

Common stock+

N/A

 

N/A

N/A

 

640

 

0.4

%

Lacker Bidco Limited

Unit 18 Jessops Riverside, 800 Brightside Ln

Sheffield, ENG S9 2RX, United Kingdom

Healthcare Technology

One stop+(9)(10)(11)

SN + 5.25%(f)

9.95%

02/2031

592

One stop+(9)(10)(11)

SN + 5.25%(f)

9.95%

02/2031

274

One stop+(6)(9)(10)(11)

SN + 5.25%

N/A(7)

08/2030

39

Table of Contents

    

    

    

    

    

Spread 

    

    

    

Fair Value

    

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

 Thousands) (4)

 Held (5)

LeadsOnline, LLC

6900 Dallas Pkwy, Suite 825

 

Plano, TX 75024

 

Software

 

One stop˄+

 

SF + 4.75%(i)

 

9.34%

02/2028

 

13,016

 

 

 

 

One stop+

 

SF + 4.75%(i)

 

9.34%

02/2028

 

2,297

 

 

 

 

One stop+

 

SF + 4.75%(i)

 

9.08%

02/2028

 

666

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

02/2028

 

 

Learn-it Systems, LLC

6225 Smith Ave, Suite 100/1A

 

Baltimore, MD 21209

 

Diversified Consumer Services

 

Senior secured+(25)

 

SF + 5.25%(i)

 

7.25% cash/2.75% PIK

09/2026

 

3,372

 

 

 

 

Senior secured+(25)

 

SF + 5.25%(i)

 

7.25% cash/2.75% PIK

09/2026

 

1,986

 

 

 

 

Senior secured+(25)

 

SF + 5.25%(i)

 

7.25% cash/2.75% PIK

09/2026

 

846

 

 

 

 

Senior secured+

 

SF + 5.25%

 

N/A(7)

09/2026

 

 

Lighthouse Bidco GMBH

Maximiliansplatz 17

 

Munich 80333, Germany

 

Software

 

One stop+(9)(10)(20)

 

E + 5.00%(c)

 

7.83%

12/2031

 

17,515

 

 

 

 

One stop+(6)(9)(10)(20)

 

E + 5.00%

 

N/A(7)

06/2031

 

(27)

 

 

 

 

One stop+(6)(9)(10)(20)

 

E + 5.00%

 

N/A(7)

12/2031

 

(107)

 

Lightning Finco Limited

5 Gabish

 

Kfar Saba, Sharon 4442211, Israel

 

Communications Equipment

 

One stop+(9)(11)

 

SF + 5.25%(g)

 

9.99%

09/2028

 

14,802

 

 

 

 

One stop+(9)(10)(11)

 

E + 5.25%(d)

 

7.83%

09/2028

 

1,573

 

Liminex, Inc.

200 Pacific Coast Hwy, Suite 200

 

El Segundo, CA 90245

 

Diversified Consumer Services

 

One stop+

 

SF + 7.25%(h)

 

11.71%

11/2026

 

35,650

 

 

 

 

One stop+

 

SF + 7.25%(h)

 

11.71%

11/2026

 

23,516

 

 

 

 

One stop˄+

 

SF + 7.25%(h)

 

11.71%

11/2026

 

20,321

 

 

 

 

One stop+

 

SF + 7.25%(h)

 

11.71%

11/2026

 

15,953

 

 

 

 

Common stock+

 

N/A

 

N/A

N/A

 

737

 

0.1

%

Litera Bidco, LLC

300 S Riverside Plz, Suite 800

 

Chicago, IL 60606

 

Diversified Consumer Services

 

One stop*

 

SF + 5.00%(h)

 

9.36%

05/2028

 

5,188

 

 

 

 

One stop+

 

SF + 5.00%(h)

 

9.36%

05/2028

 

1,058

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

05/2028

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

05/2028

 

 

LMP TR Holdings, LLC

1516 Demonbreun

 

Nashville, TN 37203

 

Hotels, Restaurants & Leisure

 

LLC units

 

N/A

 

N/A

N/A

 

1,620

 

2.4

%

LogicMonitor, Inc.

820 State St, 1st Floor

 

Santa Barbara, CA 93101

 

Software

 

One stop+

 

SF + 5.50%(i)

 

9.99%

11/2031

 

53,413

 

 

 

 

One stop+(6)

 

SF + 5.50%

 

N/A(7)

11/2031

 

(42)

 

 

 

 

LP interest+

 

N/A

 

N/A

N/A

 

250

 

0.0

% (29)

Lotus Topco, Inc.

230 W Monroe St, Suite 400

 

Chicago, IL 60606

 

Media

 

One stop*

 

SF + 4.75%(j)

 

9.00%

06/2030

 

5,151

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

06/2030

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

06/2030

 

 

Louisiana Fish Fry Products, Ltd.

5267 Plank Rd

 

Baton Rouge, LA 70805

 

Food Products

 

One stop*+

 

SF + 6.25%(i)

 

10.73%

07/2027

 

13,529

 

One stop+

SF + 6.25%(h)(i)

10.59%

07/2027

236

Common stock+

N/A

N/A

N/A

307

0.5

%

Preferred stock+

N/A

N/A

N/A

36

0.1

%

LOV Acquisition LLC

17804 N US Hwy 41

 

Lutz, FL 33549

 

Healthcare Providers & Services

 

Senior secured+

 

SF + 4.50%(h)

 

8.86%

11/2031

 

24,997

 

  

 

  

 

  

 

Senior secured+(6)

 

SF + 4.50%

 

N/A(7)

11/2031

 

(13)

 

40

Table of Contents

    

    

    

    

    

Spread 

    

    

    

Fair Value

    

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

 Thousands) (4)

 Held (5)

Majesco

412 Mt Kemble Ave, Suite 110C

 

Morristown, NJ 07960

 

Insurance

 

One stop˄*

 

SF + 4.75%(i)

 

9.08%

09/2028

 

28,174

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

09/2027

 

 

 

 

 

Preferred stock+(23)

 

N/A

 

9.00% Non-Cash

N/A

 

625

 

0.0

% (29)

 

 

 

LP interest+

 

N/A

 

N/A

N/A

 

399

 

0.0

% (29)

MakerSights, Inc.

435 Pacific Ave, Suite 350

 

San Francisco, CA 94133

 

Textiles, Apparel & Luxury Goods

 

Preferred stock+

 

N/A

 

N/A

N/A

 

103

 

0.8

%

MAPF Holdings, Inc.

2040 N Frontage Rd

 

Mount Pleasant, TX 75455

 

Food Products

 

One stop˄+

 

SF + 6.50%(i)

 

10.83%

12/2026

 

47,695

 

 

 

 

One stop+(25)

 

N/A

 

19.00% PIK

12/2026

 

1,752

 

 

 

 

One stop+

 

SF + 6.50%(i)

 

10.83%

12/2026

 

1,529

 

 

 

 

One stop+

 

SF + 6.50%(i)

 

10.83%

12/2026

 

552

 

Marcone Yellowstone Buyer Inc.

1 City Pl, Suite 400

 

St Louis, MO 63141

 

Trading Companies & Distributors

 

One stop+

 

SF + 6.25%(i)

 

10.99%

06/2028

 

19,364

 

 

 

 

One stop+

 

SF + 7.00%(i)

 

11.74%

06/2028

 

18,667

 

 

 

 

One stop+

 

SF + 7.00%(i)

 

11.74%

06/2028

 

6,203

 

 

 

 

One stop+

 

SF + 6.50%(i)

 

11.24%

06/2028

 

5,809

 

 

 

 

One stop+

 

SF + 6.25%(i)

 

10.99%

06/2028

 

2,370

 

Mario Purchaser, LLC

1552 Ridgely St

 

Baltimore, MD 21230

 

Diversified Consumer Services

 

One stop+

 

SF + 5.75%(h)

 

10.21%

04/2029

 

11,014

 

 

 

 

One stop+

 

SF + 5.75%(h)

 

10.21%

04/2029

 

5,071

 

 

 

 

One stop+(25)

 

SF + 10.75%(h)

 

15.21% PIK

04/2032

 

4,561

 

 

 

 

One stop+

 

SF + 5.75%(h)

 

10.21%

04/2029

 

318

 

 

 

 

One stop+

 

SF + 5.75%(h)

 

10.21%

04/2028

 

40

 

Massage Envy, LLC

14350 N 87th St, Suite 200

 

Scottsdale, AZ 85260

 

Leisure Products

 

LLC interest+

 

N/A

 

N/A

N/A

 

1,798

 

0.4

%

Matrix42 Holding GMBH

Elbinger Straße 7

 

Frankfurt 60487, Germany

 

Software

 

One stop+(9)(10)(14)

 

E + 6.25%(d)

 

9.92%

01/2030

 

9,411

 

 

 

 

One stop+(9)(10)(14)

 

E + 6.25%(d)

 

9.92%

12/2029

 

1,425

 

 

 

 

One stop+(9)(10)(14)

 

E + 6.25%(d)

 

9.92%

01/2030

 

734

 

 

 

 

One stop+(6)(9)(10)(14)

 

E + 6.25%

 

N/A(7)

01/2030

 

 

 

 

 

One stop+(9)(14)

 

SF + 6.25%

 

N/A(7)

01/2028

 

 

Medlar Bidco Limited

107 Cheapside, Suite 610-611

 

London, ENG EC2V 6DN, United Kingdom

 

Diversified Financial Services

 

One stop+(9)(10)(22)

 

SN + 5.00%

 

N/A(7)

01/2032

 

 

 

 

 

One stop+(9)(10)(22)

 

SN + 5.00%

 

N/A(7)

01/2032

 

 

 

 

 

One stop+(6)(9)(10)(22)

 

SN + 5.00%

 

N/A(7)

01/2032

 

(59)

 

Mendocino Farms, LLC

13103 Ventura Blvd, Suite 100

 

Studio Cit, CA 91604

 

Food & Staples Retailing

 

One stop+

 

SF + 5.50%(h)

 

9.86%

03/2030

 

998

 

 

 

One stop+

 

SF + 5.50%(h)

 

9.86%

03/2030

 

112

 

  

 

  

 

  

 

One stop+

 

SF + 5.50%(h)

 

9.86%

03/2030

 

56

 

One stop+

SF + 5.50%

N/A(7)

03/2030

Common stock+

N/A

N/A

N/A

1,391

0.6

%

41

Table of Contents

    

    

    

    

    

Spread 

    

    

    

Fair Value

    

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

 Thousands) (4)

 Held (5)

Messenger, LLC

318 E 7th St

 

Auburn, IN 46706

 

Paper & Forest Products

 

One stop*+

 

SF + 5.25%(i)

 

9.73%

12/2027

 

14,397

 

 

 

 

One stop*+

 

SF + 5.25%(h)

 

9.71%

12/2027

 

1,508

 

 

 

 

One stop+(9)(10)

 

SN + 5.25%(f)

 

10.05%

12/2027

 

866

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.73%

12/2027

 

756

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.73%

12/2027

 

520

 

 

 

 

One stop+

 

SF + 5.25%

 

N/A(7)

12/2027

 

 

 

 

 

One stop+(9)(10)

 

SN + 5.25%

 

N/A(7)

12/2027

 

 

 

 

 

LLC units+

 

N/A

 

N/A

N/A

 

689

 

0.8

%

 

 

 

LLC units+

 

N/A

 

N/A

N/A

 

 

0.0

% (29)

Metal Supermarkets US Buyer, LLC

5399 Eglinton Ave W, Suite 210

 

Toronto, ON 905, Canada

 

Specialty Retail

 

One stop+(9)(13)

 

SF + 4.75%(i)

 

9.08%

12/2030

 

11,626

 

 

 

 

One stop+(9)(13)

 

SF + 4.75%(i)

 

9.08%

12/2030

 

132

 

 

 

 

Preferred stock+(9)(13)

 

N/A

 

N/A

N/A

 

347

 

0.5

%

 

 

 

LLC units+(9)(13)

 

N/A

 

N/A

N/A

 

 

0.0

% (29)

Metatiedot Bidco Oy & Metatiedot US, LLC

Peltokatu 34 C

 

33100 Tampere, Finland

 

Software

 

One stop+(9)(10)(17)

 

E + 5.50%(c)

 

8.49%

11/2031

 

15,003

 

 

 

 

One stop+(9)(17)

 

SF + 5.50%(i)

 

10.02%

11/2031

 

10,852

 

 

 

 

One stop+(9)(10)(17)

 

E + 5.50%(c)

 

8.49%

11/2030

 

422

 

 

 

 

One stop+(9)(10)(17)

 

E + 5.50%(c)

 

8.49%

11/2031

 

87

 

Mindbody, Inc.

4051 Broad St, Suite 220

 

San Luis Obispo, CA 93401

 

Software

 

One stop+

 

SF + 7.00%(i)

 

11.74%

09/2025

 

61,966

 

 

 

 

One stop+

 

SF + 7.00%(i)

 

11.74%

09/2025

 

2,134

 

 

 

 

One stop+

 

SF + 7.00%

 

N/A(7)

09/2025

 

 

Ministry Brands Holdings LLC

10133 Sherrill Blvd, Suite 120

 

Knoxville, TN 37932

 

Software

 

One stop+

 

SF + 5.50%(h)

 

9.96%

12/2028

 

30,370

 

 

 

 

One stop+

 

SF + 5.50%(h)

 

9.96%

12/2028

 

2,858

 

 

 

 

One stop+(6)

 

SF + 5.50%

 

N/A(7)

12/2027

 

(6)

 

 

 

 

LP interest+

 

N/A

 

N/A

N/A

 

702

 

0.1

%

MMan Acquisition Co.

50 E RiverCenter Blvd, Suite 700

 

Covington, KY 41011

 

IT Services

 

One stop+(25)(28)

 

N/A

 

8.00% PIK

03/2026

 

1,851

 

 

 

 

One stop+(25)(28)

 

N/A

 

12.00% PIK

03/2026

 

1,188

 

 

 

 

One stop+(25)(28)

 

N/A

 

12.00% PIK

03/2026

 

1,106

 

 

 

 

One stop+(25)(28)

 

N/A

 

12.00% PIK

03/2026

 

344

 

 

  

 

 

Preferred stock+(28)

 

N/A

 

N/A

N/A

 

7,748

 

10.3

%

42

Table of Contents

    

    

    

    

    

Spread 

    

    

    

Fair Value

    

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

 Thousands) (4)

 Held (5)

MOP GM Holding, LLC

5575 DTC Pkwy, Suite 100

 

Greenwood Village, CO 80111

 

Automobiles

 

One stop˄*+

 

SF + 5.75%(i)

 

10.23%

11/2026

 

32,803

 

 

 

 

One stop+

 

SF + 5.75%(j)

 

10.33%

11/2026

 

3,855

 

 

 

 

One stop*+

 

SF + 5.75%(j)

 

11.09%

11/2026

 

3,608

 

 

 

 

One stop˄*

 

SF + 5.75%(j)

 

11.09%

11/2026

 

3,527

 

 

 

 

One stop˄*

 

SF + 5.75%(i)

 

10.23%

11/2026

 

2,614

 

 

 

 

One stop+

 

SF + 5.75%(j)

 

11.09%

11/2026

 

2,156

 

 

 

 

One stop+

 

SF + 5.75%(j)

 

11.09%

11/2026

 

1,987

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.23%

11/2026

 

723

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.23%

11/2026

 

531

 

 

 

 

One stop+

 

SF + 5.75%(i)(j)

 

10.35%

11/2026

 

400

 

 

 

 

One stop+

 

SF + 5.75%(j)

 

11.09%

11/2026

 

267

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.23%

11/2026

 

202

 

 

 

 

One stop+

 

SF + 5.75%(j)

 

11.09%

11/2026

 

89

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.23%

11/2026

 

88

 

 

 

 

One stop+(6)

 

SF + 5.75%

 

N/A(7)

11/2026

 

 

 

 

 

LP units+

 

N/A

 

N/A

N/A

 

619

 

0.2

%

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

39

 

0.0

% (29)

Movement Holdings, LLC

1050 W Hampden Ave

 

Englewood, CO 80110

 

Leisure Products

 

One stop+

 

SF + 5.25%(i)

 

9.58%

03/2030

 

839

 

 

 

 

One stop+

 

SF + 5.25%

 

N/A(7)

03/2030

 

 

 

 

 

One stop+(6)

 

SF + 5.25%

 

N/A(7)

03/2030

 

 

 

 

 

LLC units+

 

N/A

 

N/A

N/A

 

124

 

0.1

%

mParticle, Inc.

257 Park Ave S, 9th Floor

 

New York, NY 10010

 

Software

 

Preferred stock+

 

N/A

 

N/A

N/A

 

1,110

 

0.2

%

 

 

 

Warrant+

 

N/A

 

N/A

N/A

 

395

 

0.1

%

MRH Trowe Germany GMBH

Walther-von-Cronberg-Platz 6

 

Frankfurt 60594, Germany

 

Insurance

 

One stop+(9)(10)(20)

 

E + 6.25%(c)

 

9.17%

02/2029

 

1,070

 

MRI Software, LLC

28925 Fountain Pkwy

 

Solon, OH 44139

 

Real Estate Management & Development

 

One stop˄*+

 

SF + 4.75%(i)

 

9.08%

02/2027

 

32,993

 

 

 

 

One stop˄*+

 

SF + 4.75%(i)

 

9.08%

02/2027

 

13,120

 

 

 

 

One stop+

 

SF + 4.75%(i)

 

9.08%

02/2027

 

942

 

 

 

 

One stop+

 

SF + 4.75%(i)

 

9.08%

02/2027

 

176

 

MWD Management, LLC & MWD Services, Inc.

1000 Health Park Dr, Suite 100

 

Brentwood, TN 37027

 

Healthcare Providers & Services

 

LLC interest+

 

N/A

 

N/A

N/A

 

681

 

0.3

%

National Express Wash Parent Holdco, LLC

5201 SW 8th St

 

Coral Gables, FL 33134

 

Automobiles

 

One stop+

 

SF + 5.50%(i)(j)

 

9.84%

07/2029

 

7,924

 

 

  

 

  

 

One stop+

 

SF + 6.00%(j)

 

10.63%

07/2029

 

1,679

 

 

  

 

  

 

One stop+

 

SF + 5.50%(j)

 

9.86%

07/2029

 

386

 

One stop+(6)

SF + 6.00%

N/A(7)

07/2029

LP units+

N/A

N/A

N/A

121

0.0

% (29)

43

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Navex TopCo, Inc.

    

5500 Meadows Rd, Suite 500

    

Lake Oswego, OR 97035

 

Software

 

One stop+

 

SF + 5.50%(h)

 

9.88%

11/2030

 

5,369

 

 

 

 

 

One stop+(6)

 

SF + 5.75%

 

N/A(7)

11/2028

 

 

Naviga Inc.

 

7900 International Dr, Suite 800

 

Bloomington, MN 55425

 

Software

 

Senior secured+(8)

 

SF + 7.00%(h)

 

11.57%

04/2025

 

80

 

NBG Acquisition Corp. and NBG-P Acquisition Corp.

 

168 E Freedom Ave

 

Anaheim, CA 92801

 

Professional Services

 

One stop˄*

 

SF + 5.50%(i)

 

10.24%

11/2028

 

32,919

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

9.98%

11/2028

 

765

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

9.98%

11/2028

 

332

 

NDX Parent, LLC

 

11601 Kew Gardens Ave

 

Palm Beach Gardens, FL 33410

 

Healthcare Providers & Services

 

Common stock+

 

N/A

 

N/A

N/A

 

7

 

0.0

%(29)

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

64

 

0.3

%

Neptune Holdings, Inc.

 

5550 Executive Dr, Suite 350

 

Tampa, FL 33609

 

Healthcare Technology

 

One stop*

 

SF + 4.75%(i)

 

9.08%

09/2030

 

16,139

 

 

 

 

 

One stop+

 

SF + 4.75%

 

N/A(7)

08/2029

 

 

Net Health Acquisition Corp.

 

40 24th Street, 1st Floor

 

Pittsburgh, PA 15222

 

Professional Services

 

LP interest+

 

N/A

 

N/A

N/A

 

2,354

 

0.4

%

Netsmart Technologies, Inc.

 

4950 College Blvd

 

Overland Park, KS 66211

 

Healthcare Technology

 

One stop+(25)

 

SF + 5.20%(h)

 

6.86% cash/2.70% PIK

08/2031

 

51,680

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

08/2031

 

 

 

 

 

 

One stop+(6)

 

SF + 5.20%

 

N/A(7)

08/2031

 

 

Netwrix Corporation

 

6160 Warren Pkwy, Suite 100

 

Frisco, TX 75034

 

IT Services

 

One stop*+

 

SF + 4.75%(i)

 

9.26%

06/2029

 

7,956

 

 

 

 

 

One stop+

 

SF + 4.75%(i)

 

9.26%

06/2029

 

386

 

 

 

 

 

One stop+

 

SF + 4.75%(i)

 

9.26%

06/2029

 

56

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

06/2029

 

 

 

 

 

 

LLC units+

 

N/A

 

N/A

N/A

 

18

 

0.0

% (29)

New Look (Delaware) Corporation and NL1 AcquireCo, Inc.

 

1 Place Ville-Marie, Suite 3670

 

Montreal, QC H3B 3P2, Canada

 

Healthcare Providers & Services

 

One stop+(9)(10)(13)(25)

 

CA + 6.00%(l)

 

7.49% cash/2.00% PIK

05/2028

 

24,469

 

 

 

 

 

One stop*(9)(13)

 

SF + 5.50%(i)

 

9.98%

05/2028

 

5,778

 

 

 

 

 

One stop*+(9)(13)

 

SF + 5.50%(i)

 

9.98%

05/2028

 

4,077

 

 

 

 

 

One stop+(9)(10)(13)

 

CA + 5.50%(l)

 

8.99%

05/2028

 

1,524

 

 

 

 

 

One stop+(9)(10)(13)

 

CA + 5.50%(l)

 

8.99%

05/2028

 

794

 

 

 

 

 

One stop+(9)(10)(13)

 

CA + 5.50%(l)

 

9.03%

05/2026

 

182

 

 

 

 

 

One stop+(9)(13)(25)

 

SF + 6.00%(i)

 

8.48% cash/2.00% PIK

05/2028

 

129

 

 

 

 

 

One stop+(6)(9)(13)

 

SF + 5.50%

 

N/A(7)

05/2026

 

(2)

 

 

 

 

 

Common stock+(9)(10)(13)

 

N/A

 

N/A

N/A

 

297

 

0.1

%

North Haven Falcon Buyer, LLC

 

3510-1 Port Jacksonville Pkwy

 

Jacksonville, FL 32226

 

Auto Components

 

One stop+(25)

 

SF + 8.00%(i)

 

7.51% cash/5.00% PIK

05/2027

 

7,378

 

 

  

 

  

 

  

 

One stop+(25)

 

SF + 8.00%(i)

 

7.49% cash/5.00% PIK

05/2027

 

1,235

 

44

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

North Haven Stack Buyer, LLC

    

255 Grant St, Suite 600

    

Decatur, AL 35601

 

Commercial Services & Supplies

 

Senior secured*

 

SF + 5.25%(i)

 

9.84%

07/2027

 

12,283

 

 

 

 

 

Senior secured*

 

SF + 5.25%(i)

 

9.84%

07/2027

 

4,138

 

 

 

 

 

Second lien+(25)

 

N/A

 

10.00% cash/2.50% PIK

01/2028

 

2,299

 

 

 

 

 

Senior secured*+

 

SF + 5.25%(i)

 

9.58%

07/2027

 

2,281

 

 

 

 

 

Senior secured*+

 

SF + 5.25%(i)

 

9.76%

07/2027

 

1,564

 

 

 

 

 

Second lien+(25)

 

N/A

 

10.00% cash/2.50% PIK

01/2028

 

1,513

 

 

 

 

 

Senior secured*+

 

SF + 5.25%(i)

 

9.58%

07/2027

 

1,481

 

 

 

 

 

Senior secured+

 

SF + 5.25%(i)

 

9.58%

07/2027

 

1,418

 

 

 

 

 

Senior secured+

 

SF + 5.25%(i)

 

9.84%

07/2027

 

1,371

 

 

 

 

 

Senior secured*

 

SF + 5.25%(i)

 

9.84%

07/2027

 

1,365

 

 

 

 

 

Senior secured+

 

SF + 5.00%(i)

 

9.33%

07/2027

 

908

 

 

 

 

 

Senior secured+

 

SF + 5.00%(i)

 

9.33%

07/2027

 

687

 

 

 

 

 

Senior secured+

 

SF + 5.00%(i)

 

9.46%

07/2027

 

518

 

 

 

 

 

Senior secured+

 

SF + 5.25%(i)

 

9.58%

07/2027

 

485

 

 

 

 

 

Senior secured+

 

SF + 5.25%(i)

 

9.70%

07/2027

 

443

 

 

 

 

 

Senior secured+

 

SF + 5.25%(i)

 

9.58%

07/2027

 

284

 

 

 

 

 

Senior secured+

 

SF + 5.25%(i)

 

9.77%

07/2027

 

200

 

 

 

 

 

Senior secured+

 

SF + 5.00%(i)

 

9.33%

07/2027

 

158

 

 

 

 

 

Senior secured+

 

SF + 5.25%(i)

 

9.84%

07/2027

 

100

 

 

 

 

 

Second lien+(6)(25)

 

N/A

 

N/A(7)

01/2028

 

2

 

 

 

 

 

Second lien+(6)

 

N/A

 

N/A(7)

01/2028

 

 

 

 

 

 

LLC units

 

N/A

 

N/A

N/A

 

988

 

0.2

%

NSG Buyer, Inc.

 

11 Daniel Rd E

 

Fairfield, NJ 07004

 

Diversified Consumer Services

 

One stop*+

 

SF + 6.50%(h)

 

10.96%

11/2029

 

34,501

 

 

 

 

 

One stop+

 

SF + 5.75%(h)

 

10.11%

11/2029

 

2,728

 

 

 

 

 

One stop+(6)

 

SF + 6.50%

 

N/A(7)

11/2028

 

 

 

 

 

 

One stop+(6)

 

SF + 5.75%

 

N/A(7)

11/2029

 

 

 

 

 

 

LP units+(9)

 

N/A

 

N/A

N/A

 

4,064

 

0.6

%

NTI Connect, LLC

 

1301 W 22nd St, Suite 700

 

Oak Brook, IL 60523

 

Diversified Telecommunication Services

 

Senior secured*

 

SF + 5.00%(i)

 

9.48%

07/2027

 

1,529

 

Oakbridge Insurance Agency LLC

 

887 W Marietta St NW, Studio N-108

 

Atlanta, GA 30318

 

Insurance

 

One stop+

 

SF + 5.75%(h)

 

10.23%

11/2029

 

2,275

 

 

  

 

  

 

  

 

One stop+

 

SF + 5.75%(h)

 

10.22%

11/2029

 

426

 

One stop+

P + 4.75%(a)

12.25%

11/2029

15

LP units+

N/A

N/A

N/A

407

0.1

%

45

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

OEConnection, LLC

    

4205 Highlander Pkwy

 

Richfield, OH 44286

 

Auto Components

 

One stop*

 

SF + 5.00%(h)

 

9.36%

04/2031

 

10,263

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

04/2031

 

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

04/2031

 

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

04/2031

 

 

Onapsis, Inc., Virtual Forge GMBH and Onapsis GMBH

 

101 Federal St, Suite 1800

 

Boston, MA 02110

 

Software

 

Warrant+

 

N/A

 

N/A

N/A

 

17

 

0.0

% (29)

Onit, Inc.

 

1360 Post Oak Blvd, Suite 2200

 

Houston, TX 77056

 

Software

 

Preferred stock+(23)

 

N/A

 

15.00% Non-Cash

N/A

 

134

 

0.0

% (29)

 

 

 

 

Warrant+

 

N/A

 

N/A

N/A

 

18

 

0.0

% (29)

Opening Day Borrower 111 LLC

 

2727 N Harwood St, Suite 350

 

Dallas, TX 75201

 

Healthcare Providers & Services

 

One stop+(27)

 

SF + 6.25%(i)

 

11.02%

05/2027

 

723

 

 

 

 

 

Preferred stock+(27)

 

N/A

 

N/A

N/A

 

21,813

 

12.1

%

 

 

 

 

LLC units+(27)

 

N/A

 

N/A

N/A

 

3,822

 

2.1

%

Optimizely North America, Inc.

 

119 5th Ave, 7th Floor

 

New York, NY 10003

 

IT Services

 

One stop+

 

SF + 5.00%(h)

 

9.36%

10/2031

 

37,937

 

 

 

 

 

One stop+(9)(10)

 

E + 5.25%(b)

 

8.11%

10/2031

 

13,905

 

 

 

 

 

One stop+(9)(10)

 

SN + 5.50%(f)

 

10.20%

10/2031

 

5,536

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

10/2031

 

(61)

 

 

 

 

 

Common stock+

 

N/A

 

N/A

N/A

 

1,482

 

0.1

%

Orsay Bidco 1 B.V. and Sky Group Holding B.V.

 

Pesetastraat 46, Barendrecht

 

Rotterdam 2991, Netherlands

 

Software

 

One stop+(6)(9)(10)(15)

 

E + 5.75%

 

N/A(7)

11/2029

 

 

OSP Hamilton Purchaser, LLC

 

410 E Rivulon Blvd, Suite 111

 

Gilbert, AZ 85295

 

Banks

 

One stop+

 

SF + 5.25%(i)

 

9.84%

12/2029

 

1,740

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.84%

12/2029

 

330

 

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.84%

12/2029

 

34

 

P&P Food Safety Holdings, Inc.

 

504 N 4th St, Suite 204

 

Fairfield, IA 52556

 

Food Products

 

One stop*+

 

SF + 6.00%(i)

 

10.48%

12/2026

 

24,501

 

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.87%

12/2026

 

36

 

 

 

 

 

Common stock+

 

N/A

 

N/A

N/A

 

274

 

0.1

%

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

38

 

0.0

% (29)

PADI Holdco, Inc.

 

30151 Tomas

 

Rancho Santa Margarita, CA 92688

 

Diversified Consumer Services

 

One stop*

 

SF + 6.25%(i)

 

10.91%

01/2027

 

21,191

 

 

 

 

 

One stop+(9)(10)

 

E + 6.25%(c)

 

9.15%

01/2027

 

18,573

 

 

 

 

 

One stop+

 

SF + 6.25%(i)

 

11.00%

01/2027

 

816

 

 

 

 

 

One stop+

 

SF + 6.25%(i)

 

10.83%

01/2027

 

169

 

 

 

 

 

One stop+

 

SF + 6.25%(i)

 

11.01%

01/2027

 

94

 

 

 

 

 

LLC interest+

 

N/A

 

N/A

N/A

 

1,147

 

0.2

%

Panzura, LLC

 

2880 Stevens Creek Blvd, Suite 100

 

San Jose, CA 95128

 

Software

 

One stop+(25)

 

N/A

 

4.00% cash/13.00% PIK

08/2027

 

108

 

LLC units+

N/A

N/A

N/A

2

0.0

% (29)

Pareto Health Intermediate Holdings, Inc.

2929 Walnut St, Suite 1500

Philadelphia, PA 19104

Insurance

One stop*+

SF + 5.00%(j)

9.28%

05/2030

73,901

One stop+(6)

SF + 5.00%

N/A(7)

06/2029

One stop+(6)

SF + 5.00%

N/A(7)

05/2030

(58)

PAS Parent Inc.

2665 Long Lake Rd, Suite 300

Roseville, MN 55113

Life Sciences Tools & Services

One stop*+

SF + 4.75%(h)

9.11%

12/2028

55,375

One stop+

SF + 4.75%(h)

9.11%

12/2028

2,862

One stop+(6)

SF + 4.75%

N/A(7)

12/2027

One stop+(6)

SF + 4.75%

N/A(7)

12/2028

LP interest+

N/A

N/A

N/A

1,767

0.1

%

Preferred stock+

N/A

N/A

N/A

319

0.0

% (29)

46

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Patriot Growth Insurance Services, LLC

 

501 Office Center Dr, Suite 215

    

Fort Washington, PA 19034

 

Insurance

 

One stop+

 

SF + 5.00%(i)

 

9.48%

10/2028

 

15,405

 

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.48%

10/2028

 

3,149

 

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.33%

10/2028

 

2,402

 

 

 

 

 

One stop+

 

SF + 5.00%(h)

 

9.46%

10/2028

 

107

 

PB Group Holdings, LLC

 

804 Ocean Ave, Suite 2

 

Belmar, NJ 07719

 

Hotels, Restaurants & Leisure

 

One stop+(25)

 

SF + 5.50%(h)

 

7.11% cash/2.75% PIK

08/2030

 

36,986

 

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

08/2030

 

 

 

 

 

 

LP units+

 

N/A

 

N/A

N/A

 

983

 

0.4

%

PDI TA Holdings, Inc.

 

11675 Rainwater Dr, Suited 350

 

Alpharetta, GA 30009

 

Food & Staples Retailing

 

One stop+

 

SF + 5.50%(i)

 

10.09%

02/2031

 

1,141

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

10.00%

02/2031

 

148

 

 

 

 

 

One stop+

 

SF + 5.50%

 

N/A(7)

02/2031

 

 

 

 

 

 

Preferred stock+

 

N/A

 

N/A

N/A

 

5,813

 

0.2

%

PDQ Intermediate, Inc.

 

230 W 200 S, Suite 3101

 

Salt Lake City, UT 84101

 

IT Services

 

Subordinated debt+(25)

 

N/A

 

13.75% PIK

10/2031

 

118

 

People Corporation

 

1403 Kenaston Blvd

 

Winnipeg, MB R3P 2T5, Canada

 

Insurance

 

One stop+(9)(10)(13)

 

CA + 5.25%(l)

 

9.06%

02/2028

 

23,156

 

 

 

 

 

One stop+(9)(10)(13)

 

CA + 5.25%(l)

 

9.06%

02/2028

 

19,433

 

 

 

 

 

One stop+(9)(10)(13)

 

CA + 5.25%(l)

 

9.04%

02/2028

 

7,656

 

 

 

 

 

One stop+(9)(10)(13)

 

CA + 5.25%(l)

 

9.06%

02/2028

 

7,599

 

 

 

 

 

One stop+(9)(10)(13)

 

CA + 5.25%(l)

 

8.95%

02/2027

 

202

 

 

 

 

 

One stop+(6)(9)(10)(13)

 

CA + 5.00%

 

N/A(7)

02/2028

 

(156)

 

Personify, Inc.

 

7010 Easy Wind Dr, Building II

 

Austin, TX 78752

 

Software

 

One stop+

 

SF + 4.75%(h)

 

9.11%

09/2028

 

18,530

 

 

 

 

 

One stop*+

 

SF + 4.75%(i)

 

9.08%

09/2028

 

13,750

 

 

 

 

 

One stop*

 

SF + 4.75%(i)

 

9.08%

09/2028

 

9,734

 

 

 

 

 

One stop+(6)

 

SF + 4.75%

 

N/A(7)

09/2028

 

 

 

 

 

 

LP interest+

 

N/A

 

N/A

N/A

 

2,243

 

0.6

%

Pet Holdings ULC

 

130 Royal Crest Ct, Suite 106

 

Markham, ON L3R 0A1, Canada

 

Specialty Retail

 

LP interest+(9)(13)(23)

 

N/A

 

N/A

N/A

 

602

 

0.0

% (29)

PetVet Care Centers LLC

 

One Gorham Island

 

Westport, CT 06880

 

Specialty Retail

 

One stop*+

 

SF + 6.00%(h)

 

10.36%

11/2030

 

4,491

 

 

 

 

 

One stop+(6)

 

SF + 6.00%

 

N/A(7)

11/2029

 

(4)

 

 

 

 

 

One stop+(6)

 

SF + 6.00%

 

N/A(7)

11/2030

 

 

PHM NL SP Bidco B.V.

 

Grimbald Crag Close

 

Knaresborough HG5 8PJ, United Kingdom

 

Chemicals

 

One stop+(9)(10)(15)(25)

 

E + 6.75%(d)

 

6.91% cash/3.00% PIK

09/2028

 

45,135

 

 

 

 

 

One stop+(9)(15)(25)

 

SF + 6.75%(g)

 

8.31% cash/3.00% PIK

09/2028

 

18,993

 

 

 

 

 

One stop+(9)(10)(15)(25)

 

SN + 6.75%(f)

 

8.45% cash/3.00% PIK

09/2028

 

10,372

 

One stop+(9)(10)(15)(25)

E + 6.75%(d)

6.40% cash/3.00% PIK

09/2028

4,786

Pineapple German Bidco GMBH

Karlstraße 47

Munich 80333, Germany

Software

One stop+(9)(20)

SF + 3.25%(i)

7.64%

01/2031

14,699

One stop+(9)(10)(20)

E + 5.50%(c)

8.34%

01/2031

4,338

One stop+(9)(10)(20)(25)

E + 7.00%(c)

10.51% PIK

01/2031

1,005

One stop+(9)(10)(20)(25)

E + 7.00%(c)

10.51% PIK

01/2031

309

One stop+(9)(20)

SF + 3.25%(i)

7.64%

01/2031

76

One stop+(9)(10)(20)(25)

E + 7.00%(c)

10.51% PIK

01/2031

69

PING Identity Holding Corp.

1001 17th St, Suite 100

Denver, CO 80202

Software

One stop+

SF + 4.75%(i)

9.08%

10/2029

15,099

One stop+(6)

SF + 4.75%

N/A(7)

10/2028

47

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Pinnacle Treatment Centers, Inc.

 

1317 Route 73, Suite 200

    

Mt Laurel, NJ 08054

 

Healthcare Providers & Services

 

One stop*

 

SF + 5.50%(i)

 

10.01%

01/2027

 

18,283

 

 

 

 

 

One stop*+

 

SF + 5.50%(i)

 

10.01%

01/2027

 

12,244

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

10.01%

01/2027

 

2,461

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

10.01%

01/2027

 

2,377

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

10.01%

01/2027

 

1,503

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

10.01%

01/2027

 

1,365

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

10.01%

01/2027

 

679

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

10.01%

01/2027

 

532

 

 

 

 

 

One stop+

 

P + 4.25%(a)

 

11.75%

01/2027

 

464

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

10.01%

01/2027

 

178

 

 

 

 

 

One stop+

 

SF + 5.50%(i)

 

10.01%

01/2027

 

103

 

 

 

 

 

LLC interest+

 

N/A

 

N/A

N/A

 

884

 

0.2

%

 

 

 

 

LLC interest+

 

N/A

 

N/A

N/A

 

638

 

0.1

%

PlanSource Holdings, Inc.

 

101 S Garland Ave, Suite 203

 

Orlando, FL 32801

 

Professional Services

 

One stop*

 

SF + 5.50%(j)

 

10.64%

12/2026

 

14,234

 

 

 

 

 

One stop+

 

SF + 5.50%(j)

 

10.64%

12/2026

 

2,416

 

 

 

 

 

One stop+

 

SF + 5.50%(j)

 

10.64%

12/2026

 

695

 

 

 

 

 

One stop+

 

SF + 5.50%

 

N/A(7)

12/2026

 

 

Plasma Buyer LLC

 

5301 Virginia Way

 

Brentwood, TN 37027

 

Healthcare Technology

 

One stop+

 

SF + 5.75%(i)

 

10.08%

05/2029

 

7,936

 

 

 

 

 

One stop+

 

SF + 6.25%(i)

 

10.58%

05/2029

 

238

 

 

 

 

 

One stop+

 

SF + 5.75%(i)

 

10.08%

05/2028

 

62

 

Pluralsight, LLC

 

42 Future Way

 

Draper, UT 84020

 

Software

 

One stop+(25)

 

SF + 7.50%(i)

 

12.01% PIK

08/2029

 

6,032

 

 

 

 

 

One stop+(25)

 

SF + 4.50%(i)

 

7.51% cash/1.50% PIK

08/2029

 

3,909

 

 

 

 

 

One stop+(25)

 

SF + 4.50%(i)

 

9.01% cash/1.50% PIK

08/2029

 

1,955

 

 

 

 

 

One stop+(6)

 

SF + 4.50%

 

N/A(7)

08/2029

 

(20)

 

 

 

 

 

One stop+(6)

 

SF + 4.50%

 

N/A(7)

08/2029

 

(50)

 

 

 

 

 

LLC units+

 

N/A

 

N/A

N/A

 

4,294

 

2.0

%

Polk Acquisition Corp.

 

2727 Interstate Dr

 

Lakeland, FL 33805

 

Auto Components

 

Senior secured+(25)

 

SF + 7.50%(h)

 

9.71% cash/2.25% PIK

03/2025

 

18,658

 

 

 

 

 

Senior secured+(25)

 

SF + 7.50%(h)

 

9.71% cash/2.25% PIK

03/2025

 

140

 

 

 

 

 

Senior secured+(25)

 

SF + 7.50%(h)

 

9.71% cash/2.25% PIK

03/2025

 

110

 

 

 

 

 

LP interest+

 

N/A

 

N/A

N/A

 

 

0.0

%(29)

Power Grid Holdings, Inc.

5551 Parkwest Dr, Suite 115

Bessemer, AL 35022

Electrical Equipment

One stop+

SF + 4.75%(i)

9.08%

12/2030

1,421

One stop+(6)

SF + 4.75%

N/A(7)

12/2030

48

Table of Contents

    

    

    

    

    

    

    

    

    

Spread

    

    

    

    

    

Fair Value

    

Percentage

Type of

Above

Interest

(Dollars in 

of Class 

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

Thousands) (4)

Held (5)

POY Holdings, LLC

15 Jackson Rd

Totowa, NJ 07512

Automobiles

One stop˄*+

SF + 5.50%(i)

9.98%

11/2027

28,416

One stop+

SF + 5.50%(i)

9.98%

11/2027

3,694

One stop*+

SF + 5.50%(i)

9.98%

11/2027

1,308

One stop+

SF + 5.50%(i)

10.24%

11/2027

871

One stop+

SF + 5.50%(i)

9.98%

11/2027

649

One stop+

SF + 5.50%(i)

9.98%

11/2027

290

One stop+(6)

SF + 5.50%

N/A(7)

11/2027

One stop+(6)

SF + 5.50%

N/A(7)

11/2027

LLC units+

N/A

N/A

N/A

971

0.2

%

PPV Intermediate Holdings, LLC

141 Longwater Dr, Suite 108

Norwell, MA 02061

Specialty Retail

One stop*+

SF + 5.75%(i)

10.26%

08/2029

14,154

One stop+(25)

N/A

14.75% PIK

08/2030

9,451

One stop+(25)

N/A

13.75% PIK

08/2030

1,862

One stop+(25)

N/A

13.75% PIK

08/2030

430

One stop+(25)

N/A

13.75% PIK

08/2030

79

One stop+(25)

N/A

13.75% PIK

08/2030

78

One stop+(6)

SF + 5.75%

N/A(7)

08/2029

One stop+(6)

SF + 5.25%

N/A(7)

08/2029

PPW Aero Buyer, Inc.

200 Adams St

Manchester, CT 06040

Aerospace & Defense

One stop*

SF + 6.50%(i)

10.93%

02/2029

34,804

One stop+

SF + 5.50%(i)

9.83%

02/2029

4,744

One stop+

SF + 6.50%(a)(h)(i)

11.85%

02/2029

52

One stop+(6)

SF + 5.50%

N/A(7)

02/2029

LP units+

N/A

N/A

N/A

815

0.1

%

Premise Health Holding Corp.

5500 Maryland Way, Suite 200

Brentwood, TN 37027

Healthcare Providers & Services

One stop+

SF + 5.50%(i)

9.82%

03/2031

1,388

One stop+(6)

SF + 5.50%

N/A(7)

03/2030

ProcessUnity Holdings, LLC

33 Bradford St

Concord, MA 01742

Software

One stop˄+

SF + 6.50%(i)

11.01%

09/2028

6,014

One stop+

SF + 6.75%(i)

11.10%

09/2028

4,240

One stop+

SF + 6.50%(i)

11.01%

09/2028

2,864

One stop+

SF + 6.50%(i)

11.01%

09/2028

1,203

One stop+

SF + 6.50%

N/A(7)

09/2028

Procure Acquireco, Inc.

3101 Towercreek Pkwy, Suite 500

Atlanta, GA 30339

Professional Services

One stop*

SF + 4.75%(j)

9.49%

12/2028

24,735

One stop+

SF + 4.75%(i)

9.08%

12/2028

1,137

One stop+(6)

SF + 4.75%

N/A(7)

12/2028

One stop+(6)

SF + 4.75%

N/A(7)

12/2028

(100)

LP interest+

N/A

N/A

N/A

1,189

0.1

%

49

Table of Contents

    

    

    

    

    

    

    

    

    

Spread

    

    

    

    

    

Fair Value

    

Percentage

Type of 

Above

Interest

(Dollars in 

of Class

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

Thousands) (4)

 Held (5)

Profile Products LLC

750 W Lake Cook Rd, Suite 440

Buffalo Grove, IL 60089

Commercial Services & Supplies

One stop+

SF + 5.50%(j)

10.04%

11/2027

8,848

One stop+(9)

SF + 5.50%(j)

10.04%

11/2027

1,793

One stop+

P + 4.50%(a)

12.00%

11/2027

24

One stop+(6)

SF + 5.75%

N/A(7)

11/2027

(2)

Project Alpha Intermediate Holdings, Inc.

150 N Radnor Chester Road, Suite E-220

Radnor, PA 19087

Diversified Consumer Services

Preferred stock+(23)

N/A

9.00% Non-Cash

N/A

1,684

0.0

%(29)

Common stock+

N/A

N/A

N/A

883

0.0

% (29)

Project Nike Purchaser, LLC

500 Boylston St, Suite 400

Boston, MA 02116

Marine

One stop*+

SF + 5.25%(i)

9.58%

04/2029

33,782

One stop+

SF + 5.25%(i)

9.58%

04/2029

748

One stop+

SF + 5.25%(i)

9.58%

04/2029

250

Provenance Buyer LLC

5501 Communications Pkwy

Sarasota, FL 34240

Diversified Consumer Services

One stop*

SF + 5.50%(h)

9.96%

06/2027

19,912

One stop*

SF + 5.50%(h)

9.96%

06/2027

13,415

One stop+

SF + 5.50%(h)

9.95%

06/2027

190

PSC Parent, Inc.

725 Main St

Baton Rouge, LA 70802

Commercial Services & Supplies

One stop*+

SF + 5.25%(h)

9.76%

04/2031

5,492

One stop+

SF + 5.25%(h)

9.61%

04/2031

915

One stop+

SF + 5.25%(a)(h)

9.97%

04/2030

476

One stop+(6)

SF + 5.25%

N/A(7)

04/2031

PT Intermediate Holdings III, LLC

1200 Greenbriar Dr

Addison, IL 60101

Commercial Services & Supplies

One stop+(25)

SF + 5.00%(i)

7.58% cash/1.75% PIK

04/2030

12,289

One stop+(6)

SF + 4.75%

N/A(7)

04/2030

LLC units+

N/A

N/A

N/A

2,017

0.0

% (29)

Purfoods, LLC

3210 SE Corporate Woods Dr

Ankeny, IA 50021

Food Products

LLC interest+

N/A

N/A

N/A

5,758

0.4

%

Pyramid Healthcare Acquisition Corp.

1894 Plank Rd

Duncansville, PA 16635

Healthcare Providers & Services

One stop*

SF + 4.75%(i)

9.49%

05/2027

25,034

One stop*+

SF + 4.75%(i)

9.49%

05/2027

2,588

One stop*

SF + 4.75%(i)

9.44%

05/2027

2,164

One stop+

SF + 4.75%(i)

9.41%

05/2027

1,189

One stop+

SF + 4.75%(i)

9.47%

05/2027

1,089

One stop+

SF + 4.75%(i)

9.49%

05/2027

735

One stop+

SF + 4.75%(i)

9.49%

05/2027

244

One stop+

SF + 4.75%(i)

9.49%

05/2027

215

One stop+

SF + 4.75%(i)

9.49%

05/2027

201

One stop+

SF + 4.75%(i)

9.41%

05/2027

201

One stop+

SF + 4.75%(i)

9.49%

05/2027

79

One stop+(6)

SF + 4.75%

N/A(7)

05/2027

Common stock+

N/A

N/A

N/A

399

0.1

%

50

Table of Contents

    

    

    

    

    

    

    

    

    

Spread 

    

    

    

    

    

Fair Value

    

Percentage

Type of 

Above

Interest

(Dollars in

of Class 

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

 Rate(3)

Maturity

Thousands) (4)

Held (5)

QAD, Inc.

100 Innovation Pl

Santa Barbara, CA 93108

Software

One stop+

SF + 4.75%(h)

9.11%

11/2027

43,151

One stop+(6)

SF + 4.75%

N/A(7)

11/2027

Preferred stock+(23)

N/A

9.00% Non-Cash

N/A

1,228

0.0

%(29)

Common stock+

N/A

N/A

N/A

0.0

%(29)

QF Holdings, Inc.

315 Deaderick St, Suite 2300

Nashville, TN 37238

Healthcare Technology

One stop+

SF + 4.75%(i)

9.34%

12/2027

931

Quant Buyer, Inc.

1331 17th St, Suite 404

Denver, CO 80202

Software

One stop*+

SF + 5.25%(i)

9.79%

06/2029

7,388

One stop*

SF + 5.25%(i)

9.76%

06/2029

4,350

One stop*+

SF + 5.25%(i)

9.76%

06/2029

3,007

One stop+

SF + 5.25%(i)

9.77%

06/2029

60

One stop+(6)

SF + 5.25%

N/A(7)

06/2029

Quick Quack Car Wash Holdings, LLC

6020 West Oaks Blvd, Ste 300

Rocklin, CA 95765

Automobiles

One stop+

SF + 4.75%(h)

9.11%

06/2031

4,189

One stop+

SF + 4.75%(h)

9.12%

06/2031

93

One stop+(6)

SF + 4.75%

N/A(7)

06/2031

LP units+

N/A

N/A

N/A

1,217

0.1

%

LLC units+

N/A

N/A

N/A

236

0.0

%(29)

Radiance Borrower, LLC

300 Union Blvd, Suite 600

Lakewood, CO 80228

Specialty Retail

One stop+(25)

SF + 5.75%(h)

7.36% cash/2.75% PIK

06/2031

21,656

One stop+

SF + 5.25%(h)

9.61%

06/2031

410

Radiology Partners, Inc.

2101 E El Segundo Blvd, Suite 401

El Segundo, CA 90245

Healthcare Providers & Services

LLC units+

N/A

N/A

N/A

85

0.0

%(29)

LLC interest+

N/A

N/A

N/A

336

0.0

%(29)

Radwell Parent, LLC

1 Millennium Dr

Willingboro, NJ 08046

Commercial Services & Supplies

One stop˄*

SF + 5.50%(i)

9.83%

03/2029

33,859

One stop*+

SF + 5.50%(i)

9.83%

03/2029

32,546

One stop+

SF + 5.50%(i)

9.83%

03/2029

235

One stop+(6)

SF + 5.50%

N/A(7)

03/2029

(7)

LP units+

N/A

N/A

N/A

423

0.0

%(29)

Rainforest Bidco Limited

1 Mere Way, Ruddington Fields Business Park

Ruddington, ENG NG11 6JS, United Kingdom

Software

One stop+(9)(10)(11)(25)

SN + 6.30%(f)

8.20% cash/2.80% PIK

07/2029

19,137

One stop+(9)(11)(25)

SF + 6.30%(g)

7.81% cash/2.80% PIK

07/2029

3,614

One stop+(9)(10)(11)(25)

SN + 7.30%(f)

8.70% cash/3.30% PIK

07/2029

2,036

One stop+(9)(10)(11)(25)

SN + 6.30%(f)

8.20% cash/2.80% PIK

07/2029

1,407

Reaction Biology Corporation

1 Great Valley Pkwy, Suite 2

Malvern, PA 19355

Life Sciences Tools & Services

One stop+(8)(25)

SF + 6.85%(h)

6.86% cash/4.35% PIK

03/2029

4,870

One stop+(8)(25)

SF + 6.85%(h)

6.86% cash/4.35% PIK

03/2029

1,620

One stop+(8)(25)

SF + 6.85%(h)

6.86% cash/4.35% PIK

03/2029

1,078

One stop+(8)(25)

SF + 6.85%(h)(i)

6.86% cash/4.35% PIK

03/2029

173

One stop+

SF + 6.85%

N/A(7)

03/2029

LLC units+

N/A

N/A

N/A

0.0

%(29)

51

Table of Contents

    

    

    

    

    

    

    

    

    

Spread 

    

    

    

    

    

Fair Value

    

Percentage

Type of

Above

Interest

(Dollars in 

of Class 

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

 Rate(3)

Maturity

Thousands) (4)

Held (5)

Recordxtechnologies, LLC

910 Louisiana St, Suite 4500

Houston, TX 77002

IT Services

One stop*

SF + 5.25%(i)

9.58%

12/2027

18,825

One stop*

SF + 5.25%(i)

9.58%

12/2027

12,521

One stop+

SF + 5.25%(i)

9.58%

12/2027

1,764

One stop+

SF + 5.25%(i)

9.58%

12/2027

892

One stop+

SF + 5.25%(i)

9.58%

12/2027

2

RegEd Aquireco, LLC

2100 Gateway Centre Blvd, Suite 200

Morrisville, NC 27560

Software

LP interest+

N/A

N/A

N/A

169

0.1

%

Preferred stock+

N/A

N/A

N/A

32

0.0

% (29)

LP interest+

N/A

N/A

N/A

0.0

% (29)

ReliaQuest Holdings, LLC

777 S Harbour Island Blvd, Suite 500

Tampa, FL 33602

IT Services

One stop+(25)

SF + 6.75%(i)

7.71% cash/3.63% PIK

04/2031

11,818

One stop+(6)

SF + 6.75%

N/A(7)

04/2031

One stop+(6)

SF + 6.25%

N/A(7)

04/2031

Revalize, Inc.

8800 Baymeadows Way W, Suite 500

Jacksonville, FL 32256

Internet and Direct Marketing Retail

One stop˄+

SF + 5.75%(i)

10.49%

04/2027

18,411

One stop˄+

SF + 5.75%(i)

10.49%

04/2027

10,776

One stop˄+

SF + 5.75%(i)

10.49%

04/2027

5,343

One stop˄+

SF + 5.75%(i)

10.49%

04/2027

3,218

One stop+

SF + 5.75%(i)

10.49%

04/2027

2,191

One stop+

SF + 5.75%(i)

10.49%

04/2027

2,151

One stop+

SF + 5.75%(h)(i)

10.43%

04/2027

286

One stop+

SF + 5.75%(i)

10.49%

04/2027

206

Preferred stock+

N/A

N/A

N/A

22,574

15.7

%

Preferred stock+

N/A

N/A

N/A

13,550

9.4

%

Preferred stock+

N/A

N/A

N/A

8,836

6.1

%

Preferred stock+

N/A

N/A

N/A

3,365

2.3

%

Riskonnect Parent, LLC

380 Interstate N Pkwy SE, Suite 400

Atlanta, GA 30339

Software

One stop*+

SF + 5.00%(i)

9.48%

12/2028

44,494

One stop+

SF + 5.00%(i)

9.48%

12/2028

2,087

One stop+

SF + 5.25%(i)

9.58%

12/2028

804

One stop+

SF + 5.25%(i)

9.58%

12/2028

566

One stop+(6)

SF + 5.00%

N/A(7)

12/2028

(18)

One stop+(6)

SF + 5.25%

N/A(7)

12/2028

(21)

Preferred stock+(23)

N/A

11.00% Non-Cash

N/A

33,024

3.3

%

LP interest+

N/A

N/A

N/A

1,553

0.2

%

Preferred stock+(23)

SF + 10.50%(i)

14.83% Non-Cash

N/A

966

0.1

%

Preferred stock+(23)

N/A

10.50% Non-Cash

N/A

54

0.0

% (29)

52

Table of Contents

    

    

    

    

    

    

    

    

    

Spread

    

    

    

    

    

Fair Value

    

Percentage

Type of

Above

Interest

(Dollars in

of Class 

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

Thousands) (4)

Held (5)

RJW Group Holdings, Inc.

11240 Katherine’s Crossing, Suite 400

Woodridge, IL 60517

Air Freight & Logistics

One stop+

SF + 5.25%(i)

9.58%

11/2031

45,486

One stop+(6)

SF + 5.25%

N/A(7)

11/2031

(34)

LP units+

N/A

N/A

N/A

4,370

0.7

%

Rodeo Buyer Company & Absorb Software Inc.

1011 9th Ave SE, Suite 275

Calgary, AB T2G 0H7, Canada

Software

One stop+

SF + 6.25%(h)

10.61%

05/2027

12,959

One stop˄+

SF + 6.25%(h)

10.71%

05/2027

7,578

One stop+(6)

SF + 6.25%

N/A(7)

05/2027

RPL Bidco Limited

67-74 Saffron Hill, 3rd Floor

London EC1N 8QX, United Kingdom

Real Estate Management & Development

One stop+(9)(10)(11)

SN + 5.50%(f)

10.20%

08/2028

26,133

One stop+(9)(10)(11)

A + 5.50%(e)

9.98%

08/2028

10,894

One stop+(9)(10)(11)

SN + 5.50%(f)

10.20%

08/2028

5,662

One stop+(9)(10)(11)

A + 5.50%(e)

9.98%

08/2028

2,645

One stop+(9)(10)(11)

SN + 5.50%

N/A(7)

02/2028

Ruby Slipper Cafe LLC, The

315 S Broad St

New Orleans, LA 70119

Food & Staples Retailing

One stop+

SF + 7.50%(i)

11.98%

07/2025

2,299

One stop+

SF + 7.50%(i)

11.98%

07/2025

514

One stop+

SF + 7.50%(i)

11.98%

07/2025

339

One stop+

SF + 7.50%(i)

11.98%

07/2025

190

One stop+

SF + 7.50%(i)

N/A(7)

07/2025

LLC interest+

N/A

N/A

N/A

159

0.6

%

LLC units+

N/A

N/A

N/A

49

0.2

%

LLC interest+

N/A

N/A

N/A

48

0.2

%

RW AM Holdco LLC

75 Executive Dr, Suite 200

Aurora, IL 60504

Diversified Consumer Services

One stop+

SF + 5.25%(i)

9.68%

04/2028

23,671

One stop+(6)

SF + 5.25%

N/A(7)

04/2028

(30)

S.J. Electro Systems, LLC

22650 County Hwy 6

Detroit Lakes, MN 56501

Water Utilities

Senior secured*

SF + 4.75%(i)

9.49%

06/2027

24,409

Senior secured*

SF + 4.75%(i)

9.49%

06/2027

18,727

Senior secured+

SF + 4.75%(i)

9.49%

06/2027

1,182

Senior secured+

SF + 4.75%(i)

9.26%

06/2027

384

Sage Dental Management, LLC

950 Broken Sound Pkwy, Suite 250

Boca Raton, FL 33487

Healthcare Providers & Services

LLC units+

N/A

N/A

N/A

579

0.3

%

LLC units+

N/A

N/A

N/A

0.0

% (29)

SailPoint Technologies Holdings, Inc.

11120 Four Points Dr, Suite 100

Austin, TX 78726

Software

One stop˄+

SF + 6.00%(i)

10.52%

08/2029

9,585

One stop+(6)

SF + 6.00%

N/A(7)

08/2028

53

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Salon Lofts Group, LLC

 

226 N 5th St, Suite 530

    

Columbus, OH 43215

Specialty Retail

Senior secured+

SF + 5.75%(i)

10.08%

08/2028

5,243

 

Second lien+(25)

SF + 9.00%(i)

13.33% PIK

09/2029

3,150

 

Second lien+(25)

SF + 9.00%(i)

13.33% PIK

09/2029

1,671

 

Second lien+(25)

SF + 9.00%(i)

13.33% PIK

09/2029

817

 

Second lien+(25)

SF + 9.00%(i)

13.33% PIK

09/2029

608

 

Senior secured+

SF + 5.75%(i)

10.08%

08/2028

539

 

Second lien+(25)

SF + 9.00%(i)

13.33% PIK

09/2029

423

 

Senior secured+

SF + 5.75%(i)

10.08%

08/2028

349

 

Senior secured+

SF + 5.75%(i)

10.08%

08/2028

342

 

Senior secured+(24)

SF + 5.75%(i)

10.08%

08/2028

271

 

Senior secured+

SF + 5.75%(i)

10.08%

08/2028

169

 

Senior secured+

SF + 5.75%(i)

10.08%

08/2028

155

 

Second lien+(25)

SF + 9.00%(i)

13.33% PIK

09/2029

155

 

Senior secured+

SF + 5.75%(i)

10.08%

08/2028

113

 

Senior secured+

SF + 5.75%(i)

10.08%

08/2028

105

 

Senior secured+

SF + 5.75%(i)

10.08%

08/2028

86

 

Senior secured+

SF + 5.75%(i)

10.08%

08/2028

79

 

Senior secured+

SF + 5.75%(i)

10.08%

08/2028

40

 

Senior secured+

SF + 5.75%(i)

10.08%

08/2028

23

 

Senior secured+(6)

SF + 5.75%

N/A(7)

08/2028

 

LP units+

N/A

N/A

N/A

100

0.1

%

Sapphire Bidco Oy

 

Linnoitustie 2, Cello-rakennus, PL 97

Espoo 02601, Finland

Software

One stop+(9)(10)(17)

E + 5.50%(c)

8.68%

07/2029

47,324

 

One stop+(9)(10)(17)

E + 5.75%(c)

8.97%

07/2029

3,877

 

One stop+(9)(10)(17)

E + 5.75%(c)

9.00%

07/2029

1,429

Saturn Borrower Inc.

 

8800 E Raintree Dr, Suite 110

Scottsdale, AZ 85260

IT Services

One stop*+

SF + 6.50%(i)

10.98%

09/2026

27,463

 

One stop+

SF + 6.50%(h)(i)

10.98%

09/2026

459

 

LP units+

N/A

N/A

N/A

331

0.1

%

SC Landco Parent, LLC

 

2125 E Katella Ave

Anaheim, CA 92806

Real Estate Management & Development

Common stock+

N/A

N/A

N/A

260

0.6

%

SDC Holdco, LLC

 

55 Waugh Drive Suite 1200

Houston, TX 77007

Hotels, Restaurants & Leisure

One stop*

SF + 5.00%(i)

9.33%

06/2031

21,737

 

Second lien+(25)

SF + 8.50%(i)

12.83% PIK

06/2032

3,452

 

One stop+

SF + 5.00%(i)

9.33%

06/2031

96

54

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Severin Acquisition, LLC

 

150 Parkshore Dr

    

Folsom, CA 95630

Diversified Consumer Services

One stop+(25)

SF + 5.00%(h)

7.11% cash/2.25% PIK

10/2031

35,391

 

One stop+(6)

SF + 4.75%

N/A(7)

10/2031

 

One stop+(6)

SF + 4.75%

N/A(7)

10/2031

Shoes For Crews Global, LLC

 

5000 T Rex Ave

Boca Raton, FL 33431

Textiles, Apparel & Luxury Goods

Senior secured+

SF + 6.50%(h)

11.17%

07/2029

1,299

 

Senior secured+(25)

SF + 7.00%(h)

6.67% cash/5.00% PIK

07/2029

727

 

Senior secured+

SF + 6.50%(h)

11.17%

07/2029

420

 

Senior secured+(6)

SF + 6.50%

N/A(7)

07/2029

 

LLC units+

N/A

N/A

N/A

1,147

0.0

% (29)

SnapLogic, Inc.

 

1825 S Grant St, 5th Floor

San Mateo, CA 94402

Software

Preferred stock+

N/A

N/A

N/A

2,047

0.3

%

 

Warrant+

N/A

N/A

N/A

527

0.1

%

Sonatype, Inc.

 

8161 Maple Lawn Blvd, Suite 250

Fulton, MD 20759

Software

One stop˄+

SF + 5.50%(h)

10.01%

01/2028

69,460

 

One stop+

SF + 5.50%

N/A(7)

01/2028

Southern Veterinary Partners, LLC

 

800 Shades Creek Pkwy, Suite 625

Birmingham, AL 35209

Specialty Retail

LLC units+(23)

N/A

10.00% Non-Cash

N/A

4,912

0.1

%

 

LLC units+(23)

N/A

10.00% Non-Cash

N/A

408

0.1

%

 

LLC units+

N/A

N/A

N/A

259

0.1

%

 

LLC units+

N/A

N/A

N/A

22

0.1

%

 

LLC units+(23)

N/A

10.00% Non-Cash

N/A

48

0.1

%

 

LLC units+(23)

N/A

10.00% Non-Cash

N/A

4

0.1

%

 

LLC units+

N/A

N/A

N/A

2

0.1

%

 

LLC units+

N/A

N/A

N/A

0.1

%

Spark Bidco Limited

 

Pennyfoot St, BioCity

Nottingham NG1 1GR, United Kingdom

Pharmaceuticals

Senior secured+(9)(10)(11)(25)

SN + 4.88%(f)

8.45% cash/1.13% PIK

08/2028

34,057

 

Senior secured+(9)(10)(11)

SN + 6.00%(f)

10.70%

08/2028

5,200

 

Senior secured+(9)(10)(11)(25)

SN + 4.88%(f)

8.45% cash/1.13% PIK

08/2028

4,128

 

Senior secured+(9)(11)

SF + 6.00%(i)

10.33%

08/2028

3,991

 

Senior secured+(9)(10)(11)(25)

SN + 4.88%(f)

8.45% cash/1.13% PIK

08/2028

3,613

 

Senior secured+(6)(9)(10)(11)

SN + 4.88%

N/A(7)

02/2028

(6)

Spartan Buyer Acquisition Co.

 

210 W Kensinger Dr, Suite 100

Cranberry Township, PA 16066

Software

One stop˄*+(25)

SF + 7.50%(j)

11.24% cash/1.00% PIK

06/2027

44,258

 

One stop+(25)

SF + 7.50%(j)

11.24% cash/1.00% PIK

06/2027

2,822

 

One stop+(6)(25)

P + 6.50%(a)

13.00% cash/1.00% PIK

06/2027

(2)

 

Common stock+

N/A

N/A

N/A

591

0.1

%

 

Preferred stock+

N/A

N/A

N/A

134

0.0

% (29)

SPF Borrower LLC

 

5310 Harvest Hill Rd, Suite 290

Dallas, TX 75230

Healthcare Providers & Services

One stop+(25)(27)

SF + 6.25%(i)

8.73% cash/2.00% PIK

02/2028

16,191

 

One stop+(27)

SF + 9.50%(i)

13.98%

02/2028

8,333

One stop+(27)

SF + 6.25%

N/A(7)

02/2028

LLC units+(27)

N/A

N/A

N/A

13,817

8.8

%

SSRG Holdings, LLC

2839 Paces Ferry Rd SE, Suite 500

Atlanta, GA 30339

Hotels, Restaurants & Leisure

One stop*

SF + 4.75%(i)

9.08%

11/2027

12,502

One stop*+

SF + 4.75%(i)

9.08%

11/2027

7,763

One stop+

SF + 4.75%(i)

9.08%

11/2027

1,272

One stop+

SF + 4.75%(i)

9.08%

11/2027

612

LP interest+

N/A

N/A

N/A

580

0.3

%

55

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Super REGO, LLC

 

980 Hammond Dr, Suite 1100

    

Atlanta, GA 30328

Hotels, Restaurants & Leisure

Subordinated debt+(25)

N/A

15.00% PIK

03/2030

112

Surewerx Purchaser III, Inc. & Jet Equipment & Tools Ltd.

 

49 Schooner St

Coquitlam, BC V3K 0B3, Canada

Specialty Retail

One stop˄+(9)

SF + 5.25%(i)

9.58%

12/2029

29,435

 

One stop+(9)(10)

CA + 5.25%(l)

8.42%

12/2029

7,541

 

One stop+(9)

SF + 5.25%(i)

9.58%

12/2028

571

 

One stop+(9)(10)

CA + 5.25%(l)

8.42%

12/2028

30

 

One stop+(6)(9)

SF + 5.25%

N/A(7)

12/2029

Suveto Buyer, LLC

 

441 E Hector St, Suite 300

Conshohocken, PA 19428

Healthcare Providers & Services

One stop*+

SF + 4.75%(h)

9.11%

09/2027

27,568

 

One stop+

SF + 4.75%(h)

9.11%

09/2027

6,559

 

One stop+

P + 3.75%(a)

11.25%

09/2027

16

 

Common stock+

N/A

N/A

N/A

517

0.1

%

Switchfly LLC

 

1200 17th St, Floor 10

Denver, CO 80202

Software

One stop+(25)(27)

N/A

1.00% PIK

10/2026

1,276

 

Preferred stock+(27)

N/A

N/A

N/A

5,692

16.1

%

 

LLC interest+(27)

N/A

N/A

N/A

815

2.3

%

 

LLC units+(27)

N/A

N/A

N/A

585

1.7

%

Symplr Software, Inc.

 

315 Capitol St, Suite 100

Houston, TX 77090

Healthcare Technology

Preferred stock+(23)

N/A

11.00% Non-Cash

N/A

19,766

0.7

%

 

Preferred stock+(23)

SF + 10.50%(i)

14.83% Non-Cash

N/A

6,953

0.3

%

 

Preferred stock+(23)

N/A

11.00% Non-Cash

N/A

2,623

0.0

% (29)

 

Preferred stock+(23)

N/A

11.00% Non-Cash

N/A

1,534

0.1

%

 

Common stock+

N/A

N/A

N/A

1,090

0.0

% (29)

 

LLC units+

N/A

N/A

N/A

190

0.0

% (29)

Teaching Company, The

 

4840 Westfields Blvd, Suite 500

Chantilly, VA 20151

Professional Services

One stop+

SF + 5.75%(j)

11.09%

01/2026

13,568

 

One stop+

SF + 5.75%

N/A(7)

01/2026

Tebra Technologies, Inc.

 

1111 Bayside Dr, Suite 150

Corona Del Mar, CA 92625

Healthcare Technology

One stop+(25)

SF + 8.00%(i)

8.98% cash/3.50% PIK

06/2025

11,362

 

One stop+(25)

SF + 8.00%(i)

8.98% cash/3.50% PIK

06/2025

11,060

 

One stop+(25)

SF + 8.00%(i)

8.98% cash/3.50% PIK

06/2025

7,287

 

One stop+(25)

SF + 8.00%(i)

8.98% cash/3.50% PIK

06/2025

1,874

 

One stop+(25)

SF + 8.00%(i)

8.98% cash/3.50% PIK

06/2025

1,666

 

One stop+(25)

SF + 8.00%(i)

8.98% cash/3.50% PIK

06/2025

1,249

 

One stop+(25)

SF + 8.00%(i)

8.98% cash/3.50% PIK

06/2025

1,041

 

One stop+(25)

SF + 8.00%(i)

8.98% cash/3.50% PIK

06/2025

833

 

One stop+(25)

SF + 8.00%(i)

8.98% cash/3.50% PIK

06/2025

166

 

One stop+(25)

SF + 8.00%(i)

8.98% cash/3.50% PIK

06/2025

88

 

LLC interest+

N/A

N/A

N/A

3,477

0.6

%

Warrant+

N/A

N/A

N/A

541

0.1

%

Warrant+

N/A

N/A

N/A

18

0.0

% (29)

Preferred stock+

N/A

N/A

N/A

11

0.0

% (29)

Telesoft Holdings LLC

1040 University Ave, Suite 200

Rochester, NY 14607

Software

One stop˄*+

SF + 5.75%(h)

10.21%

12/2026

21,130

One stop+

SF + 6.25%(h)

10.71%

12/2026

1,429

One stop+

SF + 5.75%(h)

10.19%

12/2026

79

LP interest+

N/A

N/A

N/A

122

0.0

%(29)

56

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Templafy APS and Templafy, LLC

 

Wilders Plads 15A

    

Copenhagen 1403, Denmark

Software

One stop+(9)(19)

SF + 6.00%(h)

10.46%

07/2028

4,800

 

One stop+(9)(19)

SF + 6.00%

N/A(7)

07/2028

 

Warrant+(9)(19)

N/A

N/A

N/A

106

0.0

% (29)

TI Intermediate Holdings, LLC

 

400 Northridge Rd, Suite 1000

Atlanta, GA 30350

Software

Senior secured*+(25)

SF + 5.50%(i)

8.93% cash/1.00% PIK

06/2027

3,681

 

Senior secured+(25)

SF + 5.50%(i)

8.93% cash/1.00% PIK

06/2027

972

 

Senior secured+(25)

SF + 5.50%(i)

8.93% cash/1.00% PIK

06/2027

610

 

Senior secured+(25)

SF + 5.50%(i)

8.93% cash/1.00% PIK

06/2027

458

 

Senior secured+(25)

SF + 5.50%(i)

8.93% cash/1.00% PIK

06/2027

168

 

Senior secured+(25)

SF + 5.50%(i)

8.93% cash/1.00% PIK

06/2027

32

TIDI Legacy Products, Inc.

 

570 Enterprise Dr

Neenah, WI 54956

Healthcare Equipment & Supplies

One stop+

SF + 5.25%(h)

9.61%

12/2029

3,511

 

One stop+

SF + 5.50%

N/A(7)

12/2029

 

One stop+

SF + 5.50%

N/A(7)

12/2029

Titan Fitness, LLC

 

2517 Midway Rd

Carrollton, TX 75006

Specialty Retail

One stop+(25)

SF + 7.25%(i)

9.49% cash/2.50% PIK

10/2026

33,436

 

One stop+(25)

SF + 7.25%(i)

9.49% cash/2.50% PIK

10/2026

2,425

 

One stop+(25)

SF + 7.25%(h)(i)

9.36% cash/2.50% PIK

10/2026

243

Togetherwork Holdings, LLC

 

Two Ravinia Dr, Suite 500

Atlanta, GA 30346

Software

One stop*

SF + 5.00%(h)

9.36%

05/2031

27,902

 

One stop+

SF + 5.00%(h)

9.36%

05/2031

699

 

One stop+(6)

SF + 5.00%

N/A(7)

05/2031

 

Preferred stock+

N/A

N/A

N/A

1,405

0.2

%

Transaction Data Systems, Inc.

 

788 Montgomery Ave

Ocoee, FL 34761

Healthcare Technology

One stop˄*+

SF + 4.50%(i)

8.98%

02/2026

74,485

 

One stop+(6)

SF + 4.50%

N/A(7)

02/2026

(3)

Transform Bidco Limited

 

60 Buckingham Palace Rd, 4th Floor

London SW1W 0AH, United Kingdom

Software

One stop+(9)(11)

SF + 7.00%(i)

11.58%

01/2031

5,405

 

One stop+(9)(10)(11)

A + 7.00%(e)

11.44%

01/2031

3,771

 

One stop+(9)(10)(11)

SN + 7.00%(f)

11.70%

01/2031

595

 

One stop+(9)(11)

SF + 7.00%(h)

11.52%

06/2030

34

 

One stop+(6)(9)(11)

SF + 7.00%

N/A(7)

01/2031

Trinity Air Consultants Holdings Corporation

 

12700 Park Central Dr, Suite 2100

Dallas, TX 75251

Commercial Services & Supplies

One stop+

SF + 5.25%(j)

9.76%

06/2028

2,638

 

One stop+

SF + 5.25%(j)

10.01%

06/2028

531

 

One stop+

SF + 5.25%(j)

9.78%

06/2028

495

 

One stop+

SF + 5.25%

N/A(7)

06/2028

 

One stop+

SF + 4.50%

N/A(7)

06/2028

Triple Lift, Inc.

 

400 Lafayette St, 5th Floor

New York, NY 10003

Media

One stop˄*

SF + 5.75%(i)

10.25%

05/2028

6,990

 

One stop+

SF + 5.75%(i)

10.25%

05/2028

1,491

One stop+(6)

SF + 5.75%

N/A(7)

05/2028

(6)

Tronair Parent, Inc.

1 Air Cargo Pkwy E

Swanton, OH 43558

Aerospace & Defense

LLC units+

N/A

N/A

N/A

65

0.0

% (29)

TWAS Holdings, LLC

115 E Main St, PO Drawer 311

Thomaston, GA 30286

Automobiles

One stop*

SF + 6.75%(h)

11.21%

12/2026

46,683

One stop*+

SF + 6.75%(h)

11.21%

12/2026

41,699

One stop*

SF + 6.75%(h)

11.21%

12/2026

10,826

One stop+

SF + 6.75%(h)

11.21%

12/2026

8,267

One stop+

SF + 6.75%(h)

11.21%

12/2026

5,250

One stop+(6)

SF + 6.75%

N/A(7)

12/2026

Unchained Labs, LLC

6870 Koll Center Pkwy

Pleasonton, CA 94566

Life Sciences Tools & Services

Senior secured+

SF + 5.50%(h)

9.91%

08/2027

1,382

Senior secured+

SF + 5.50%(h)

9.91%

08/2027

1,167

Senior secured+(6)

SF + 5.50%

N/A(7)

08/2027

57

Table of Contents

Spread

Fair Value

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

    

Address

    

Industry

    

Investment(1)

    

Index(2)

    

Rate(3)

    

Maturity

    

Thousands)(4)

    

Held(5)

Vantage Bidco GMBH

 

Charlottenstraße 17

    

Berlin 10117, Germany

 

Software

 

One stop+(9)(10)(20)(25)

E + 6.25%(c)

 

5.85% cash/3.13% PIK

04/2031

 

8,057

 

 

 

 

 

One stop+(6)(9)(10)(20)

E + 6.25%

 

N/A(7)

10/2030

 

(9)

 

Varicent Intermediate Holdings Corporation

 

4711 Yonge St, Suite 300

 

Toronto, ON M2N 6K8, Canada

 

Professional Services

 

One stop+(25)

SF + 6.00%(i)

 

7.08% cash/3.25% PIK

08/2031

 

48,248

 

 

 

 

 

One stop+(6)

SF + 5.50%

 

N/A(7)

08/2031

 

 

 

 

 

 

One stop+(6)

SF + 6.00%

 

N/A(7)

08/2031

 

 

Varinem German Midco GMBH

 

Joseph-Schumpeter-Allee 19

 

Bonn 53227, Germany

 

Software

 

One stop+(9)(10)(20)

E + 5.75%(d)

 

8.58%

07/2031

 

6,855

 

 

 

 

 

One stop+(9)(10)(20)

E + 5.75%

 

N/A(7)

07/2031

 

 

Vendavo, Inc.

 

1401 17th St, Suite 800

 

Denver, CO 80202

 

Software

 

One stop+

SF + 5.75%(i)

 

10.29%

09/2027

 

25,941

 

 

 

 

 

One stop+

SF + 5.75%(i)(j)

 

10.17%

09/2027

 

1,680

 

 

 

 

 

One stop+

SF + 5.75%(i)

 

10.28%

09/2027

 

946

 

Veranex, Inc.

 

5420 Wade Park Blvd, Suite 204

 

Raleigh, NC 27607

 

Healthcare Technology

 

Senior secured+(8)(25)

SF + 6.75%(j)

 

5.44% cash/5.75% PIK

04/2028

 

2,471

 

 

 

 

 

Senior secured+(8)(25)

SF + 6.75%(j)

 

5.44% cash/5.75% PIK

04/2028

 

291

 

 

 

 

 

Senior secured+(8)(25)

SF + 6.75%(i)(j)

 

5.44% cash/5.75% PIK

04/2028

 

74

 

Vermont Aus Pty Ltd

 

5/28 Balaclava St

 

Woolloongabba, AB 4102, Australia

 

Specialty Retail

 

One stop+(9)(10)(12)

A + 5.75%(e)

 

10.22%

03/2028

 

8,449

 

 

 

 

 

One stop+(9)(10)(12)

A + 5.75%(e)

 

10.22%

03/2028

 

8,266

 

Vessco Midco Holdings, LLC

 

8217 Upland Cir

 

Chanhassen, MN 55317

 

Water Utilities

 

One stop*

SF + 4.75%(h)(j)

 

9.43%

07/2031

 

22,500

 

 

 

 

 

One stop+

SF + 4.75%(j)

 

9.04%

07/2031

 

1,975

 

 

 

 

 

One stop+(6)

SF + 4.75%

 

N/A(7)

07/2031

 

 

Viper Bidco, Inc.

 

1575 Sawdust Rd, Suite 600

 

The Woodlands, TX 77380

 

Software

 

One stop+

SF + 5.00%(i)

 

9.52%

11/2031

 

37,986

 

 

 

 

 

One stop+(9)(10)

SN + 5.00%(f)

 

9.70%

11/2031

 

17,405

 

 

 

 

 

One stop+(6)

SF + 5.00%

 

N/A(7)

11/2031

 

(19)

 

 

 

 

 

One stop+(6)

SF + 5.00%

 

N/A(7)

11/2031

 

(24)

 

Virginia Green Acquisition, LLC

 

2701 Emerywood Pkwy, Suite 100

 

Richmond, VA 23294

 

Diversified Consumer Services

 

One stop+

SF + 5.25%(j)

 

9.53%

12/2030

 

2,409

 

 

 

 

 

One stop+

SF + 5.25%(j)

 

9.56%

12/2030

 

121

 

 

 

 

 

One stop+

SF + 5.25%

 

N/A(7)

12/2029

 

 

 

 

 

 

LP units+

N/A

 

N/A

N/A

 

461

 

0.1

%

VSG Acquisition Corp. and Sherrill, Inc.

 

496 Gallimore Dairy Rd, Suite D

 

Greensboro, NC 27409

 

Specialty Retail

 

One stop*

SF + 6.00%(h)

 

10.47%

04/2028

 

11,840

 

 

 

 

 

One stop+

SF + 6.00%(h)

 

10.47%

04/2028

 

2,048

 

 

One stop+

SF + 6.00%(h)

10.47%

04/2028

1,581

 

One stop+

SF + 6.00%(h)

10.47%

04/2028

22

 

LP units+

N/A

N/A

N/A

68

0.0

% (29)

W3 Co.

 

3151 Briarpark Dr., Suite 500

Houston, TX 77042

Oil, Gas & Consumable Fuels

LLC interest+

N/A

N/A

N/A

1,755

0.4

%

 

 

 

 

Preferred stock+

N/A

 

N/A

N/A

 

260

 

0.1

%

58

Table of Contents

    

    

    

    

    

Spread 

    

    

    

Fair Value

    

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

 Thousands) (4)

 Held (5)

Watermill Express, LLC

177 W Jessup St

 

Brighton, CO 80601

 

Beverages

 

One stop˄*

 

SF + 5.25%(i)

 

9.73%

07/2029

 

3,071

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.73%

07/2029

 

742

 

 

 

 

One stop+

 

SF + 4.75%(i)

 

9.23%

07/2029

 

580

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.77%

07/2029

 

371

 

 

 

 

One stop+

 

SF + 5.25%(i)

 

9.73%

07/2029

 

297

 

 

 

 

One stop+

 

SF + 5.25%(h)(i)

 

9.81%

07/2029

 

209

 

WBZ Investment, LLC

1890 Wynkoop St, Unit 1

 

Denver, CO 80202

 

Leisure Products

 

One stop+

 

SF + 6.75%(i)

 

11.23%

03/2027

 

7,778

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.23%

03/2027

 

1,713

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.23%

03/2027

 

1,191

 

 

 

 

One stop+

 

SF + 6.75%(i)

 

11.23%

03/2027

 

628

 

 

 

 

One stop+

 

SF + 6.75%

 

N/A(7)

03/2027

 

 

 

 

 

LLC interest+

 

N/A

 

N/A

N/A

 

100

 

0.1

%

 

 

 

LLC interest+

 

N/A

 

N/A

N/A

 

69

 

0.1

%

 

 

 

LLC interest+

 

N/A

 

N/A

N/A

 

55

 

0.1

%

 

 

 

LLC interest+

 

N/A

 

N/A

N/A

 

49

 

0.1

%

 

 

 

LLC interest+

 

N/A

 

N/A

N/A

 

21

 

0.0

% (29)

 

 

 

LLC interest+

 

N/A

 

N/A

N/A

 

2

 

0.0

% (29)

Wealth Enhancement Group, LLC

505 N Highway 169, Suite 900

 

Plymouth, MN 55441

 

Diversified Financial Services

 

One stop+

 

SF + 5.00%(i)

 

9.57%

10/2028

 

3,968

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.57%

10/2028

 

2,861

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

10/2028

 

(3)

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

10/2028

 

(21)

 

WebPT, Inc.

625 S 5th St

 

Phoenix, AZ 85004

 

Software

 

One stop+

 

SF + 6.25%(i)

 

10.86%

01/2028

 

912

 

Wildcat TopCo, Inc.

9730 Northcross Center Ct

 

Huntersville, NC 28078

 

Electrical Equipment

 

One stop+

 

SF + 5.00%(h)

 

9.36%

11/2031

 

23,243

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

11/2031

 

(42)

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

11/2031

 

(21)

 

 

 

 

LP units+

 

N/A

 

N/A

N/A

 

503

 

1.4

%

Winebow Holdings, Inc.

4800 Cox Rd, Suite 300

 

Glen Allen, VA 23060

 

Beverages

 

One stop*

 

SF + 6.25%(h)

 

10.71%

12/2027

 

8,488

 

Wineshipping.com LLC

50 Technology Ct

 

Napa, CA 94558

 

Food & Staples Retailing

 

One stop+

 

SF + 5.75%(j)

 

10.74%

10/2027

 

8,587

 

 

 

 

One stop+

 

SF + 5.75%(j)

 

10.45%

10/2027

 

235

 

 

 

 

One stop+

 

SF + 5.75%(a)(i)(j)

 

10.59%

10/2027

 

128

 

Wizard Bidco Limited

Gloucester House, Unit Q, Bourne End Business Park

Bourne End, ENG SL8 5AS, United Kingdom

Food Products

One stop+(9)(11)

SF + 6.00%(i)

10.33%

03/2029

22,740

One stop+(9)(10)(11)(25)

SN + 5.00%(f)

8.20% cash/1.50% PIK

03/2029

9,870

One stop+(9)(10)(11)

SN + 6.00%(f)

10.70%

03/2029

7,787

 

One stop+(9)(10)(11)

 

SN + 4.75%(f)

 

9.45%

09/2028

 

180

 

  

 

  

 

  

 

One stop+(6)(9)(10)(11)

 

SN + 6.00%

 

N/A(7)

03/2029

 

 

59

Table of Contents

    

    

    

    

    

Spread 

    

    

    

Fair Value

    

Percentage

Type of

Above

Interest

(Dollars in

of Class

Name of Portfolio Company

Address

Industry

Investment (1)

Index (2)

Rate(3)

Maturity

 Thousands) (4)

 Held (5)

WPEngine, Inc.

504 Lavaca St, Suite 1000

 

Austin, TX 78701

 

IT Services

 

One stop+

 

SF + 6.50%(h)

 

10.90%

08/2029

 

5,438

 

 

 

 

One stop+

 

SF + 6.50%

 

N/A(7)

08/2029

 

 

WRE Holding Corp.

46 Lizotte Dr, Suite 1000

 

Marlborough, MA 01752

 

Commercial Services & Supplies

 

One stop*

 

SF + 5.00%(j)

 

9.25%

07/2031

 

16,473

 

 

 

 

One stop+

 

SF + 5.00%(j)

 

9.52%

07/2031

 

1,355

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

07/2030

 

 

WU Holdco, Inc.

755 Tri-State Pkwy

 

Gurnee, IL 60031

 

Household Products

 

One stop*+

 

SF + 5.00%(i)

 

9.33%

03/2027

 

4,836

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.33%

03/2027

 

1,709

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.33%

03/2027

 

1,563

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.33%

03/2027

 

444

 

 

 

 

One stop+

 

SF + 5.00%(i)

 

9.33%

03/2027

 

73

 

YE Brands Holding, LLC

1010 B St, Suite 450

 

San Rafael, CA 94901

 

Hotels, Restaurants & Leisure

 

One stop*

 

SF + 4.75%(i)

 

9.08%

10/2027

 

17,588

 

 

 

 

One stop+

 

SF + 4.75%(i)

 

9.08%

10/2027

 

968

 

 

 

 

One stop+

 

SF + 4.75%(i)

 

9.08%

10/2027

 

68

 

YI, LLC

2260 Wendt St

 

Algonquin, IL 60102

 

Healthcare Equipment & Supplies

 

One stop+

 

SF + 5.75%(i)

 

10.39%

12/2029

 

4,419

 

 

 

 

One stop+(6)

 

SF + 5.75%

 

N/A(7)

12/2029

 

 

 

 

 

One stop+(6)

 

SF + 5.75%

 

N/A(7)

12/2029

 

 

Yorkshire Parent, Inc.

1983 Brennan Plz

 

High Ridge, MO 63049

 

Automobiles

 

One stop+

 

SF + 6.00%(i)

 

10.33%

12/2029

 

2,629

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.52%

12/2029

 

214

 

 

 

 

One stop+

 

SF + 6.00%(i)

 

10.33%

12/2029

 

14

 

 

 

 

LP units+

 

N/A

 

N/A

N/A

 

600

 

0.2

%

Zarya Holdco, Inc.

950 E Paces Ferry Rd NE, Suite 800

 

Atlanta, GA 30326

 

IT Services

 

One stop+

 

SF + 6.50%(i)

 

11.01%

07/2027

 

7,229

 

 

 

 

One stop+

 

SF + 6.50%(i)

 

11.01%

07/2027

 

1,409

 

 

 

 

One stop+

 

SF + 6.50%

 

N/A(7)

07/2027

 

 

Zendesk, Inc.

989 Market St

 

San Francisco, CA 94103

 

Software

 

One stop˄+

 

SF + 5.00%(i)

 

9.33%

11/2028

 

28,577

 

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

11/2028

 

 

 

One stop+(6)

 

SF + 5.00%

 

N/A(7)

11/2028

 

 

 

 

 

LP units+

 

N/A

 

N/A

N/A

 

623

 

0.0

% (29)

˄

Denotes that all or a portion of the loan secures the notes offered in the GBDC 3 2022 Debt Securitization.

*

Denotes that all or a portion of the loan secures the notes offered in the 2024 Debt Securitization.

+

Denotes that all or a portion of the investment collateralizes the JPM Credit Facility.

(1)

Equity investments are non-income producing securities unless otherwise noted. Ownership of certain equity investments may occur through a holding company or partnership.

(2)

The majority of the investments bear interest at a rate that is permitted to be determined by reference to the Secured Overnight Financing Rate (SOFR or SF), Euro Interbank Offered Rate (EURIBOR or E), Prime (P), Sterling Overnight Index Average (SONIA or SN), Australian Interbank Rate (AUD or A) or Canadian Overnight Repo Rate Average (CORRA or CA) which reset daily, monthly, quarterly, semiannually, or annually. For each, the Company has provided the spread over the applicable index and the weighted average current interest rate in effect as of December 31, 2024. Certain investments are subject to an interest rate floor. For fixed rate loans, a spread above a reference rate is not applicable. For positions with multiple outstanding contracts, the spread for the largest outstanding contract is shown. Listed below are the index rates as of December 31, 2024, which was the last business day of the period on which the applicable index rates were determined. The actual index rate for each loan listed could not be the applicable index rate outstanding as of December 31, 2024, as the loan could have priced or repriced based on an index rate prior to December 31, 2024.

(a)Denotes that all or a portion of the contract was indexed to the Prime rate, which was 7.50% as of December 31, 2024.

(b)Denotes that all or a portion of the contract was indexed to the 30-day EURIBOR, which was 2.85% as of December 31, 2024.

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Table of Contents

(c)Denotes that all or a portion of the contract was indexed to the 90-day EURIBOR, which was 2.71% as of December 31, 2024.

(d)Denotes that all or a portion of the contract was indexed to the 180-day EURIBOR, which was 2.57% as of December 31, 2024.

(e)Denotes that all or a portion of the contract was indexed to the Three-Month AUD, which was 4.42% as of December 31, 2024.

(f)Denotes that all or a portion of the contract was indexed to SONIA, which was 4.70% as of December 31, 2024.

(g)Denotes that all or a portion of the contract was indexed to Daily SOFR, which was 4.49% as of December 31, 2024.

(h)Denotes that all or a portion of the contract was indexed to the 30-day Term SOFR which was 4.33% as of December 31, 2024.

(i)Denotes that all or a portion of the contract was indexed to the 90-day Term SOFR which was 4.31% as of December 31, 2024.

(j)Denotes that all or a portion of the contract was indexed to the 180-day Term SOFR which was 4.25% as of December 31, 2024.

(k)Denotes that all or a portion of the contract was indexed to Daily CORRA, which was 3.31% as of December 31, 2024.

(l)Denotes that all or a portion of the contract was indexed to the 90-day Term CORRA, which was 3.15% as of December 31, 2024.

(3)

For positions with multiple interest rate contracts, the interest rate shown is a weighted average current interest rate in effect as of December 31, 2024.

(4)

The fair values of investments were valued using significant unobservable inputs, unless noted otherwise.

(5)

Percentage of class held refers only to equity held, if any, calculated on a fully diluted basis.

(6)

The negative fair value is the result of the capitalized discount on the loan or the unfunded commitment being valued below par.

(7)

The entire commitment was unfunded as of December 31, 2024. As such, no interest is being earned on this investment. The investment may be subject to an unused facility fee.

(8)

Loan was on non-accrual status as of December 31, 2024, meaning that the Company has ceased recognizing interest income on the loan.

(9)

The investment is treated as a non-qualifying asset under Section 55(a) of the Investment Company Act of 1940, as amended (the 1940 Act). Under the 1940 Act, the Company cannot acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Companys total assets. As of December 31, 2024, total nonqualifying assets at fair value represented 12.9% of the Companys total assets calculated in accordance with the 1940 Act.

(10)

Investment is denominated in foreign currency and is translated into U.S. dollars as of the valuation date or the date of the transaction. See Note 2. Significant Accounting Policies and Recent Accounting Updates - Foreign Currency Transactions.

(11)

The headquarters of this portfolio company is located in the United Kingdom.

(12)

The headquarters of this portfolio company is located in Australia.

(13)

The headquarters of this portfolio company is located in Canada.

61

Table of Contents

(14)

The headquarters of this portfolio company is located in Luxembourg.

(15)

The headquarters of this portfolio company is located in Netherlands.

(16)

The headquarters of this portfolio company is located in Israel.

(17)

The headquarters of this portfolio company is located in Finland.

(18)

The headquarters of this portfolio company is located in Sweden.

(19)

The headquarters of this portfolio company is located in Denmark.

(20)

The headquarters of this portfolio company is located in Germany.

(21)

The headquarters of this portfolio company is located in France.

(22)

The headquarters of this portfolio company is located in Jersey.

(23)

We hold an equity investment that entitles it to receive preferential dividends.

(24)

The fair value of this investment was valued using Level 1 inputs.

(25)

All or a portion of the loan interest was capitalized into the outstanding principal balance of the loan in accordance with the terms of the credit agreement during the three months ended December 31, 2024.

(26)

The fair value of the loan reflects the legal claim on par and accrued uncapitalized payment-in-kind (PIK) interest.

(27)

As defined in the 1940 Act, we are deemed to be an affiliated person of the portfolio company as we own five percent or more of the portfolio companys voting securities (non-controlled affiliate).

(28)

As defined in the 1940 Act, we are deemed to be both an affiliated person of and control this portfolio company as we own more than 25% of the portfolio companys outstanding voting securities or has the power to exercise control over management or policies of such portfolio company (including through a management agreement) (controlled affiliate).

(29)

Percentage of class held is less than 0.1%.

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Table of Contents

PORTFOLIO MANAGEMENT

Each investment opportunity requires the consensus and generally receives the unanimous approval of GC Advisors’ investment committee. Follow-on investments in existing portfolio companies may require the investment committee’s approval beyond that obtained when the initial investment in the company was made. In addition, temporary investments, such as those in cash equivalents, U.S. government securities and other high-quality debt investments that mature in one year or less, may require approval by the investment committee. The day-to-day management of investments approved by the investment committee is overseen by Messrs, Lawrence Golub and David Golub. Biographical information with respect to Messrs. Lawrence and David Golub is set out under “Information About Each Director’s Experience, Qualifications, Attributes or Skills — Interested Directors” included in our most recent Definitive Proxy Statement on Schedule 14A, as may be updated from time to time in subsequent filings with the SEC.

Each of Lawrence Golub and David Golub has ownership and financial interests in, and may receive compensation and/or profit distributions from, GC Advisors. Neither Lawrence Golub nor David Golub receives any direct compensation from us. As of December 31, 2024, Lawrence Golub and David Golub each beneficially owned more than $1 million of our common stock. Lawrence Golub and David Golub are also primarily responsible for the day-to-day management of approximately 37 other pooled investment vehicles, with over $76.9 billion of capital under management, and approximately 27 other accounts, with over $9.4 billion of capital under management, in which their affiliates receive incentive fees.

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Table of Contents

DIVIDEND REINVESTMENT PLAN

We have adopted a dividend reinvestment plan that provides for reinvestment of our dividends and other distributions on behalf of our stockholders, unless a stockholder elects to receive cash as provided below. As a result, if our board of directors authorizes, and we declare, a cash dividend or other distribution, then our stockholders who have not “opted out” of our dividend reinvestment plan will have their cash distribution automatically reinvested in additional shares of our common stock, rather than receiving the cash distribution.

No action is required on the part of a registered stockholder to have their cash dividend or other distribution reinvested in shares of our common stock. A registered stockholder may elect to receive an entire distribution in cash by notifying Equiniti Trust Company, LLC (formerly American Stock Transfer & Trust Company, LLC), the plan administrator and our transfer agent and registrar, in writing so that such notice is received by the plan administrator no later than the record date for distributions to stockholders. The plan administrator will set up an account for shares acquired through the plan for each stockholder who has not elected to receive dividends or other distributions in cash and hold such shares in non-certificated form. Upon request by a stockholder participating in the plan, received in writing not less than three days prior to the record date, the plan administrator will, instead of crediting shares to the participant’s account, issue a certificate registered in the participant’s name for the number of whole shares of our common stock and a check for any fractional share.

Those stockholders whose shares are held by a broker or other financial intermediary may receive dividends and other distributions in cash by notifying their broker or other financial intermediary of their election.

We may use primarily newly issued shares to implement the plan, whether our shares are trading at a premium or at a discount to net asset value. However, we reserve the right to purchase shares in the open market in connection with our implementation of the plan. The number of shares to be issued to a stockholder is determined by dividing the total dollar amount of the distribution payable to such stockholder by the market price per share of our common stock at the close of regular trading on The Nasdaq Global Select Market on the date of such distribution, provided that in the event the market price per share on the date of such distribution exceeds the most recently computed net asset value per share, we will issue shares at the greater of the most recently computed net asset value per share or 95% of the current market price per share (or such lesser discount to the current market price per share that still exceeds the most recently computed net asset value per share). The market price per share on that date will be the closing price for such shares on The Nasdaq Global Select Market or, if no sale is reported for such day, at the average of their reported bid and asked prices. The number of shares of our common stock to be outstanding after giving effect to payment of the dividend or other distribution cannot be established until the value per share at which additional shares will be issued has been determined and elections of our stockholders have been tabulated.

There will be no brokerage charges or other charges to stockholders who participate in the plan. The plan administrator’s fees are paid by us. If a participant elects by written notice to the plan administrator prior to termination of his or her account to have the plan administrator sell part or all of the shares held by the plan administrator in the participant’s account and remit the proceeds to the participant, the plan administrator is authorized to deduct a $15.00 transaction fee plus a $0.10 per share brokerage commission from the proceeds.

Stockholders who receive dividends and other distributions in the form of stock are generally subject to the same U.S. federal, state and local tax consequences as are stockholders who elect to receive their distributions in cash; however, since their cash dividends will be reinvested, such stockholders will not receive cash with which to pay any applicable taxes on reinvested dividends. A stockholder’s basis for determining gain or loss upon the sale of stock received in a dividend or other distribution from us generally will be equal to the total dollar value of the distribution paid to the stockholder (plus withholding taxes, if any). Any stock received in a dividend or other distribution will have a new holding period for tax purposes commencing on the day following the day on which the shares are credited to the stockholder’s account. To the extent a stockholder is subject to U.S. federal withholding tax on a distribution, we will withhold the applicable tax and the balance will be reinvested in our common stock (or paid to such stockholder in cash if the stockholder has opted out of our dividend reinvestment plan).

Participants may terminate their accounts under the plan by notifying the plan administrator via its website at www. equiniti.com or by filling out the transaction request form located at the bottom of the participant’s statement and sending it to the plan administrator at the address below.

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Table of Contents

The plan may be terminated by us upon notice in writing mailed to each participant at least 30 days prior to any record date for the payment of any dividend or other distribution by us. All correspondence concerning the plan should be directed to the plan administrator by mail at Equiniti Trust Company, LLC, P.O. Box 500, Newark, NJ 07101, telephone: (718) 921-8156.

If you withdraw or the plan is terminated, you will receive the number of whole shares in your account under the plan and a cash payment for any fraction of a share in your account.

If you hold your common stock with a brokerage firm that does not participate in the plan, you will not be able to participate in the plan and any dividend reinvestment may be effected on different terms than those described above. Consult your financial advisor for more information.

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Table of Contents

MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS

The following discussion is a general summary of the material U.S. federal income tax considerations applicable to us and to an investment in our shares of common stock. This summary does not purport to be a complete description of the income tax considerations applicable to such an investment. For example, we have not described certain considerations that could be relevant to certain types of holders subject to special treatment under U.S. federal income tax laws, including stockholders subject to the alternative minimum tax, tax-exempt organizations, insurance companies, dealers in securities, traders in securities that elect to mark-to-market their securities holdings, pension plans and trusts, persons that have a functional currency (as defined in Section 985 of the Code) other than the U.S. dollar and financial institutions. This summary assumes that investors hold our common stock as capital assets (within the meaning of Section 1221 of the Code). The discussion is based upon the Code, Treasury regulations, and administrative and judicial interpretations, each as of the date of the filing of this Registration Statement and all of which are subject to change, possibly retroactively, which could affect the continuing validity of this discussion. We have not sought and will not seek any ruling from the Internal Revenue Service, or the IRS, regarding any offering of our securities. This summary does not discuss any aspects of U.S. estate or gift tax or foreign, state or local tax. It does not discuss the special treatment under U.S. federal income tax laws that could result if we invested in tax-exempt securities or certain other investment assets. For purposes of this discussion, references to “dividends” are to dividends within the meaning of the U.S. federal income tax laws and associated regulations and can include amounts subject to treatment as a return of capital under section 19(a) of the 1940 Act.

A “U.S. stockholder” is a beneficial owner of shares of our common stock that is for U.S. federal income tax purposes:

a citizen or individual resident of the United States;
a corporation, or other entity treated as a corporation for U.S. federal income tax purposes, created or organized in or under the laws of the United States or any state thereof or the District of Columbia;
an estate, the income of which is subject to U.S. federal income taxation regardless of its source; or
a trust if either a U.S. court can exercise primary supervision over its administration and one or more U.S. persons have the authority to control all of its substantial decisions or the trust was in existence on August 20, 1996, was treated as a U.S. person prior to that date, and has made a valid election to be treated as a U.S. person.

A “Non-U.S. stockholder” is a beneficial owner of shares of our common stock that is not a U.S. stockholder.

If a partnership (including an entity treated as a partnership for U.S. federal income tax purposes) holds shares of our common stock, the tax treatment of a partner in the partnership will generally depend upon the status of the partner and the activities of the partnership. A prospective investor that is a partner in a partnership that will hold shares of our common stock should consult its tax advisors with respect to the purchase, ownership and disposition of shares of our common stock.

Tax matters are very complicated and the tax consequences to an investor of an investment in our shares of common stock will depend on the facts of his, her or its particular situation. We encourage investors to consult their own tax advisors regarding the specific consequences of such an investment, including tax reporting requirements, the applicability of U.S. federal, state, local and foreign tax laws, eligibility for the benefits of any applicable tax treaty, and the effect of any possible changes in the tax laws.

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Election to Be Taxed as a RIC

As a business development company, we have elected to be treated as a RIC under Subchapter M of the Code. As a RIC, we generally will not be subject to corporate-level U.S. federal income taxes on any net ordinary income or capital gains that we timely distribute as dividends for U.S. federal income tax purposes to our stockholders. To qualify as a RIC, we must, among other things, meet certain source-of-income and asset diversification requirements (as described below). In addition, we must distribute to our stockholders, for each taxable year, dividends for U.S. federal income tax purposes of an amount at least equal to 90% of our “investment company taxable income,” which is generally our net ordinary income plus the excess of realized net short-term capital gains over realized net long-term capital losses and determined without regard to any deduction for dividends paid, or the Annual Distribution Requirement. Although not required for us to maintain our RIC tax status, in order to preclude the imposition of a 4% nondeductible federal excise tax imposed on RICs, we must timely distribute dividends for U.S. federal income tax purposes to our stockholders in respect of each calendar year of an amount at least equal to the sum of (1) 98% of our net ordinary income (taking into account certain deferrals and elections) for the calendar year, (2) 98.2% of the excess (if any) of our realized capital gains over our realized capital losses, or capital gain net income (adjusted for certain ordinary losses), generally for the one-year period ending on October 31 of the calendar year and (3) the sum of any net ordinary income plus capital gain net income for preceding years that were recognized but not distributed during such years and on which we did not pay federal income tax, or the Excise Tax Avoidance Requirement.

We have previously incurred, and may incur in the future, such excise tax on a portion of our income and capital gains. While we intend to distribute income and capital gains to minimize exposure to the 4% excise tax, we may not be able to, or may choose not to, distribute amounts sufficient to avoid the imposition of the tax entirely. In that event, we generally will be liable for the excise tax only on the amount by which we do not meet the Excise Tax Avoidance Requirement. Under certain circumstances, however, we may, in our sole discretion, determine that it is in our best interests to retain a portion of our income or capital gains rather than distribute such amount as dividends and accordingly cause us to bear the excise tax burden associated therewith.

Taxation as a RIC

If we:

qualify as a RIC; and
satisfy the Annual Distribution Requirement;

then we will not be subject to U.S. federal income tax on the portion of our investment company taxable income and net capital gain, defined as net long-term capital gains in excess of net short-term capital losses, we timely distribute as dividends for U.S. federal income tax purposes to our stockholders. We will be subject to U.S. federal income tax at regular corporate rates on any net income or net capital gain not distributed as dividends to our stockholders.

In order to qualify as a RIC for U.S. federal income tax purposes, we must, among other things:

qualify and have in effect an election to be treated as a business development company under the 1940 Act at all times during each taxable year;
derive in each taxable year at least 90% of our gross income from dividends, interest, payments with respect to certain securities loans, gains from the sale of stock or other securities, or other income derived with respect to our business of investing in such stock or securities, and net income derived from interests in “qualified publicly traded partnerships” (partnerships that are traded on an established securities market or tradable on a secondary market, other than partnerships that derive 90% of their income from interest, dividends and other permitted RIC income), or the 90% Income Test; and
diversify our holdings, so that at the end of each quarter of the taxable year:
at least 50% of the value of our assets consists of cash, cash equivalents, U.S. government securities, securities of other RICs, and other securities if such other securities of any one issuer do not represent more than 5% of the value of our assets or more than 10% of the outstanding voting securities of the issuer; and

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no more than 25% of the value of our assets is invested in the securities, other than U.S. government securities or securities of other RICs, of one issuer or of two or more issuers that are controlled, as determined under applicable tax rules, by us and that are engaged in the same or similar or related trades or businesses or in the securities of one or more qualified publicly traded partnerships (the “Diversification Tests”).

We can invest in partnerships, including qualified publicly traded partnerships, which could result in our being subject to state, local or foreign income, franchise or other tax liabilities.

In addition, as discussed above, we are subject to the Excise Tax Avoidance Requirement under U.S. federal excise tax rules for each calendar year. If we do not meet the Excise Tax Avoidance Requirement, we will be subject to a 4% nondeductible federal excise tax on the undistributed amount. The failure to meet the Excise Tax Avoidance Requirement will not cause us to lose our RIC status, and we could choose to retain taxable income or capital gains in excess of current year distributions into the next tax year in an amount less than what would trigger payments of federal income tax under Subchapter M of the Code. We could then be required to pay a 4% excise tax on such income or capital gains.

A RIC is limited in its ability to deduct expenses in excess of its investment company taxable income. If our deductible expenses in a given taxable year exceed our investment company taxable income, we could incur a net operating loss for that taxable year. However, a RIC is not permitted to carry forward net operating losses to subsequent taxable years and such net operating losses do not pass through to its stockholders. In addition, deductible expenses can be used only to offset investment company taxable income, not net capital gain. A RIC cannot use any net capital losses (that is, the excess of realized capital losses over realized capital gains) to offset its investment company taxable income, but may carry forward such net capital losses indefinitely and use them to offset future capital gains, to the extent permitted by the Code. Due to these limits on deductibility of expenses and net capital losses we could for tax purposes have aggregate taxable income for several taxable years that we are required to distribute and that is taxable to our stockholders even if such taxable income is greater than the net income we actually earn during those taxable years.

Any underwriting fees paid by us are not deductible. We could be required to recognize taxable income in circumstances in which we do not receive cash. For example, if we hold debt obligations that are treated under applicable tax rules as having original issue discount (such as debt instruments with PIK interest or, in certain cases, with increasing interest rates or issued with warrants), we must include in income each taxable year a portion of the original issue discount that accrues over the life of the obligation, regardless of whether cash representing such income is received by us in the same taxable year. Because any original issue discount accrued will be included in our investment company taxable income for the taxable year of accrual, we could be required to make a distribution to our stockholders in order to satisfy the Annual Distribution Requirement or the Excise Tax Avoidance Requirement, even though we will not have received any corresponding cash amount. Furthermore, a portfolio company in which we hold equity or debt instruments could face financial difficulty that requires us to work out, modify, or otherwise restructure such equity or debt instruments. Any such restructuring could, depending upon the terms of the restructuring, cause us to incur unusable or nondeductible losses or recognize future non-cash taxable income.

Certain of our investment practices could be subject to special and complex U.S. federal income tax provisions that could, among other things, (1) treat dividends that would otherwise constitute qualified dividend income as non-qualified dividend income, (2) treat dividends that would otherwise be eligible for the corporate dividends received deduction as ineligible for such treatment, (3) disallow, suspend or otherwise limit the allowance of certain losses or deductions, (4) convert lower-taxed long-term capital gain into higher-taxed short-term capital gain or ordinary income, (5) convert an ordinary loss or a deduction into a capital loss (the deductibility of which is more limited), (6) cause us to recognize income or gain without a corresponding receipt of cash, (7) adversely affect the time as to when a purchase or sale of stock or securities is deemed to occur, (8) adversely alter the characterization of certain complex financial transactions and (9) produce income that will not be qualifying income for purposes of the 90% Income Test. We intend to monitor our transactions and could make certain tax elections to mitigate the effect of these provisions and preserve our ability to be subject to tax as a RIC. There can be no assurance that we will be eligible for any such tax elections or that any adverse effects of these provisions will be mitigated.

Certain distributions reported by us as Section 163(j) interest dividends may be treated as interest income by stockholders for purposes of the tax rules applicable to interest expense limitations under Section 163(j) of the Code. Such treatment by the stockholder is generally subject to holding period requirements and other potential limitations, although the holding period requirements are generally not applicable to dividends declared by money market funds and certain other funds that declare dividends daily and pay such dividends on a monthly or more frequent basis. The amount that we are eligible to report as a Section 163(j) dividend for a tax year is generally limited to the excess of our business interest income over the sum of our (i) business interest expense and (ii) other deductions properly allocable to our business interest income.

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We can invest a portion of our net assets in below investment grade instruments. Investments in these types of instruments can present special tax issues for us. U.S. federal income tax rules are not entirely clear about issues such as when we can cease to accrue interest, original issue discount or market discount, when and to what extent deductions can be taken for bad debts or worthless instruments, how payments received on obligations in default should be allocated between principal and income and whether exchanges of debt obligations in a bankruptcy or workout context are taxable. We intend to address these and other issues to the extent necessary in order to seek to ensure that we distribute sufficient income to avoid any material U.S. federal income tax or the 4% nondeductible U.S. federal excise tax.

Gain or loss realized by us from warrants acquired by us as well as any loss attributable to the lapse of such warrants generally will be treated as capital gain or loss. Such gain or loss generally will be long-term or short-term, depending on how long we held a particular warrant.

Our investment in non-U.S. securities could be subject to non-U.S. income, withholding and other taxes. In that case, our yield on those securities would be decreased. U.S. stockholders generally will not be entitled to claim a U.S. foreign tax credit or deduction with respect to non-U.S. taxes paid by us.

If we acquire shares in a passive foreign investment company (“PFIC”), we could be subject to U.S. federal income tax on a portion of any “excess distribution” received on, or any gain from the disposition of, such shares even if we distribute such income as a taxable dividend to stockholders. Additional charges in the nature of interest generally will be imposed on us in respect of deferred taxes arising from any such excess distribution or gain. If we invest in the shares of a PFIC and elect to treat the PFIC as a “qualified electing fund” under the Code (a “QEF”), in lieu of the foregoing requirements, we will be required to include in income each year our proportionate share of the ordinary earnings and net capital gain of the QEF, even if such income is not distributed by the QEF. Alternatively, we could elect to mark our shares in a PFIC at the end of each taxable year to market; in this case, we will recognize as ordinary income any increase in the value of such shares, and as ordinary loss any decrease in such value to the extent that any such decrease does not exceed prior increases in such value included in our income. Our ability to make either election will depend on factors beyond our control and is subject to restrictions which could limit the availability of the benefit of these elections. Under either election, we could be required to recognize in a taxable year income in excess of any distributions we receive from PFICs and any proceeds from dispositions of PFIC stock during that taxable year, and such income will nevertheless be subject to the Annual Distribution Requirement and will be taken into account for purposes of determining whether we satisfy the distribution requirements under U.S. federal excise tax rules.

Under Section 988 of the Code, gains or losses attributable to fluctuations in exchange rates between the time we accrue income, expenses or other liabilities denominated in a foreign currency and the time we actually collect such income or pay such expenses or liabilities are generally treated as ordinary income or loss. Similarly, gains or losses on foreign currency-denominated forward, futures and option contracts, as well as certain other financial instruments, and the disposition of debt obligations denominated in a foreign currency, to the extent attributable to fluctuations in exchange rates between the acquisition and disposition dates, are also treated as ordinary income or loss.

Although we do not presently expect to do so, we are authorized to borrow funds and to sell assets in order to satisfy distribution requirements. However, under the 1940 Act, we are not permitted to make distributions to our stockholders while our debt obligations and other senior securities are outstanding unless certain “asset coverage” tests are met. See “Business - Regulation - Senior Securities.” Moreover, our ability to dispose of assets to meet our distribution requirements could be limited by (1) the illiquid nature of our portfolio and/or (2) other requirements relating to our qualification as a RIC, including the Diversification Tests. If we dispose of assets in order to meet the Annual Distribution Requirement or the Excise Tax Avoidance Requirement, we could make such dispositions at times that, from an investment standpoint, are not advantageous.

Some of the income and fees that we could recognize, such as fees for providing managerial assistance, certain fees earned with respect to our investments, income recognized in a work-out or restructuring of a portfolio investment, or income recognized from an equity investment in an operating partnership, will not satisfy the 90% Income Test. In order to manage the risk that such income and fees might disqualify us as a RIC for a failure to satisfy the 90% Income Test, we could be required to recognize such income and fees indirectly through one or more entities treated as corporations for U.S. federal income tax purposes. Such corporations will be subject to U.S. corporate income tax as well as state and local tax on their earnings, which ultimately will reduce our return on such income and fees.

Failure to Qualify as a RIC

If we were unable to qualify for treatment as a RIC and are unable to cure the failure, for example, by disposing of certain investments quickly or raising additional capital to prevent the loss of RIC status, we generally would be subject to tax on all of our

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taxable income at regular corporate rates. The Code provides some relief from RIC disqualification due to failures to comply with the 90% Income Test and the Diversification Tests, although there could be additional taxes due in such cases. We cannot assure you that we would qualify for any such relief should we fail the 90% Income Test or the Diversification Tests.

Should failure occur, not only would all our taxable income be subject to tax at regular corporate rates, we would not be able to deduct dividend distributions to stockholders, nor would we be required to make such distributions. Distributions, including distributions of net long-term capital gain, would generally be taxable to our stockholders as ordinary dividend income to the extent of our current and accumulated earnings and profits. Subject to certain limitations under the Code, certain corporate stockholders would be eligible to claim a dividends received deduction with respect to such dividends and non-corporate stockholders would generally be able to treat such dividends as “qualified dividend income,” which is subject to reduced rates of U.S. federal income tax. Distributions in excess of our current and accumulated earnings and profits would be treated first as a return of capital to the extent of the stockholder’s tax basis, and any remaining distributions would be treated as a capital gain. In order to qualify again to be subject to tax as a RIC in a subsequent taxable year, we would be required to distribute our earnings and profits attributable to any of our non - RIC taxable years as dividends for U.S. federal income tax purposes to our stockholders. If we fail to qualify as a RIC for a period of greater than two consecutive taxable years, in order to qualify as a RIC in a subsequent taxable year, we could be subject to regular corporate income tax on any net built-in gains with respect to certain of our assets (i.e., the excess of the aggregate gains, including items of income, over aggregate losses that would have been realized with respect to such assets if we had sold the property at fair market value at the end of such taxable year) that we elect to recognize on requalification or when recognized over the next five taxable years.

The remainder of this discussion assumes that we qualify as a RIC and have satisfied the Annual Distribution Requirement.

Taxation of U.S. Stockholders

Distributions by us, including distributions pursuant to a dividend reinvestment plan or where stockholders can elect to receive cash or stock, generally are taxable to U.S. stockholders as ordinary income or capital gains. Distributions of our “investment company taxable income” (which is, generally, our net ordinary income plus net short-term capital gains in excess of net long-term capital losses, and determined without regard to any deduction for dividends paid) will be taxable as ordinary income to U.S. stockholders to the extent of our current or accumulated earnings and profits, whether paid in cash or reinvested in additional shares of our common stock. To the extent such distributions paid by us to non-corporate stockholders (including individuals) are attributable to dividends from U.S. corporations and certain qualified foreign corporations and if certain holding period requirements are met, such distributions generally will be treated as qualified dividend income and generally will be eligible for a maximum U.S. federal tax rate of either 15% or 20%, depending on whether the individual stockholder’s income exceeds certain threshold amounts, and if other applicable requirements are met, such distributions generally will be eligible for the corporate dividends received deduction to the extent such dividends have been paid by a U.S. corporation. In this regard, it is anticipated that distributions paid by us will generally not be attributable to dividends and, therefore, generally will not qualify for the preferential maximum U.S. federal tax rate applicable to non-corporate stockholders as well as will not be eligible for the corporate dividends received deduction.

Distributions of our net capital gains (which is generally our realized net long-term capital gains in excess of realized net short-term capital losses) properly reported by us as “capital gain dividends” will be taxable to a U.S. stockholder as long-term capital gains (currently generally at a maximum U.S. federal tax rate of either 15% or 20%, depending on whether the individual shareholder’s income exceeds certain threshold amounts) in the case of individuals, trusts or estates, regardless of the U.S. stockholder’s holding period for his, her or its common stock and regardless of whether paid in cash or reinvested in additional common stock. Distributions in excess of our earnings and profits first will reduce a U.S. stockholder’s adjusted tax basis in such stockholder’s common stock and, after the adjusted basis is reduced to zero, will constitute capital gains to such U.S. stockholder. Stockholders receiving dividends or distributions in the form of additional shares of our common stock purchased in the market should be treated for U.S. federal income tax purposes as receiving a distribution in an amount equal to the amount of money that the stockholders receiving cash dividends or distributions will receive, and should have a cost basis in the shares received equal to such amount. Stockholders receiving dividends in newly issued shares of our common stock will be treated as receiving a distribution equal to the value of the shares received, and should have a cost basis of such amount.

Although we currently intend to distribute any net capital gains at least annually, we can in the future decide to retain some or all of our net capital gains but designate the retained amount as a “deemed distribution.” In that case, among other consequences, we will pay tax on the retained amount, each U.S. stockholder will be required to include their share of the deemed distribution in income as if it had been distributed to the U.S. stockholder, and the U.S. stockholder will be entitled to claim a credit equal to their allocable share of the tax paid on the deemed distribution by us. The amount of the deemed distribution net of such tax will be added to the U.S. stockholder’s tax basis for their common stock. Since we expect to pay tax on any retained net capital gains at our regular corporate

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tax rate, and since that rate is in excess of the maximum rate currently payable by individuals on long-term capital gains, the amount of tax that individual stockholders will be treated as having paid and for which they will receive a credit will exceed the tax they owe on the retained net capital gain. Such excess generally could be claimed as a credit against the U.S. stockholder’s other U.S. federal income tax obligations or could be refunded to the extent it exceeds a stockholder’s liability for U.S. federal income tax. A stockholder that is not subject to U.S. federal income tax or otherwise required to file a U.S. federal income tax return would be required to file a U.S. federal income tax return on the appropriate form in order to claim a refund for the taxes we paid. In order to utilize the deemed distribution approach, we must provide written notice to our stockholders prior to the expiration of 60 days after the close of the relevant taxable year. We cannot treat any of our investment company taxable income as a “deemed distribution.”

For purposes of determining (1) whether the Annual Distribution Requirement is satisfied for any tax year and (2) the amount of capital gain dividends paid for that tax year, we could, under certain circumstances, elect to treat a dividend that is paid during the following tax year as if it had been paid during the tax year in question. If we make such an election, the U.S. stockholder will still be treated as receiving the dividend in the tax year in which the distribution is made. However, any dividend declared by us in October, November or December of any calendar year, payable to stockholders of record on a specified date in such a month and actually paid during January of the following calendar year, will be treated as if it had been received by our U.S. stockholders on December 31 of the calendar year in which the dividend was declared.

If an investor purchases shares of our common stock shortly before the record date of a distribution, the price of the shares of our common stock will include the value of the distribution and the investor will be subject to tax on the distribution even though it represents a return of their investment.

A U.S. stockholder generally will recognize taxable gain or loss if the stockholder sells or otherwise disposes of their shares of our common stock. Any gain or loss arising from such sale or disposition generally will be treated as long-term capital gain or loss if the stockholder has held their shares of common stock for more than one year. Otherwise, it would be classified as short-term capital gain or loss. However, any capital loss arising from the sale or disposition of shares of our common stock held for six months or less will be treated as long-term capital loss to the extent of the amount of capital gain dividends received, or undistributed capital gain deemed received, with respect to such shares. In addition, all or a portion of any loss recognized upon a disposition of shares of our common stock could be disallowed if other shares of our common stock are purchased (whether through reinvestment of distributions or otherwise) within 30 days before or after the disposition. In such a case, the basis of the common stock acquired will be increased to reflect the disallowed loss.

In general, individual U.S. stockholders are subject to a maximum U.S. federal income tax rate of either 15% or 20% (depending on whether the individual U.S. stockholder’s income exceeds certain threshold amounts) on their net capital gain, i.e., the excess of realized net long-term capital gain over realized net short-term capital loss for a taxable year, including a long-term capital gain derived from an investment in our shares of common stock. Such rate is lower than the maximum federal income tax rate on ordinary taxable income currently payable by individuals. Corporate U.S. stockholders currently are subject to U.S. federal income tax on net capital gain at the maximum 21% rate also applied to ordinary income. Non-corporate stockholders incurring net capital losses for a tax year (i.e., net capital losses in excess of net capital gains) generally can deduct up to $3,000 of such losses against their ordinary income each tax year; any net capital losses of a non-corporate stockholder in excess of $3,000 generally could be carried forward and used in subsequent tax years as provided in the Code. Corporate stockholders generally cannot deduct any net capital losses for a tax year, but can carry back such losses for three tax years or carry forward such losses for five tax years.

We will send to each of our U.S. stockholders, as promptly as possible after the end of each calendar year, a notice detailing, on a per share and per distribution basis, the amounts includible in such U.S. stockholder’s taxable income for such year as ordinary income and as long-term capital gain. In addition, the U.S. federal tax status of each calendar year’s distributions generally will be reported to the IRS. Distributions can also be subject to additional state, local and foreign taxes depending on a U.S. stockholder’s particular situation. Dividends distributed by us generally will not be eligible for the dividends-received deduction or the lower tax rates applicable to certain qualified dividends.

The Code requires reporting of adjusted cost basis information for covered securities, which generally include shares of a RIC acquired after January 1, 2012, to the IRS and to taxpayers. Stockholders should contact their financial intermediaries with respect to reporting of cost basis and available elections for their accounts.

Backup withholding, currently at a rate of 24%, could be applicable to all taxable distributions to any non-corporate U.S. stockholder (1) who fails to furnish us with a correct taxpayer identification number or a certificate that such stockholder is exempt from backup withholding or (2) with respect to whom the IRS notifies us that such stockholder has failed to properly report certain

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interest and dividend income to the IRS and to respond to notices to that effect. An individual’s taxpayer identification number is his or her social security number. Any amount withheld under backup withholding is not an additional tax and is generally allowed as a credit against the U.S. stockholder’s U.S. federal income tax liability and could entitle such stockholder to a refund, provided that proper information is timely provided to the IRS.

If a U.S. stockholder recognizes a loss with respect to shares of our common stock of $2 million or more for an individual stockholder or $10 million or more for a corporate stockholder, the stockholder must file with the IRS a disclosure statement on Form 8886. Direct stockholders of portfolio securities are in many cases exempted from this reporting requirement, but under current guidance, stockholders of a RIC are not exempted. The fact that a loss is reportable under these regulations does not affect the legal determination of whether the taxpayer’s treatment of the loss is proper. U.S. stockholders should consult their tax advisors to determine the applicability of these regulations in light of their specific circumstances.

An additional 3.8% Medicare tax is imposed on certain net investment income (including ordinary dividends and capital gain distributions received from us and net gains from redemptions or other taxable dispositions of our shares) of U.S. individuals, estates and trusts to the extent that such person’s “modified adjusted gross income” (in the case of an individual) or “adjusted gross income” (in the case of an estate or trust) exceeds certain threshold amounts.

Taxation of Non-U.S. Stockholders

Whether an investment in the shares of our common stock is appropriate for a Non-U.S. stockholder will depend upon that person’s particular circumstances. An investment in the shares of our common stock by a Non-U.S. stockholder could have adverse tax consequences. Non-U.S. stockholders should consult their tax advisors before investing in our common stock.

Subject to the discussion below, distributions of our “investment company taxable income” to Non-U.S. stockholders (including interest income, net short-term capital gain or non-U.S.-source dividend and interest income, which generally would be free of withholding if paid to Non-U.S. stockholders directly) generally will be subject to withholding of U.S. federal income tax at a 30% rate (or lower rate provided by an applicable treaty) to the extent of our current and accumulated earnings and profits unless the distributions are effectively connected with a U.S. trade or business of the Non-U.S. stockholder, in which case the distributions will generally be subject to U.S. federal income tax at the rates applicable to U.S. persons. In that case, we will not be required to withhold U.S. federal income tax if the Non-U.S. stockholder complies with applicable certification and disclosure requirements. Special certification requirements apply to a Non-U.S. stockholder that is a foreign partnership or a foreign trust, and such entities are urged to consult their own tax advisors.

Certain properly reported dividends received by a Non-U.S. stockholder generally are exempt from U.S. federal withholding tax when they (1) are paid in respect of our “qualified net interest income” (generally, our U.S.-source interest income, other than certain contingent interest and interest from obligations of a corporation or partnership in which we or the non-U.S. stockholder are at least a 10% stockholder, reduced by expenses that are allocable to such income), or (2) are paid in connection with our “qualified short-term capital gains” (generally, the excess of our net short-term capital gain over our long-term capital loss for a tax year) as well as if certain other requirements are satisfied. Nevertheless, it should be noted that in the case of shares of our stock held through an intermediary, the intermediary could have withheld U.S. federal income tax even if we reported the payment as an interest-related dividend or short-term capital gain dividend. Moreover, depending on the circumstances, we could report all, some or none of our potentially eligible dividends as derived from such qualified net interest income or as qualified short-term capital gains, or treat such dividends, in whole or in part, as ineligible for this exemption from withholding.

Actual or deemed distributions of our net capital gains to a Non-U.S. stockholder, and gains realized by a Non-U.S. stockholder upon the sale or other disposition of our common stock, will not be subject to U.S. federal withholding tax and generally will not be subject to U.S. federal income tax unless the distributions or gains, as the case could be, are effectively connected with a U.S. trade or business of the Non-U.S. stockholder and, if an income tax treaty applies, are attributable to a permanent establishment maintained by the Non-U.S. stockholder in the United States or, in the case of an individual Non-U.S. stockholder, the stockholder is present in the United States for 183 days or more during the year of the sale, other disposition or capital gain dividend and certain other conditions are met.

If we distribute our net capital gains in the form of deemed rather than actual distributions (which we could do in the future), a Non-U.S. stockholder will be entitled to a U.S. federal income tax credit or tax refund equal to the stockholder’s allocable share of any U.S. federal income tax we pay on the capital gains deemed to have been distributed. In order to obtain the refund, the Non-U.S. stockholder must obtain a U.S. taxpayer identification number and file a U.S. federal income tax return even if the Non-U.S.

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stockholder would not otherwise be required to obtain a U.S. taxpayer identification number or file a U.S. federal income tax return. For a corporate Non-U.S. stockholder, distributions (both actual and deemed), and gains realized upon the sale of our common stock that are effectively connected with a U.S. trade or business could, under certain circumstances, be subject to an additional “branch profits tax” at a 30% rate (or at a lower rate if provided for by an applicable treaty).

A Non-U.S. stockholder who is a non-resident alien individual, and who is otherwise subject to withholding of U.S. federal income tax, could be subject to information reporting and backup withholding of U.S. federal income tax on dividends unless the Non-U.S. stockholder provides us or the dividend paying agent with a U.S. nonresident withholding tax certification (e.g., an IRS Form W-8BEN, IRS Form W-8BEN-E, or an acceptable substitute form) or otherwise meets documentary evidence requirements for establishing that it is a Non-U.S. stockholder or otherwise establishes an exemption from backup withholding.

Pursuant to the Foreign Account Tax Compliance Act, or FATCA, the applicable withholding agent is generally required to withhold U.S. tax (at a 30% rate) with respect to payments of dividends made to certain non-U.S. entities that fail to comply (or be deemed compliant) with extensive reporting and withholding requirements designed to inform the U.S. Department of the Treasury of U.S.-owned foreign investment accounts. The information required to be reported include the identity and taxpayer identification number of each account holder and transaction activity within the holder’s account. Stockholders could be requested to provide additional information to enable the applicable withholding agent to determine whether withholding is required.

An investment in shares by a non-U.S. person could also be subject to U.S. federal estate tax. Non-U.S. persons should consult their own tax advisors with respect to the U.S. federal income tax, U.S. federal estate tax, withholding tax, and state, local and foreign tax consequences of acquiring, owning or disposing of our common stock.

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DESCRIPTION OF OUR CAPITAL STOCK

The following description is based on relevant portions of the DGCL and on our certificate of incorporation and bylaws. This summary is not necessarily complete, and we refer you to the DGCL and our certificate of incorporation and bylaws for a more detailed description of the provisions summarized below.

Capital Stock

Effective as of February 21, 2025, our authorized stock consists of 500,000,000 shares of common stock, par value $0.001 per share, and 1,000,000 shares of preferred stock, par value $0.001 per share. Our common stock is traded on The Nasdaq Global Select Market under the ticker symbol “GBDC”. There are no outstanding options or warrants to purchase our stock. No stock has been authorized for issuance under any equity compensation plans. Under Delaware law, our stockholders generally are not personally liable for our debts or obligations.

The following were our outstanding classes of securities as of March 24, 2025:

(4)

Amount

(3)

Outstanding

(2)

Amount held by

Exclusive of

Amount

us or for Our

Amounts shown

Title of Class

    

authorized

    

Account

    

Under (3)

Common Stock

 

500,000,000

 

 

267,829,760

Preferred Stock

 

1,000,000

 

 

All shares of our common stock have equal rights as to earnings, assets, dividends and other distributions and voting and, when they are issued, will be duly authorized, validly issued, fully paid and nonassessable. Distributions may be paid to the holders of our common stock if, as and when authorized by our board of directors and declared by us out of funds legally available therefrom. Shares of our common stock have no preemptive, exchange, conversion or redemption rights and are freely transferable, except when their transfer is restricted by federal and state securities laws or by contract. In the event of our liquidation, dissolution or winding up, each share of our common stock would be entitled to share ratably in all of our assets that are legally available for distribution after we pay all debts and other liabilities and subject to any preferential rights of holders of our preferred stock, if any preferred stock is outstanding at such time. Each share of our common stock is entitled to one vote on all matters submitted to a vote of stockholders, including the election of directors. Except as provided with respect to any other class or series of stock, the holders of our common stock will possess exclusive voting power. There is no cumulative voting in the election of directors, which means that holders of a majority of the outstanding shares of common stock can elect all of our directors, and holders of less than a majority of such shares will not be able to elect any directors.

Provisions of the DGCL and Our Certificate of Incorporation and Bylaws

Limitation on Liability of Directors and Officers; Indemnification and Advance of Expenses

The indemnification of our officers and directors is governed by Section 145 of the DGCL, and our certificate of incorporation and bylaws. Subsection (a) of DGCL Section 145 empowers a corporation to indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of the corporation) by reason of the fact that the person is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by the person in connection with such action, suit or proceeding if (1) such person acted in good faith, (2) in a manner such person reasonably believed to be in or not opposed to the best interests of the corporation and (3) with respect to any criminal action or proceeding, such person had no reasonable cause to believe the person’s conduct was unlawful.

Subsection (b) of DGCL Section 145 empowers a corporation to indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action or suit by or in the right of the corporation to procure a judgment in its favor by reason of the fact that the person is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other

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enterprise against expenses (including attorneys’ fees) actually and reasonably incurred by such person in connection with the defense or settlement of such action or suit if such person acted in good faith and in a manner the person reasonably believed to be in, or not opposed to, the best interests of the corporation, and except that no indemnification may be made in respect of any claim, issue or matter as to which such person has been adjudged to be liable to the corporation unless and only to the extent that the Delaware Court of Chancery or the court in which such action or suit was brought determines upon application that, despite the adjudication of liability but in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses which the Court of Chancery or such other court deems proper.

DGCL Section 145 further provides that to the extent that a present or former director or officer is successful, on the merits or otherwise, in the defense of any action, suit or proceeding referred to in subsections (a) and (b) of Section 145, or in defense of any claim, issue or matter therein, such person will be indemnified against expenses (including attorneys’ fees) actually and reasonably incurred by such person in connection with such action, suit or proceeding. In all cases in which indemnification is permitted under subsections (a) and (b) of Section 145 (unless ordered by a court), it will be made by the corporation only as authorized in the specific case upon a determination that indemnification of the present or former director, officer, employee or agent is proper in the circumstances because the applicable standard of conduct has been met by the party to be indemnified. Such determination must be made, with respect to a person who is a director or officer at the time of such determination, (1) by a majority vote of the directors who are not parties to such action, suit or proceeding, even though less than a quorum, (2) by a committee of such directors designated by majority vote of such directors, even though less than a quorum, (3) if there are no such directors, or if such directors so direct, by independent legal counsel in a written opinion or (4) by the stockholders. The statute authorizes the corporation to pay expenses incurred by an officer or director in advance of the final disposition of a proceeding upon receipt of an undertaking by or on behalf of the director or officer to repay such amount if it is ultimately determined that such person is not entitled to be indemnified by the corporation as authorized. DGCL Section 145 also provides that indemnification and advancement of expenses permitted under such Section are not to be exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under any bylaw, agreement, vote of stockholders or disinterested directors or otherwise. DGCL Section 145 also authorizes the corporation to purchase and maintain liability insurance on behalf of its directors, officers, employees and agents regardless of whether the corporation would have the statutory power to indemnify such persons against the liabilities insured.

Our certificate of incorporation provides that our directors will not be liable to us or our stockholders for monetary damages for breach of fiduciary duty as a director to the fullest extent permitted by the current DGCL or as the DGCL may hereafter be amended. DGCL Section 102(b)(7) provides that the personal liability of a director to a corporation or its stockholders for breach of fiduciary duty as a director may be eliminated except for liability (1) for any breach of the director’s duty of loyalty to the corporation or its stockholders, (2) for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, (3) under Section 174 of the DGCL, relating to unlawful payment of dividends or unlawful stock purchases or redemption of stock or (4) for any transaction from which the director derives an improper personal benefit.

Our certificate of incorporation and bylaws provide for the indemnification of any person to the full extent permitted, and in the manner provided, by the current DGCL or as the DGCL may hereafter be amended. In addition, we have entered into indemnification agreements with each of our directors and officers in order to effect the foregoing except to the extent that such indemnification would exceed the limitations on indemnification under Section 17(h) of the 1940 Act.

Delaware Anti-Takeover Law

The DGCL and our certificate of incorporation and bylaws contain provisions that could make it more difficult for a potential acquirer to acquire us by means of a tender offer, proxy contest or otherwise. These provisions are expected to discourage certain coercive takeover practices and inadequate takeover bids and to encourage persons seeking to acquire control of us to negotiate first with our board of directors. These measures may delay, defer or prevent a transaction or a change in control that might otherwise be in the best interests of our stockholders. We believe, however, that the benefits of these provisions outweigh the potential disadvantages of discouraging any such acquisition proposals because the negotiation of such proposals may improve their terms.

We are subject to the provisions of Section 203 of the DGCL regulating corporate takeovers. In general, these provisions prohibit a Delaware corporation from engaging in any business combination with any interested stockholder for a period of three years following the date that the stockholder became an interested stockholder, unless:

prior to such time, the board of directors approved either the business combination or the transaction which resulted in the stockholder becoming an interested stockholder;

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upon consummation of the transaction that resulted in the stockholder becoming an interested stockholder, the interested stockholder owned at least 85% of the voting stock of the corporation outstanding at the time the transaction commenced; or
on or after the date the business combination is approved by the board of directors and authorized at a meeting of stockholders, by at least two-thirds of the outstanding voting stock that is not owned by the interested stockholder.
Section 203 defines “business combination” to include the following:
any merger or consolidation involving the corporation and the interested stockholder;
any sale, transfer, pledge or other disposition (in one transaction or a series of transactions) of
10% or more of either the aggregate market value of all the assets of the corporation or the aggregate market value of all the outstanding stock of the corporation involving the interested stockholder;
subject to certain exceptions, any transaction that results in the issuance or transfer by the corporation of any stock of the corporation to the interested stockholder;
any transaction involving the corporation that has the effect of increasing the proportionate share of the stock of any class or series of the corporation owned by the interested stockholder; or
the receipt by the interested stockholder of the benefit of any loans, advances, guarantees, pledges or other financial benefits provided by or through the corporation.

In general, Section 203 defines an interested stockholder as any entity or person beneficially owning 15% or more of the outstanding voting stock of the corporation and any entity or person affiliated with or controlling or controlled by any of these entities or persons.

The statute could prohibit or delay mergers or other takeover or change in control attempts and, accordingly, may discourage attempts to acquire us.

Election of Directors

Our certificate of incorporation and bylaws provide that the affirmative vote of the holders of a majority of the votes cast by stockholders present in person or by proxy at an annual or special meeting of stockholders and entitled to vote thereat will be required to elect a director. Under our certificate of incorporation, our board of directors may amend the bylaws to alter the vote required to elect directors.

Classified Board of Directors

Our board of directors is divided into three classes of directors serving staggered three-year terms, with the term of office of only one of the three classes expiring each year. A classified board of directors may render a change in control of us or removal of our incumbent management more difficult. We believe, however, that the longer time required to elect a majority of a classified board of directors helps to ensure the continuity and stability of our management and policies.

Number of Directors; Removal; Vacancies

Our certificate of incorporation provides that the number of directors will be set only by the board of directors by resolution or amendment to our bylaw adopted by the affirmative vote of a majority of the directors. Our bylaws provide that a majority of our entire board of directors may at any time increase or decrease the number of directors. However, unless our bylaws are amended, the number of directors may never be less than four nor more than eight. Under the DGCL, unless the certificate of incorporation provides otherwise (which our certificate of incorporation does not), directors on a classified board of directors such as our board of directors may be removed only for cause. Under our certificate of incorporation and bylaws, any vacancy on the board of directors, including a vacancy resulting from an enlargement of the board of directors, may be filled only by vote of a majority of the directors then in

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office. The limitations on the ability of our stockholders to remove directors and fill vacancies could make it more difficult for a third-party to acquire, or discourage a third-party from seeking to acquire, control of us.

Action by Stockholders

Under our certificate of incorporation stockholder action can be taken only at an annual or special meeting of stockholders or by unanimous written consent in lieu of a meeting. This may have the effect of delaying consideration of a stockholder proposal until the next annual meeting.

Advance Notice Provisions for Stockholder Nominations and Stockholder Proposals

Our bylaws provide that with respect to an annual meeting of stockholders, nominations of persons for election to the board of directors and the proposal of business to be considered by stockholders may be made only (1) by or at the direction of the board of directors, (2) pursuant to our notice of meeting or (3) by a stockholder who is entitled to vote at the meeting and who has complied with the advance notice procedures of the bylaws. Nominations of persons for election to the board of directors at a special meeting may be made only by or at the direction of the board of directors, and provided that the board of directors has determined that directors will be elected at the meeting, by a stockholder who is entitled to vote at the meeting and who has complied with the advance notice provisions of the bylaws.

The purpose of requiring stockholders to give us advance notice of nominations and other business is to afford our board of directors a meaningful opportunity to consider the qualifications of the proposed nominees and the advisability of any other proposed business and, to the extent deemed necessary or desirable by our board of directors, to inform stockholders and make recommendations about such qualifications or business, as well as to provide a more orderly procedure for conducting meetings of stockholders. Although our bylaws do not give our board of directors any power to disapprove stockholder nominations for the election of directors or proposals recommending certain action, they may have the effect of precluding a contest for the election of directors or the consideration of stockholder proposals if proper procedures are not followed and of discouraging or deterring a third party from conducting a solicitation of proxies to elect its own slate of directors or to approve its own proposal without regard to whether consideration of such nominees or proposals might be harmful or beneficial to us and our stockholders.

Stockholder Meetings

Our bylaws provide that any action required or permitted to be taken by stockholders at an annual meeting or special meeting of stockholders may only be taken if it is properly brought before such meeting. In addition, in lieu of such a meeting, any such action may be taken by the unanimous written consent of our stockholders. Our certificate of incorporation and bylaws also provide that, except as otherwise required by law, special meetings of the stockholders can only be called by the chairman of the board of directors, the chief executive officer or the board of directors. In addition, our bylaws establish an advance notice procedure for stockholder proposals to be brought before an annual meeting of stockholders, including proposed nominations of candidates for election to the board of directors. Stockholders at an annual meeting may only consider proposals or nominations specified in the notice of meeting or brought before the meeting by or at the direction of the board of directors, or by a stockholder of record on the record date for the meeting who is entitled to vote at the meeting and who has delivered timely written notice in proper form to the secretary of the stockholder’s intention to bring such business before the meeting. These provisions could have the effect of delaying until the next stockholder meeting stockholder actions that are favored by the holders of a majority of our outstanding voting securities.

Calling of Special Meetings of Stockholders

Our certificate of incorporation and bylaws provide that special meetings of stockholders may be called by our board of directors, the chairman of the board of directors and our chief executive officer.

Conflict with 1940 Act

Our bylaws provide that, if and to the extent that any provision of the DGCL or any provision of our certificate of incorporation or bylaws conflicts with any provision of the 1940 Act, the applicable provision of the 1940 Act will control.

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DESCRIPTION OF OUR PREFERRED STOCK

In addition to shares of common stock, our certificate of incorporation authorizes the issuance of preferred stock. We could issue preferred stock from time to time in one or more classes or series without stockholder approval. Prior to issuance of shares of each class or series, our board of directors is required by Delaware law and by our certificate of incorporation to set the terms, preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends or other distributions, qualifications and terms or conditions of redemption for each class or series. Thus, the board of directors could authorize the issuance of shares of preferred stock with terms and conditions that could have the effect of delaying, deferring or preventing a transaction or a change in control that might involve a premium price for holders of our common stock or otherwise be in their best interest. You should note, however, that any such an issuance must adhere to the requirements of the 1940 Act, Delaware law and any other limitations imposed by law.

The 1940 Act currently requires that (i) immediately after issuance and before any dividend or other distribution is made with respect to our common stock and before any purchase of common stock is made, such preferred stock together with all other senior securities must not exceed an amount equal to 6623% of our total assets after deducting the amount of such dividend, distribution or purchase price, as the case may be, (ii) the holders of shares of preferred stock, if any are issued, must be entitled as a class to elect two directors at all times and to elect a majority of the directors if dividends or other distribution on the preferred stock are in arrears by two years or more. Some matters under the 1940 Act require the separate vote of the holders of any issued and outstanding preferred stock. For example, holders of preferred stock would vote separately from the holders of common stock on a proposal to cease operations as a business development company. We believe that the availability for issuance of preferred stock will provide us with increased flexibility in structuring future financings and acquisitions.

For any series of preferred stock that we issue, our board of directors will determine and the articles supplementary and the prospectus supplement relating to such series will describe:

the designation and number of shares of such series;
the rate and time at which, and the preferences and conditions under which, any dividends or
other distributions will be paid on shares of such series, as well as whether such dividends or other distributions are participating or non-participating;
any provisions relating to convertibility or exchangeability of the shares of such series, including adjustments to the conversion price of such series;
the rights and preferences, if any, of holders of shares of such series upon our liquidation, dissolution or winding up of our affairs;
the voting powers, if any, of the holders of shares of such series;
any provisions relating to the redemption of the shares of such series;
any limitations on our ability to pay dividends or make distributions on, or acquire or redeem, other securities while shares of such series are outstanding;
any conditions or restrictions on our ability to issue additional shares of such series or other
securities;
if applicable, a discussion of certain U.S. federal income tax considerations; and
any other relative powers, preferences and participating, optional or special rights of shares of such series, and the qualifications, limitations or restrictions thereof.

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All shares of preferred stock that we issue will be identical and of equal rank except as to the particular terms thereof that may be fixed by our board of directors, and all shares of each series of preferred stock will be identical and of equal rank except as to the dates from which dividends or other distributions, if any, thereon will be cumulative.

DESCRIPTION OF OUR SUBSCRIPTION RIGHTS

The following is a general description of the terms of the subscription rights we could issue from time to time. Particular terms of any subscription rights we offer will be described in the prospectus supplement relating to such subscription rights. We could issue subscription rights to purchase common stock. Subscription rights may be issued independently or together with any other offered security and may or may not be transferable by the person purchasing or receiving the subscription rights. In connection with any subscription rights offering to our stockholders, we may enter into a standby underwriting, backstop or other arrangement with one or more persons pursuant to which such persons would purchase any offered securities remaining unsubscribed for after such subscription rights offering. In connection with a subscription rights offering to our stockholders, we would distribute certificates evidencing the subscription rights and a prospectus supplement to our stockholders on the record date that we set for receiving subscription rights in such subscription rights offering. Our common stockholders will indirectly bear all of the expenses incurred by us in connection with any subscription rights offerings, regardless of whether any common stockholder exercises any subscription rights.

A prospectus supplement will describe the particular terms of any subscription rights we issue, including the following:

the period of time the offering would remain open (which shall be open a minimum number of days such that all record holders would be eligible to participate in the offering and shall not be open longer than 120 days);
the title and aggregate number of such subscription rights;
the exercise price for such subscription rights (or method of calculation thereof);
the currency or currencies, including composite currencies, in which the price of such subscription rights may be payable;
if applicable, the designation and terms of the securities with which the subscription rights are issued and the number of subscription rights issued with each such security or each principal amount of such security;
the ratio of the offering (which, in the case of transferable rights, will require a minimum of three shares to be held of record before a person is entitled to purchase an additional share); the number of such subscription rights issued to each stockholder;
the extent to which such subscription rights are transferable and the market on which they may be traded if they are transferable;
the date on which the right to exercise such subscription rights shall commence, and the date on which such right shall expire (subject to any extension);
if applicable, the minimum or maximum number of subscription rights that may be exercised at one time;
the extent to which such subscription rights include an over-subscription privilege with respect to unsubscribed securities and the terms of such over-subscription privilege;
any termination right we may have in connection with such subscription rights offering;
the terms of any rights to redeem, or call such subscription rights;
information with respect to book-entry procedures, if any;
the terms of the securities issuable upon exercise of the subscription rights;

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the material terms of any standby underwriting, backstop or other purchase arrangement that we may enter into in connection with the subscription rights offering;
if applicable, a discussion of certain U.S. federal income tax considerations applicable to the issuance or exercise of such subscription rights; and
any other terms of such subscription rights, including exercise, settlement and other procedures and limitations relating to the transfer and exercise of such subscription rights.

Each subscription right will entitle the holder of the subscription right to purchase for cash or other consideration such amount of shares of common stock at such subscription price as shall in each case be set forth in, or be determinable as set forth in, the prospectus supplement relating to the subscription rights offered thereby. Subscription rights may be exercised as set forth in the prospectus supplement beginning on the date specified therein and continuing until the close of business on the expiration date for such subscription rights set forth in the prospectus supplement. After the close of business on the expiration date, all unexercised subscription rights will become void.

Upon receipt of payment and the subscription rights certificate properly completed and duly executed at the corporate trust office of the subscription rights agent or any other office indicated in the prospectus supplement we will forward, as soon as practicable, the shares of common stock purchasable upon such exercise. If less than all of the rights represented by such subscription rights certificate are exercised, a new subscription certificate will be issued for the remaining rights. Prior to exercising their subscription rights, holders of subscription rights will not have any of the rights of holders of the securities purchasable upon such exercise. To the extent permissible under applicable law, we may determine to offer any unsubscribed offered securities directly to persons other than stockholders, to or through agents, underwriters or dealers or through a combination of such methods, as set forth in the applicable prospectus supplement.

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DESCRIPTION OF WARRANTS

The following is a general description of the terms of the warrants we could issue from time to time. Particular terms of any warrants we offer will be described in the prospectus supplement relating to such warrants.

We could issue warrants to purchase shares of our common stock, preferred stock or debt securities. Such warrants may be issued independently or together with shares of common stock, preferred stock or debt securities and may be attached or separate from such securities. We will issue each series of warrants under a separate warrant agreement to be entered into between us and a warrant agent. The warrant agent will act solely as our agent and will not assume any obligation or relationship of agency for or with holders or beneficial owners of warrants.

A prospectus supplement will describe the particular terms of any series of warrants we issue, including the following:

the title and aggregate number of such warrants;
the price or prices at which such warrants will be issued;
the currency or currencies, including composite currencies, in which the price of such warrants may be payable;
if applicable, the designation and terms of the securities with which the warrants are issued and the number of warrants issued with each such security or each principal amount of such security;
in the case of warrants to purchase debt securities, the principal amount of debt securities purchasable upon exercise of one warrant and the price at which and the currency or currencies, including composite currencies, in which this principal amount of debt securities may be purchased upon such exercise;
in the case of warrants to purchase common stock or preferred stock, the number of shares of common stock or preferred stock, as the case may be, purchasable upon exercise of one warrant and the price at which and the currency or currencies, including composite currencies, in which these shares may be purchased upon such exercise;
the date on which the right to exercise such warrants shall commence and the date on which such right will expire (subject to any extension);
whether such warrants will be issued in registered form or bearer form;
if applicable, the minimum or maximum amount of such warrants that may be exercised at any one time;
if applicable, the date on and after which such warrants and the related securities will be separately transferable;
the terms of any rights to redeem, or call such warrants;
information with respect to book-entry procedures, if any;
the terms of the securities issuable upon exercise of the warrants;
if applicable, a discussion of certain U.S. federal income tax considerations; and
any other terms of such warrants, including terms, procedures and limitations relating to the exchange and exercise of such warrants.

We and the warrant agent may amend or supplement the warrant agreement for a series of warrants without the consent of the holders of the warrants issued thereunder to effect changes that are not inconsistent with the provisions of the warrants and that do not materially and adversely affect the interests of the holders of the warrants.

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Each warrant will entitle the holder to purchase for cash such common stock or preferred stock at the exercise price or such principal amount of debt securities as shall in each case be set forth in, or be determinable as set forth in, the prospectus supplement relating to the warrants offered thereby. Warrants may be exercised as set forth in the prospectus supplement beginning on the date specified therein and continuing until the close of business on the expiration date set forth in the prospectus supplement. After the close of business on the expiration date, unexercised warrants will become void.

Upon receipt of payment and a warrant certificate properly completed and duly executed at the corporate trust office of the warrant agent or any other office indicated in the prospectus supplement, we will, as soon as practicable, forward the securities purchasable upon such exercise. If less than all of the warrants represented by such warrant certificate are exercised, a new warrant certificate will be issued for the remaining warrants. If we so indicate in the applicable prospectus supplement, holders of the warrants may surrender securities as all or part of the exercise price for warrants.

Prior to exercising their warrants, holders of warrants will not have any of the rights of holders of the securities purchasable upon such exercise, including, in the case of warrants to purchase debt securities, the right to receive principal, premium, if any, or interest payments, on the debt securities purchasable upon exercise or to enforce covenants in the applicable indenture or, in the case of warrants to purchase common stock or preferred stock, the right to receive dividends or other distributions, if any, or payments upon our liquidation, dissolution or winding up or to exercise any voting rights.

Under the 1940 Act, we may generally only offer warrants provided that (a) the warrants expire by their terms within ten years, (b) the exercise or conversion price is not less than the current market value at the date of issuance, (c) our stockholders authorize the proposal to issue such warrants, and our board of directors approves such issuance on the basis that the issuance is in the best interests of Golub Capital BDC, Inc. and its stockholders and (d) if the warrants are accompanied by other securities, the warrants are not separately transferable unless no class of such warrants and the securities accompanying them has been publicly distributed. The 1940 Act also provides that the amount of our voting securities that would result from the exercise of all outstanding warrants, as well as options and rights, at the time of issuance may not exceed 25% of our outstanding voting securities.

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DESCRIPTION OF OUR DEBT SECURITIES

We could issue debt securities in one or more series. The specific terms of each series of debt securities will be described in the particular prospectus supplement relating to that series. The prospectus supplement may or may not modify the general terms found in this prospectus and will be filed with the SEC. For a complete description of the terms of a particular series of debt securities, you should read both this prospectus, the prospectus supplement relating to that particular series and any related free writing prospectus.

As required by federal law for all bonds and notes of companies that are publicly offered, the debt securities are governed by a document called an “indenture.” An indenture is a contract between us and U.S. Bank Trust Company, National Association, a financial institution acting as trustee on your behalf, and is subject to and governed by the Trust Indenture Act of 1939, as amended. The trustee has two main roles.

First, the trustee can enforce your rights against us if we default. There are some limitations on the extent to which the trustee acts on your behalf, described in the second paragraph under “ — Events of Default  — Remedies if an Event of Default Occurs.” Second, the trustee performs certain administrative duties for us.

Because this section is a summary, it does not describe every aspect of the debt securities and the indenture. We urge you to read the indenture because it, and not this description, defines your rights as a holder of debt securities. For example, in this section, we use capitalized words to signify terms that are specifically defined in the indenture. We have filed the indenture with the SEC. See “Available Information” for information on how to obtain a copy of the indenture.

A prospectus supplement, which will accompany this prospectus, will describe the particular terms of any series of debt securities being offered, including the following:

the designation or title of the series of debt securities;
the total principal amount of the series of debt securities;
the percentage of the principal amount at which the series of debt securities will be offered;
the date or dates on which principal will be payable;
the rate or rates (which may be either fixed or variable) and/or the method of determining such rate or rates of interest, if any;
the date or dates from which any interest will accrue, or the method of determining such date or dates, and the date or dates on which any interest will be payable;
the terms for redemption, extension or early repayment, if any;
the currencies in which the series of debt securities are issued and payable;
whether the amount of payments of principal, premium or interest, if any, on a series of debt securities will be determined with reference to an index, formula or other method (which could be based on one or more currencies, commodities, equity indices or other indices) and how these amounts will be determined;
the place or places, if any, other than or in addition to the City of New York, of payment, transfer, conversion and/or exchange of the debt securities;
the denominations in which the offered debt securities will be issued;
the provision for any sinking fund;
any restrictive covenants;
any Events of Default;

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whether the series of debt securities are issuable in certificated form;
any provisions for defeasance or covenant defeasance;
if applicable, U.S. federal income tax considerations relating to original issue discount; whether and under what circumstances we will pay additional amounts in respect of any tax, assessment or governmental charge and, if so, whether we will have the option to redeem the debt securities rather than pay the additional amounts (and the terms of this option);
any provisions for convertibility or exchangeability of the debt securities into or for any other securities;
whether the debt securities are subject to subordination and the terms of such subordination; the listing, if any, on a securities exchange; and
any other terms.

The debt securities may be secured or unsecured obligations. Unless the prospectus supplement states otherwise, principal (and premium, if any) and interest, if any, will be paid by us in immediately available funds.

We are permitted, under specified conditions, to issue multiple classes of indebtedness if our asset coverage, as defined in the 1940 Act, is at least equal to 150% (subject to certain ongoing disclosure requirements) immediately after each such issuance. In addition, while any indebtedness and other senior securities remain outstanding, we must make provisions to prohibit any distribution to our stockholders or the repurchase of such securities or shares unless we meet the applicable asset coverage ratios at the time of the distribution or repurchase. We may also borrow amounts up to 5% of the value of our total assets for temporary or emergency purposes without regard to asset coverage. For a discussion of the risks associated with leverage, see “Risk Factors  — Risks Relating to Our Business and Structure  — Regulations governing our operation as a business development company affect our ability to, and the way in which we, raise additional capital. As a business development company, the necessity of raising additional capital exposes us to risks, including the typical risks associated with leverage” in our most recent Annual Report on Form 10-K, as well as any amendments reflected in subsequent filings with the SEC.

General

The indenture provides that any debt securities proposed to be sold under this prospectus and the attached prospectus supplement (“offered debt securities”) and any debt securities issuable upon the exercise of warrants or upon conversion or exchange of other offered securities (“underlying debt securities”), may be issued under the indenture in one or more series.

For purposes of this prospectus, any reference to the payment of principal of or premium or interest, if any, on debt securities will include additional amounts if required by the terms of the debt securities.

The indenture does not limit the amount of debt securities that may be issued thereunder from time to time. Debt securities issued under the indenture, when a single trustee is acting for all debt securities issued under the indenture, are called the “indenture securities.” The indenture also provides that there may be more than one trustee thereunder, each with respect to one or more different series of indenture securities. See “Resignation of Trustee” section below. At a time when two or more trustees are acting under the indenture, each with respect to only certain series, the term “indenture securities” means the one or more series of debt securities with respect to which each respective trustee is acting. In the event that there is more than one trustee under the indenture, the powers and trust obligations of each trustee described in this prospectus will extend only to the one or more series of indenture securities for which it is trustee. If two or more trustees are acting under the indenture, then the indenture securities for which each trustee is acting would be treated as if issued under separate indentures.

We refer you to the prospectus supplement for information with respect to any deletions from, modifications of or additions to the Events of Default or our covenants that are described below, including any addition of a covenant or other provision providing event risk or similar protection.

We have the ability to issue indenture securities with terms different from those of indenture securities previously issued and, without the consent of the holders thereof, to reopen a previous issue of a series of indenture securities and issue additional indenture securities of that series unless the reopening was restricted when that series was created.

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We expect that we will usually issue debt securities in book-entry only form represented by global securities.

Conversion and Exchange

If any debt securities are convertible into or exchangeable for other securities, the prospectus supplement will explain the terms and conditions of the conversion or exchange, including the conversion price or exchange ratio (or the calculation method), the conversion or exchange period (or how the period will be determined), if conversion or exchange will be mandatory or at the option of the holder or us, provisions for adjusting the conversion price or the exchange ratio and provisions affecting conversion or exchange in the event of the redemption of the underlying debt securities. These terms may also include provisions under which the number or amount of other securities to be received by the holders of the debt securities upon conversion or exchange would be calculated according to the market price of the other securities as of a time stated in the prospectus supplement.

Payment and Paying Agents

We will pay interest to the person listed in the applicable trustee’s records as the owner of the debt security at the close of business on a particular day in advance of each due date for interest, even if that person no longer owns the debt security on the interest due date. That day, often approximately two weeks in advance of the interest due date, is called the “record date.” Because we will pay all the interest for an interest period to the holders on the record date, holders buying and selling debt securities must work out between themselves the appropriate purchase price. The most common manner is to adjust the sales price of the debt securities to prorate interest fairly between buyer and seller based on their respective ownership periods within the particular interest period. This prorated interest amount is called “accrued interest.”

Payments on Global Securities

We will make payments on a global security in accordance with the applicable policies of the depositary as in effect from time to time. Under those policies, we will make payments directly to the depositary, or its nominee, and not to any indirect holders who own beneficial interests in the global security. An indirect holder’s right to those payments will be governed by the rules and practices of the depositary and its participants.

Payments on Certificated Securities

We will make payments on a certificated debt security as follows. We will pay interest that is due on an interest payment date by check mailed on the interest payment date to the holder at his or her address shown on the trustee’s records as of the close of business on the regular record date. We will make all payments of principal and premium, if any, by check at the office of the applicable trustee in New York, New York and/or at other offices that may be specified in the prospectus supplement or in a notice to holders against surrender of the debt security.

Alternatively, if the holder asks us to do so, we will pay any amount that becomes due on the debt security by wire transfer of immediately available funds to an account at a bank in New York City, on the due date. To request payment by wire, the holder must give the applicable trustee or other paying agent appropriate transfer instructions at least 15 business days before the requested wire payment is due. In the case of any interest payment due on an interest payment date, the instructions must be given by the person who is the holder on the relevant regular record date. Any wire instructions, once properly given, will remain in effect unless and until new instructions are given in the manner described above.

Payment when Offices are Closed

If any payment is due on a debt security on a day that is not a business day, we will make the payment on the next day that is a business day. Payments made on the next business day in this situation will be treated under the indenture as if they were made on the original due date, except as otherwise indicated in the attached prospectus supplement. Such payment will not result in a default under any debt security or the indenture, and no interest will accrue on the payment amount from the original due date to the next day that is a business day.

Book-entry and other indirect holders should consult their banks or brokers for information on how they will receive payments on their debt securities.

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Events of Default

You will have rights if an Event of Default occurs in respect of the debt securities of your series and is not cured, as described later in this subsection.

The term “Event of Default” in respect of the debt securities of your series means any of the following (unless the prospectus supplement relating to such debt securities states otherwise):

we do not pay the principal of, or any premium on, a debt security of the series on its due date, and do not cure this default within five days;
we do not pay interest on a debt security of the series when due, and such default is not cured within 30 days;
we do not deposit any sinking fund payment in respect of debt securities of the series on its due date, and do not cure this default within five days;
we remain in breach of a covenant in respect of debt securities of the series for 60 days after we receive a written notice of default stating we are in breach. The notice must be sent by either the trustee or holders of at least 25% of the principal amount of debt securities of the series;
we file for bankruptcy or certain other events of bankruptcy, insolvency or reorganization occur and remain undischarged or unstayed for a period of 60 days;
on the last business day of each of 24 consecutive calendar months, we have an asset coverage of less than 100%; and
any other Event of Default in respect of debt securities of the series described in the applicable prospectus supplement occurs.

An Event of Default for a particular series of debt securities does not necessarily constitute an Event of Default for any other series of debt securities issued under the same or any other indenture. The trustee may withhold notice to the holders of debt securities of any default, except in the payment of principal, premium or interest or in the payment of any sinking or purchase fund installment, if it considers the withholding of notice to be in the best interests of the holders.

Remedies if an Event of Default Occurs

If an Event of Default has occurred and has not been cured, the trustee or the holders of at least 25% in principal amount of the debt securities of the affected series may declare the entire principal amount of all the debt securities of that series to be due and immediately payable. This is called a declaration of acceleration of maturity. In certain circumstances, a declaration of acceleration of maturity may be canceled by the holders of a majority in principal amount of the debt securities of the affected series.

The trustee is not required to take any action under the indenture at the request of any holders unless the holders offer the trustee reasonable protection from expenses and liability (called an “indemnity”). If reasonable indemnity is provided, the holders of a majority in principal amount of the outstanding debt securities of the relevant series may direct the time, method and place of conducting any lawsuit or other formal legal action seeking any remedy available to the trustee. The trustee may refuse to follow those directions in certain circumstances. No delay or omission in exercising any right or remedy will be treated as a waiver of that right, remedy or Event of Default.

Before you are allowed to bypass your trustee and bring your own lawsuit or other formal legal action or take other steps to enforce your rights or protect your interests relating to the debt securities, the following must occur:

the holder must give your trustee written notice that an Event of Default has occurred and
remains uncured;
the holders of at least 25% in principal amount of all outstanding debt securities of the relevant series must make a written request that the trustee take action because of the default and must

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offer reasonable indemnity to the trustee against the cost and other liabilities of taking that action;
the trustee must not have taken action for 60 days after receipt of the above notice and offer of indemnity; and
the holders of a majority in principal amount of the debt securities must not have given the trustee a direction inconsistent with the above notice during that 60 day period.

However, you are entitled at any time to bring a lawsuit for the payment of money due on your debt securities on or after the due date.

Holders of a majority in principal amount of the debt securities of the affected series may waive any past defaults other than:

the payment of principal, any premium or interest; or in respect of a covenant that cannot be modified or amended without the consent of each holder.

Book-entry and other indirect holders should consult their banks or brokers for information on how to give notice or direction to or make a request of the trustee and how to declare or cancel an acceleration of maturity.

Each year, we will furnish to each trustee a written statement of certain of our officers certifying that to their knowledge we are in compliance with the indenture and the debt securities, or else specifying any default.

Merger or Consolidation

Under the terms of the indenture, we are generally permitted to consolidate or merge with another entity. We may also be permitted to sell all or substantially all of our assets to another entity. However, unless the prospectus supplement relating to certain debt securities states otherwise, we may not take any of these actions unless all the following conditions are met:

where we merge out of existence or sell our assets, the resulting entity must agree to be legally responsible for our obligations under the debt securities;
immediately after giving effect to such transaction, no Default or Event of Default shall have happened and be continuing;
we must deliver certain certificates and documents to the trustee; and
we must satisfy any other requirements specified in the prospectus supplement relating to a particular series of debt securities.

Modification or Waiver

There are three types of changes we can make to the indenture and the debt securities issued thereunder.

Changes Requiring Approval

First, there are changes that we cannot make to debt securities without specific approval of all of the holders. The following is a list of those types of changes:

change the stated maturity of the principal of or interest on a debt security;
reduce any amounts due on a debt security;
reduce the amount of principal payable upon acceleration of the maturity of a security following a default;
adversely affect any right of repayment at the holder’s option;

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change the place (except as otherwise described in the prospectus or prospectus supplement) or currency of payment on a debt security;
impair your right to sue for payment;
adversely affect any right to convert or exchange a debt security in accordance with its terms;
modify the subordination provisions in the indenture in a manner that is adverse to holders of the debt securities;
reduce the percentage of holders of debt securities whose consent is needed to modify or amend the indenture;
reduce the percentage of holders of debt securities whose consent is needed to waive compliance with certain provisions of the indenture or to waive certain defaults;
modify any other aspect of the provisions of the indenture dealing with supplemental indentures, modification and waiver of past defaults, changes to the quorum or voting requirements or the waiver of certain covenants; and
change any obligation we have to pay additional amounts.

Changes Not Requiring Approval

The second type of change does not require any vote by the holders of the debt securities. This type is limited to clarifications and certain other changes that would not adversely affect holders of the outstanding debt securities in any material respect. We also do not need any approval to make any change that affects only debt securities to be issued under the indenture after the change takes effect.

Changes Requiring Majority Approval

Any other change to the indenture and the debt securities would require the following approval:

if the change affects only one series of debt securities, it must be approved by the holders of a majority in principal amount of that series; and
if the change affects more than one series of debt securities issued under the same indenture, it must be approved by the holders of a majority in principal amount of all of the series affected by the change, with all affected series voting together as one class for this purpose.

The holders of a majority in principal amount of all of the series of debt securities issued under an indenture, voting together as one class for this purpose, may waive our compliance with some of our covenants in that indenture. However, we cannot obtain a waiver of a payment default or of any of the matters covered by the bullet points included above under “ — Changes Requiring Your Approval.”

Further Details Concerning Voting

When taking a vote, we will use the following rules to decide how much principal to attribute to a debt security:

for original issue discount securities, we will use the principal amount that would be due and payable on the voting date if the maturity of these debt securities were accelerated to that date because of a default;
for debt securities whose principal amount is not known (for example, because it is based on an index), we will use a special rule for that debt security described in the prospectus supplement; and
for debt securities denominated in one or more foreign currencies, we will use the U.S. dollar equivalent.

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Debt securities will not be considered outstanding, and therefore not eligible to vote, if we have deposited or set aside in trust money for their payment or redemption. Debt securities will also not be eligible to vote if they have been fully defeased as described later under “Defeasance  — Full Defeasance.”

We will generally be entitled to set any day as a record date for the purpose of determining the holders of outstanding indenture securities that are entitled to vote or take other action under the indenture. If we set a record date for a vote or other action to be taken by holders of one or more series, that vote or action may be taken only by persons who are holders of outstanding indenture securities of those series on the record date and must be taken within eleven months following the record date.

Book-entry and other indirect holders should consult their banks or brokers for information on how approval may be granted or denied if we seek to change the indenture or the debt securities or request a waiver.

Defeasance

The following provisions will be applicable to each series of debt securities unless we state in the applicable prospectus supplement that the provisions of covenant defeasance and full defeasance will not be applicable to that series.

Covenant Defeasance

Under current U.S. federal tax law, we can make the deposit described below and be released from some of the restrictive covenants in the indenture under which the particular series was issued. This is called “covenant defeasance.” In that event, you would lose the protection of those restrictive covenants but would gain the protection of having money and government securities set aside in trust to repay your debt securities. If applicable, you also would be released from the subordination provisions as described under the “Indenture Provisions  — Subordination” section below. In order to achieve covenant defeasance, we must do the following:

if the debt securities of the particular series are denominated in U.S. dollars, we must deposit in trust for the benefit of all holders of such debt securities a combination of money and U.S. government or U.S. government agency notes or bonds that will generate enough cash to make interest, principal and any other payments on the debt securities on their various due dates;
we must deliver to the trustee a legal opinion of our counsel confirming that, under current U.S. federal income tax law, we may make the above deposit without causing you to be taxed on the debt securities any differently than if we did not make the deposit and just repaid the debt securities ourselves at maturity; and
we must deliver to the trustee a legal opinion of our counsel stating that the above deposit does not require registration by us under the 1940 Act, as amended, and a legal opinion and officers’ certificate stating that all conditions precedent to covenant defeasance have been complied with.

If we accomplish covenant defeasance, you can still look to us for repayment of the debt securities if there were a shortfall in the trust deposit or the trustee is prevented from making payment. For example, if one of the remaining Events of Default occurred (such as our bankruptcy) and the debt securities became immediately due and payable, there might be a shortfall. Depending on the event causing the default, you may not be able to obtain payment of the shortfall.

Full Defeasance

If there is a change in U.S. federal tax law, as described below, we can legally release ourselves from all payment and other obligations on the debt securities of a particular series (called “full defeasance”) if we put in place the following other arrangements for you to be repaid:

if the debt securities of the particular series are denominated in U.S. dollars, we must deposit in trust for the benefit of all holders of such debt securities a combination of money and United States government or United States government agency notes or bonds that will generate enough cash to make interest, principal and any other payments on the debt securities on their various due dates.
we must deliver to the trustee a legal opinion confirming that there has been a change in current U.S. federal tax law or an IRS ruling that allows us to make the above deposit without causing you to be taxed on the debt securities any differently

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than if we did not make the deposit and just repaid the debt securities ourselves at maturity. Under current U.S. federal tax law, the deposit and our legal release from the debt securities would be treated as though we paid you your share of the cash and notes or bonds at the time the cash and notes or bonds were deposited in trust in exchange for your debt securities and you would recognize gain or loss on the debt securities at the time of the deposit; and
we must deliver to the trustee a legal opinion of our counsel stating that the above deposit does not require registration by us under the 1940 Act, as amended, and a legal opinion and officers’ certificate stating that all conditions precedent to defeasance have been complied with.

If we ever did accomplish full defeasance, as described above, you would have to rely solely on the trust deposit for repayment of the debt securities. You could not look to us for repayment in the unlikely event of any shortfall. Conversely, the trust deposit would most likely be protected from claims of our lenders and other creditors if we ever became bankrupt or insolvent. If applicable, you would also be released from the subordination provisions described later under “Indenture Provisions  — Subordination.”

Form, Exchange and Transfer of Certificated Registered Securities

Holders may exchange their certificated securities, if any, for debt securities of smaller denominations or combined into fewer debt securities of larger denominations, as long as the total principal amount is not changed.

Holders may exchange or transfer their certificated securities, if any, at the office of their trustee. We have appointed the trustee to act as our agent for registering debt securities in the names of holders transferring debt securities. We may appoint another entity to perform these functions or perform them ourselves.

Holders will not be required to pay a service charge to transfer or exchange their certificated securities, if any, but they may be required to pay any tax or other governmental charge associated with the transfer or exchange. The transfer or exchange will be made only if our transfer agent is satisfied with the holder’s proof of legal ownership.

If we have designated additional transfer agents for your debt security, they will be named in your prospectus supplement. We may appoint additional transfer agents or cancel the appointment of any particular transfer agent. We may also approve a change in the office through which any transfer agent acts.

If any certificated securities of a particular series are redeemable and we redeem less than all the debt securities of that series, we may block the transfer or exchange of those debt securities during the period beginning 15 days before the day we mail the notice of redemption and ending on the day of that mailing, in order to freeze the list of holders to prepare the mailing. We may also refuse to register transfers or exchanges of any certificated securities selected for redemption, except that we will continue to permit transfers and exchanges of the unredeemed portion of any debt security that will be partially redeemed.

Resignation of Trustee

Each trustee may resign or be removed with respect to one or more series of indenture securities provided that a successor trustee is appointed to act with respect to these series. In the event that two or more persons are acting as trustee with respect to different series of indenture securities under the indenture, each of the trustees will be a trustee of a trust separate and apart from the trust administered by any other trustee.

Indenture Provisions  — Subordination

Upon any distribution of our assets upon our dissolution, winding up, liquidation or reorganization, the payment of the principal of (and premium, if any) and interest, if any, on any indenture securities denominated as subordinated debt securities is to be subordinated to the extent provided in the indenture in right of payment to the prior payment in full of all Senior Indebtedness (as defined below), but our obligation to you to make payment of the principal of (and premium, if any) and interest, if any, on such subordinated debt securities will not otherwise be affected. In addition, no payment on account of principal (or premium, if any), sinking fund or interest, if any, may be made on such subordinated debt securities at any time unless full payment of all amounts due in respect of the principal (and premium, if any), sinking fund and interest on Senior Indebtedness has been made or duly provided for in money or money’s worth.

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In the event that, notwithstanding the foregoing, any payment by us is received by the trustee in respect of subordinated debt securities or by the holders of any of such subordinated debt securities before all Senior Indebtedness is paid in full, the payment or distribution must be paid over to the holders of the Senior Indebtedness or on their behalf for application to the payment of all the Senior Indebtedness remaining unpaid until all the Senior Indebtedness has been paid in full, after giving effect to any concurrent payment or distribution to the holders of the Senior Indebtedness. Subject to the payment in full of all Senior Indebtedness upon this distribution by us, the holders of such subordinated debt securities will be subrogated to the rights of the holders of the Senior Indebtedness to the extent of payments made to the holders of the Senior Indebtedness out of the distributive share of such subordinated debt securities.

By reason of this subordination, in the event of a distribution of our assets upon our insolvency, certain of our senior creditors may recover more, ratably, than holders of any subordinated debt securities. The indenture provides that these subordination provisions will not apply to money and securities held in trust under the defeasance provisions of the indenture.

Senior Indebtedness is defined in the indenture as the principal of (and premium, if any) and unpaid interest on:

our indebtedness (including indebtedness of others guaranteed by us), whenever created, incurred, assumed or guaranteed, for money borrowed (other than indenture securities issued under the indenture and denominated as subordinated debt securities), unless in the instrument creating or evidencing the same or under which the same is outstanding it is provided that this indebtedness is not senior or prior in right of payment to the subordinated debt securities; and
renewals, extensions, modifications and refinancings of any of this indebtedness.

If this prospectus is being delivered in connection with the offering of a series of indenture securities denominated as subordinated debt securities, the accompanying prospectus supplement will set forth the approximate amount of our Senior Indebtedness outstanding as of a recent date.

The Trustee under the Indenture

U.S. Bank Trust Company, National Association will serve as the trustee under the indenture.

Certain Considerations Relating to Foreign Currencies

Debt securities denominated or payable in foreign currencies may entail significant risks. These risks include the possibility of significant fluctuations in the foreign currency markets, the imposition or modification of foreign exchange controls and potential illiquidity in the secondary market. These risks will vary depending upon the currency or currencies involved and will be more fully described in the applicable prospectus supplement.

Book-Entry Debt Securities

The Depository Trust Company, or DTC, will act as securities depository for the debt securities. The debt securities will be issued as fully registered securities registered in the name of Cede & Co. (DTC’s partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully-registered certificate will be issued for the debt securities, in the aggregate principal amount of such issue, and will be deposited with DTC.

DTC is a limited-purpose trust company organized under the New York Banking Law, a “banking organization” within the meaning of the New York Banking Law, a member of the Federal Reserve System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code, and a “clearing agency” registered pursuant to the provisions of Section 17A of the Exchange Act. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity, corporate and municipal debt issues, and money market instruments from over 100 countries that DTC’s participants, or Direct Participants, deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities through electronic computerized book-entry transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation, or DTCC.

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DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly, or Indirect Participants. DTC has a Standard & Poor’s rating of AA+. The DTC Rules applicable to its participants are on file with the SEC. More information about DTC can be found at www.dtcc.com.

Purchases of debt securities under the DTC system must be made by or through Direct Participants, which will receive a credit for the debt securities on DTC’s records. The ownership interest of each actual purchaser of each security, or the Beneficial Owner, is in turn to be recorded on the Direct and Indirect Participants’ records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the debt securities are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in debt securities, except in the event that use of the book-entry system for the debt securities is discontinued.

To facilitate subsequent transfers, all debt securities deposited by Direct Participants with DTC are registered in the name of DTC’s partnership nominee, Cede & Co. or such other name as may be requested by an authorized representative of DTC. The deposit of debt securities with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the debt securities; DTC’s records reflect only the identity of the Direct Participants to whose accounts such debt securities are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers.

Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time.

Redemption notices shall be sent to DTC. If less than all of the debt securities within an issue are being redeemed, DTC’s practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed.

Neither DTC nor Cede & Co. (nor such other DTC nominee) will consent or vote with respect to the debt securities unless authorized by a Direct Participant in accordance with DTC’s Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to us as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.’s consenting or voting rights to those Direct Participants to whose accounts the debt securities are credited on the record date (identified in a listing attached to the Omnibus Proxy).

Redemption proceeds, distributions, and dividend payments on the debt securities will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC’s practice is to credit Direct Participants’ accounts upon DTC’s receipt of funds and corresponding detail information from us or the trustee on the payment date in accordance with their respective holdings shown on DTC’s records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such Participant and not of DTC nor its nominee, the trustee, or us, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of redemption proceeds, distributions, and dividend payments to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of us or the trustee, but disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants.

DTC may discontinue providing its services as securities depository with respect to the debt securities at any time by giving reasonable notice to us or to the trustee. Under such circumstances, in the event that a successor securities depository is not obtained, certificates are required to be printed and delivered. We may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor securities depository). In that event, certificates will be printed and delivered to DTC.

The information in this section concerning DTC and DTC’s book-entry system has been obtained from sources that we believe to be reliable, but we take no responsibility for the accuracy thereof.

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CUSTODIAN, TRANSFER AND DIVIDEND PAYING AGENT AND REGISTRAR

Our securities are held by U.S. Bank National Association pursuant to a custody agreement. The principal business address of U.S. Bank National Association Corporate Trust Services is One Federal Street, 3rd Floor, Boston, Massachusetts 02110, telephone: (617) 603-6538. Equiniti Trust Company, LLC serves as our transfer agent, distribution paying agent and registrar. The principal business address of Equiniti Trust Company, LLC is 48 Wall Street, Floor 23, New York, NY 10005, telephone: (718) 921-8156.

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BROKERAGE ALLOCATION AND OTHER PRACTICES

Since we will acquire and dispose of many of our investments in privately negotiated transactions, many of the transactions that we engage in will not require the use of brokers or the payment of brokerage commissions. Subject to policies established by our board of directors, GC Advisors will be primarily responsible for selecting brokers and dealers to execute transactions with respect to the publicly traded securities portion of our portfolio transactions and the allocation of brokerage commissions. GC Advisors does not expect to execute transactions through any particular broker or dealer but will seek to obtain the best net results for us under the circumstances, taking into account such factors as price (including the applicable brokerage commission or dealer spread), size of order, difficulty of execution and operational facilities of the firm and the firm’s risk and skill in positioning blocks of securities. GC Advisors generally will seek reasonably competitive trade execution costs but will not necessarily pay the lowest spread or commission available. Subject to applicable legal requirements and consistent with Section 28(e) of the Exchange Act, GC Advisors may select a broker based upon brokerage or research services provided to GC Advisors and us and any other clients. In return for such services, we may pay a higher commission than other brokers would charge if GC Advisors determines in good faith that such commission is reasonable in relation to the services provided.

During the three most recent fiscal years, we paid less than one thousand dollars in brokerage commissions.

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PLAN OF DISTRIBUTION

We may offer, from time to time, in one or more offerings or series, together or separately, our common stock, preferred stock, warrants representing rights to purchase shares of our common stock, preferred stock or debt securities, subscription rights or debt securities in one or more underwritten public offerings, at-the-market offerings, negotiated transactions, block trades, best efforts or a combination of these methods. We may sell the securities through underwriters or dealers, directly to one or more purchasers, including existing stockholders in a rights offering, through agents or through a combination of any such methods of sale. Any underwriter or agent involved in the offer and sale of the securities will be named in the applicable prospectus supplement. A prospectus supplement or supplements will also describe the terms of the offering of the securities, including: the purchase price of the securities and the proceeds, if any, we will receive from the sale; any over-allotment options under which underwriters may purchase additional securities from us; any agency fees or underwriting discounts and other items constituting agents’ or underwriters’ compensation; the public offering price; any discounts or concessions allowed or re-allowed or paid to dealers; and any securities exchange or market on which the securities may be listed. Only underwriters named in the prospectus supplement will be underwriters of the securities offered by the prospectus supplement.

The distribution of the securities may be effected from time to time in one or more transactions at a fixed price or prices, which may be changed, at prevailing market prices at the time of sale, at prices related to such prevailing market prices, or at negotiated prices, provided, however, that the offering price per share of our common stock, less any underwriting commissions or discounts, must equal or exceed the net asset value per share of our common stock at the time of the offering except (1) in connection with a rights offering to our existing stockholders, (2) offerings completed within one year of the receipt of consent of the majority of our common stockholders or (3) under such circumstances as the SEC may permit. The price at which securities may be distributed may represent a discount from prevailing market prices.

In connection with the sale of the securities, underwriters or agents may receive compensation from us or from purchasers of the securities, for whom they may act as agents, in the form of discounts, concessions or commissions. Our common stockholders will indirectly bear such fees and expenses as well as any other fees and expenses incurred by us in connection with any sale of securities. Underwriters may sell the securities to or through dealers and such dealers may receive compensation in the form of discounts, concessions or commissions from the underwriters and/or commissions from the purchasers for whom they may act as agents. Underwriters, dealers and agents that participate in the distribution of the securities may be deemed to be underwriters under the Securities Act, and any discounts and commissions they receive from us and any profit realized by them on the resale of the securities may be deemed to be underwriting discounts and commissions under the Securities Act. Any such underwriter or agent will be identified and any such compensation received from us will be described in the applicable prospectus supplement. We may also reimburse the underwriter or agent for certain fees and legal expenses incurred by it.

Any underwriter may engage in over-allotment, stabilizing transactions, short-covering transactions and penalty bids in accordance with Regulation M under the Exchange Act. Over-allotment involves sales in excess of the offering size, which create a short position. Stabilizing transactions permit bids to purchase the underlying security so long as the stabilizing bids do not exceed a specified maximum price.

Syndicate-covering or other short-covering transactions involve purchases of the securities, either through exercise of the over-allotment option or in the open market after the distribution is completed, to cover short positions. Penalty bids permit the underwriters to reclaim a selling concession from a dealer when the securities originally sold by the dealer are purchased in a stabilizing or covering transaction to cover short positions. Those activities may cause the price of the securities to be higher than it would otherwise be. If commenced, the underwriters may discontinue any of the activities at any time.

Any underwriters that are qualified market makers on The Nasdaq Global Select Market may engage in passive market making transactions in our common stock on The Nasdaq Global Select Market in accordance with Regulation M under the Exchange Act, during the business day prior to the pricing of the offering, before the commencement of offers or sales of our common stock. Passive market makers must comply with applicable volume and price limitations and must be identified as passive market makers. In general, a passive market maker must display its bid at a price not in excess of the highest independent bid for such security; if all independent bids are lowered below the passive market maker’s bid, however, the passive market maker’s bid must then be lowered when certain purchase limits are exceeded. Passive market making may stabilize the market price of the securities at a level above that which might otherwise prevail in the open market and, if commenced, may be discontinued at any time.

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We may sell securities directly or through agents we designate from time to time. We will name any agent involved in the offering and sale of securities and we will describe any commissions we will pay the agent in the prospectus supplement. Unless the prospectus supplement states otherwise, our agent will act on a best-efforts basis for the period of its appointment.

Unless otherwise specified in the applicable prospectus supplement or free writing prospectus, each class or series of securities will be a new issue with no trading market, other than our common stock, which is traded on The Nasdaq Global Select Market. We may elect to list any other class or series of securities on any exchanges, but we are not obligated to do so. We cannot guarantee the liquidity of the trading markets for any securities.

Under agreements that we may enter, underwriters, dealers and agents who participate in the distribution of shares of our securities may be entitled to indemnification by us against certain liabilities, including liabilities under the Securities Act, or contribution with respect to payments that the agents or underwriters may make with respect to these liabilities. Underwriters, dealers and agents may engage in transactions with, or perform services for, us in the ordinary course of business.

If so indicated in the applicable prospectus supplement, we will authorize underwriters or other persons acting as our agents to solicit offers by certain institutions to purchase our securities from us pursuant to contracts providing for payment and delivery on a future date. Institutions with which such contracts may be made include commercial and savings banks, insurance companies, pension funds, investment companies, educational and charitable institutions and others, but in all cases such institutions must be approved by us. The obligations of any purchaser under any such contract will be subject to the condition that the purchase of our securities shall not at the time of delivery be prohibited under the laws of the jurisdiction to which such purchaser is subject. The underwriters and such other agents will not have any responsibility in respect of the validity or performance of such contracts. Such contracts will be subject only to those conditions set forth in the prospectus supplement, and the prospectus supplement will set forth the commission payable for solicitation of such contracts.

We may enter into derivative transactions with third parties, or sell securities not covered by this prospectus to third parties in privately negotiated transactions. If the applicable prospectus supplement indicates, in connection with those derivatives, the third parties may sell securities covered by this prospectus and the applicable prospectus supplement, including in short sale transactions. If so, the third party may use securities pledged by us or borrowed from us or others to settle those sales or to close out any related open borrowings of stock, and may use securities received from us in settlement of those derivatives to close out any related open borrowings of stock. The third parties in such sale transactions will be underwriters and, if not identified in this prospectus, will be identified in the applicable prospectus supplement.

In order to comply with the securities laws of certain states, if applicable, our securities offered hereby will be sold in such jurisdictions only through registered or licensed brokers or dealers.

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LEGAL MATTERS

Certain legal matters regarding the securities offered by this prospectus will be passed upon for us by Dechert LLP, Boston, MA. Dechert LLP has from time to time represented GC Advisors on unrelated matters.

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The consolidated financial statements of Golub Capital BDC, Inc. and its consolidated subsidiaries appearing in Golub Capital BDC’s Annual Report (Form 10-K) for the year ended September 30, 2024 and the effectiveness of Golub Capital BDC, Inc. and its consolidated subsidiaries’ internal control over financial reporting as of September 30, 2024 have been audited by Ernst & Young LLP, an independent registered public accounting firm located at 155 North Wacker Drive, Chicago, IL 60606, as set forth in their reports thereon, included therein, and incorporated herein by reference. Such consolidated financial statements are incorporated herein by reference in reliance upon such reports given on the authority of Ernst & Young LLP as experts in accounting and auditing.

AVAILABLE INFORMATION

This prospectus is part of a registration statement we filed with the SEC. This prospectus does not contain all of the information set forth in the registration statement, some of which is contained in exhibits to the registration statement as permitted by the rules and regulations of the SEC. For further information with respect to us and the securities we are offering under this prospectus, we refer you to the registration statement, including the exhibits filed as a part of the registration statement. Statements contained in this prospectus concerning the contents of any contract or any other document are not necessarily complete. If a contract or other document has been filed as an exhibit to the registration statement, please see the copy of the contract or document that has been filed. Each statement in this prospectus relating to a contract or document filed as an exhibit is qualified in all respects by the filed exhibit.

We file with or submit to the SEC annual, quarterly and current reports, proxy statements and other information meeting the informational requirements of the Exchange Act. The SEC maintains a website that provides access, free of charge, to reports, proxy and information statements and other information we file with the SEC at www.sec.gov. Copies of these reports, proxy and information statements and other information may be obtained, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov. We maintain a website at www.golubcapitalbdc.com and make all of our annual, quarterly and current reports, proxy statements and other publicly filed information available, free of charge, on or through our website. Information contained on our website is not incorporated into this prospectus or any prospectus supplement, and you should not consider information on our website to be part of this prospectus or any prospectus supplement. You may also obtain such information by contacting us in writing at 200 Park Avenue, 25th Floor, New York, NY 10166, Attention: Investor Relations.

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INCORPORATION BY REFERENCE

This prospectus is part of a registration statement that we have filed with the SEC. We are allowed to “incorporate by reference” the information that we file with the SEC, which means that we can disclose important information to you by referring you to those documents. The information incorporated by reference is considered to comprise a part of this prospectus from the date we file that document. Any reports filed by us with the SEC before the date that any offering of any securities by means of this prospectus and any applicable prospectus supplement is terminated will automatically be incorporated and, where applicable, supersede any applicable information contained in this prospectus or incorporated by reference in this prospectus.

We incorporate by reference into this prospectus our filings listed below and any future filings (including those made after the date of the filing of the registration statement of which this prospectus is a part) we will make with the SEC under Sections 13(a), 13(c), 14, or 15(d) of the Exchange Act until the termination of the offering of securities covered by this prospectus and any applicable prospectus supplement have been sold or we otherwise terminate the offering of these securities; provided, however, that information “furnished” under Item 2.02 or Item 7.01 of Form 8-K or other information “furnished” to the SEC, which is not deemed filed, is not incorporated by reference in this prospectus and any applicable prospectus supplement (unless specifically set forth in such filing). Information that we file with the SEC will automatically update and may supersede information in this prospectus, any applicable prospectus supplement and information previously filed with the SEC.

our Annual Report on Form 10-K for the fiscal year ended September 30, 2024, filed with the SEC on November 19, 2024;
our Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2024, filed with the SEC on February 4, 2025;
those portions of our Definitive Proxy Statement on Schedule 14A, filed with the SEC on December 13, 2024, that are incorporated by reference in our Annual Report on Form 10-K for the fiscal year ended September 30, 2024;
the description of our Common Stock referenced in our Registration Statement on Form 8-A (No. 001-34690), as filed with the SEC on April 13, 2010, including any amendment or report filed for the purpose of updating such description prior to the termination of the offering of the common stock registered hereby; and
our Current Reports on Form 8-K filed with the SEC on February 6, 2025 and February 25, 2025.

To obtain copies of these filings, see “Available Information.”

You should rely only on the information incorporated by reference or provided in this prospectus or any prospectus supplement. We have not authorized anyone to provide you with different or additional information, and you should not rely on such information if you receive it. We are not making an offer of or soliciting an offer to buy, any securities in any state or other jurisdiction where such offer or sale is not permitted. You should not assume that the information in this prospectus or in the documents incorporated by reference is accurate as of any date other than the date on the front of this prospectus or those documents.

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GOLUB CAPITAL BDC, INC.

Common Stock

Preferred Stock

Warrants

Subscription Rights

Debt Securities

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GOLUB CAPITAL BDC, INC.

PART C Other Information

Item 25. Financial Statements and Exhibits

(1) Financial Statements

The consolidated financial statements included in the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2024 have been incorporated by reference in this registration statement in “Part A — Information Required in a Prospectus.”

The consolidated financial statements as of September 30, 2024 and September 30, 2023, for each of the three years in the period ended September 30, 2024, and management’s assessment of the effectiveness of internal control over financial reporting as of September 30, 2024 have been incorporated by reference in this registration statement in “Part A — Information Required in a Prospectus” in reliance on the report of Ernst & Young LLP, an independent registered public accounting firm, given on the authority of said firm as experts in auditing and accounting.

(2) Exhibits

(a)(1)

Form of Certificate of Incorporation (Incorporated by reference to Exhibit (a)(2) to the Registrant’s Pre-effective Amendment No. 3 to the Registration Statement on Form N-2 (File No. 333-163279), filed on March 25, 2010).

(a)(2)

Certificate of Amendment to Certificate of Incorporation of Golub Capital BDC, Inc. (Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on September 4, 2019).

(a)(3)

Certificate of Amendment of Certificate of Incorporation (Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on February 18, 2022).

(a)(4)

Certificate of Amendment of Certificate of Incorporation (Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on February 25, 2025).

(a)(5)

Agreement and Plan of Merger, by and among Golub Capital BDC, Inc., Golub Capital BDC 3, Inc., Park Avenue Subsidiary Inc., GC Advisors, LLC, and solely for purposes of Section 1.9, Golub Capital LLC, dated as of January 16, 2024. (Incorporated by reference to Exhibit 2.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on January 17, 2024).

(a)(6)

Amendment No. 1 to Agreement and Plan of Merger by and among Golub Capital BDC, Inc., Golub Capital BDC 3, Inc., Park Avenue Subsidiary, Inc., GC Advisors, LLC, and solely for purposes of Section 1.9, Golub Capital LLC, dated as of April 11, 2024 (Incorporated by reference to Exhibit 4(b) filed with Amendment No. 1 to the Registrant’s Registration Statement on Form N-14 (File No. 333-277325), filed on April 12, 2024).

(b)

Amended and Restated Bylaws (Incorporated by reference to Exhibit 3.3 to the Registrant’s Form 10-K (File No. 814-00794), filed November 21, 2022.)

(c)

Not applicable.

(d)(1)

Form of Stock Certificate (Incorporated by reference to Exhibit (d) to the Registrant’s Pre-effective Amendment No. 3 to the Registration Statement on Form N-2 (File No. 333-163279), filed on March 25, 2010).

(d)(2)

Form of Subscription Certificate (Incorporated by reference to Exhibit (d)(2) to the Registrant’s Registration Statement on Form N-2 (File No. 333-174756), filed on June 7, 2011).

(d)(3)

Indenture (Incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on October 2, 2020).

(d)(4)

Form of Subscription Agent Agreement (Incorporated by reference to Exhibit (d)(4) to the Registrant’s Registration Statement on Form N-2 (File No. 333-174756), filed on June 7, 2011).

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(d)(5)

Form of Warrant Agreement (Incorporated by reference to Exhibit (d)(5) to the Registrant’s Registration Statement on Form N-2 (File No. 333-174756), filed on June 7, 2011).

(d)(6)

Form of Certificate of Designations for Preferred Stock (Incorporated by reference to Exhibit (d)(6) to the Registrant’s Pre-effective Amendment No. 1 to the Registration Statement on Form N-2 (File No. 333-174756), filed on August 25, 2011).

(d)(7)

Form T-1 Statement of Eligibility of U.S. Bank Trust Company, National Association, as Trustee, with respect to the Form of Indenture.*

(d)(8)

Indenture, dated as of October 2, 2020, by and between Golub Capital BDC, Inc. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on October 5, 2020).

(d)(9)

Second Supplemental Indenture, dated as of February 24, 2021, related to the 2.500% Notes due 2026, by and between Golub Capital BDC, Inc. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on February 24, 2021).

(d)(10)

Form of 2.500% Notes due 2026 (Incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K (File No. File No. 814-00794), filed on February 24, 2021).

(d)(11)

Third Supplemental Indenture, dated as of August 3, 2021, relating to the 2.050% Notes due 2027, by and between Golub Capital BDC, Inc. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on August 3, 2021).

(d)(12)

Fourth Supplemental Indenture, dated as of December 5, 2023, relating to the 7.050% Notes due 2028, by and between Golub Capital BDC, Inc. and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), as trustee. (Incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on December 5, 2023).

(d)(13)

Fifth Supplemental Indenture, dated as of February 1, 2024, relating to the 6.000% Notes due 2029, by and between Golub Capital BDC, Inc. and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), as trustee. (Incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on February 1, 2024).

(d)(14)

Form of 2.050% Notes due 2027 (Incorporated by reference to Exhibit 4.3 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on August 3, 2021).

(e)

Amended and Restated Dividend Reinvestment Plan (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on May 5, 2011).

(f)

Not applicable.

(g)

Fifth Amended and Restated Investment Advisory Agreement, dated as of June 3, 2024, by and between Golub Capital BDC, Inc. and GC Advisors, LLC. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on June 3, 2024).

(h)(1)

Form of Underwriting Agreement for equity securities (Incorporated by reference to Exhibit (h)(1) to the Registrant’s Registration Statement on Form N-2 (File No. 333-174756), filed on June 7, 2011).

(h)(2)

Form of Underwriting Agreement for debt securities (Incorporated by reference to Exhibit (h)(2) to the Registrant’s Registration Statement on Form N-2 (File No. 333-174756), filed on June 7, 2011).

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(i)

Not applicable.

(j)

Form of Custody Agreement (Incorporated by reference to Exhibit (j) to the Registrant’s Pre-effective Amendment No. 5 to the Registration Statement on Form N-2 (File No. 333-163279), filed on April 12, 2010).

(k)(1)

Certificate of Appointment of Transfer Agent (Incorporated by reference to Exhibit (k)(1) to the Registrant’s Pre-effective Amendment No. 3 to the Registration Statement on Form N-2 (File No. 333-163279), filed on March 24, 2010).

(k)(2)

Form of Administration Agreement between Registrant and GC Service Company LLC (Incorporated by reference to Exhibit (k)(2) to the Registrant’s Pre-effective Amendment No. 3 to the Registration Statement on Form N-2 (File No. 333-163279), filed on March 24, 2010).

(k)(3)

Form of Trademark License Agreement between the Registrant and Golub Capital Management LLC (Incorporated by reference to Exhibit (k)(3) to the Registrant’s Pre-effective Amendment No. 3 to the Registration Statement on Form N-2 (File No. 333-163279), filed on March 24, 2010).

(k)(4)

First Supplemental Indenture, dated as of June 30, 2023, by and between Golub Capital BDC CLO III LLC, as Issuer, and U.S. Bank Trust Company, National Association, as Trustee, and consented to by GC Advisors LLC, as Collateral Manager (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on June 30, 2023).

(k)(5)

Amended and Restated Revolving Loan Agreement, dated as of June 21, 2019, by and among the Registrant, as the borrower, and GC Advisors LLC, as the lender (Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on June 25, 2019).

(k)(6)

First Amendment to the Amended and Restated Revolving Loan Agreement, dated as of October 28, 2019, by and between Golub Capital BDC, Inc. as the borrower and GC Advisors LLC as the lender (Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on October 31, 2019).

(k)(7)

Second Amendment to Amended and Restated Revolving Loan Agreement, dated as of June 15, 2022, by and among Golub Capital BDC, Inc., as the borrower, and GC Advisors LLC, as the lender. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on June 16, 2022).

(k)(8)

Third Amendment to Revolving Loan Agreement, dated as of June 11, 2024, by and between Golub Capital BDC, Inc., as the borrower, and GC Advisors LLC, as the lender. (Incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on June 13, 2024).

(k)(9)

Loan Financing and Servicing Agreement, dated as of September 10, 2019, by and among GBDC 3 Funding LLC, as borrower, Golub Capital BDC 3, Inc., as equity holder and as servicer, the lenders from time to time party thereto, Deutsche Bank AG, New York Branch, as facility agent, the other agents parties thereto, each of the entities from time to time party thereto as securitization subsidiaries, and Deutsche Bank Trust Company Americas, as collateral agent and as collateral custodian (Incorporated by reference to Exhibit 10.1 to Golub Capital BDC 3, Inc.’s Current Report on Form 8-K (File No. 814-01244), filed on September 12, 2019).

(k)(10)

Sale and Contribution Agreement, dated as of September 10, 2019, between Golub Capital BDC 3, Inc., as seller, and GBDC 3 Funding LLC, as purchaser (Incorporated by reference to Exhibit 10.2 to Golub Capital BDC 3, Inc.’s Current Report on Form 8-K (File No. 814-01244), filed on September 12, 2019).

(k)(11)

Amendment No. 2 to Loan Financing and Servicing Agreement, dated as of October 29, 2021, among GBDC 3 Funding LLC, as borrower, Golub Capital BDC 3, Inc., as servicer, and Deutsche Bank AG, New York Branch, as facility agent, as agent and as a committed lender. (Incorporated by reference to Exhibit 10.1 to Golub Capital BDC 3, Inc.’s Current Report on Form 8-K (File No. 814-01244). filed on November 3, 2021).

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(k)(12)

Amendment No. 4 to Loan Financing and Servicing Agreement, dated as of June 24, 2022, among GBDC 3 Funding LLC, as borrower, Golub Capital BDC 3, Inc., as servicer, and Deutsche Bank AG, New York Branch, as facility agent, as agent and as a committed lender. (Incorporated by reference to Exhibit 10.1 to Golub Capital BDC 3, Inc.’s Current Report on Form 8-K (File No. 814-01244), filed on June 28, 2022).

(k)(13)

Amendment No. 5 to Loan Financing and Servicing Agreement, dated as of March 8, 2023, among GBDC 3 Funding LLC, as borrower, Golub Capital BDC 3, Inc., as servicer, and Deutsche Bank AG, New York Branch, as facility agent, as agent and as a committed lender. (Incorporated by reference to Exhibit 10.1 to Golub Capital BDC 3, Inc.’s Current Report on Form 8-K (File No. 814-01244), filed on March 14, 2023).

(k)(14)

First Supplemental Indenture, dated as of December 21, 2020, by and between GCIC CLO II LLC, as Issuer, and The Bank of New York Mellon Trust Company, National Association, as Trustee to the Indenture, dated as of December 13, 2018, among the Issuer and Trustee (Incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q (File No. 814-00794), filed on February 8, 2021).

(k)(15)

Second Supplemental Indenture, dated as of June 30, 2023, by and between GCIC CLO II LLC, as Issuer, and The Bank of New York Mellon Trust Company, National Association, as Trustee, and consented to by GC Advisors LLC, as Collateral Manager and The Bank of New York Mellon Trust Company, National Association, as Collateral Administrator. (Incorporated by reference to Exhibit 10.2 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on June 30, 2023).

(k)(16)

Senior Secured Revolving Credit Agreement, dated as of February 11, 2021, by and among Golub Capital BDC, Inc., as borrower, JPMorgan Chase Bank, N.A., as administrative agent and as collateral agent, and the lenders, syndication agents, joint bookrunners, and joint lead arrangers party thereto (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on February 12, 2021).

(k)(17)

Amendment No. 1, dated as of November 19, 2021, to Senior Secured Revolving Credit Agreement, dated as of February 11, 2021, by and among, Golub Capital BDC, Inc., as borrower, JPMorgan Chase Bank, N.A., as administrative agent and as collateral agent, and the lenders, syndication agents, joint bookrunners, and joint lead arrangers party thereto (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on November 24, 2021).

(k)(18)

First Supplemental Indenture, dated as of June 30, 2023, by and between Golub Capital BDC 3 CLO 1 LLC, Deutsche Bank Trust Company Americas, as Trustee, and GC Advisors LLC, as Collateral Manager. (Incorporated by reference to Exhibit 10.1 to Golub Capital BDC 3, Inc.’s Current Report on Form 8-K (File No. 814-01244), filed on June 30, 2023).

(k)(19)

Commitment Increase Agreement, dated as of October 14, 2021, by Signature Bank, as Increasing Lender, Wells Fargo Bank, National Association and Regions Bank, each as an Assuming Lender, in favor of the Company, as borrower, and JPMorgan Chase Bank, N.A., as administrative agent under the Revolving Credit Facility (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on October 18, 2021).

(k)(20)

Commitment Increase Agreement, dated as of November 23, 2021, by First National Bank of Pennsylvania, as Assuming Lender, JPMorgan Chase Bank, N.A., MUFG Union Bank, N.A., CIBC Bank USA, and Sumitomo Mitsui Banking Corporation, each as an Increasing Lender, in favor of Golub Capital BDC, Inc., as borrower, and JPMorgan Chase Bank, N.A., as administrative agent under the Senior Secured Revolving Credit Facility, dated as of February 11, 2021, as amended, among Golub Capital BDC, Inc., as borrower, JPMorgan Chase Bank, N.A., as administrative agent and as collateral agent, and the lenders, syndication agents, joint bookrunners, and joint lead arrangers party thereto (Incorporated by reference to Exhibit 10.2 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on November 24, 2021).

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(k)(21)

Commitment Increase Agreement, dated as of December 17, 2021, by Comerica Bank, and Capital One, National Association, each as an Assuming Lender, in favor of Golub Capital BDC, Inc., as borrower, and JPMorgan Chase Bank, N.A., as administrative agent under the Senior Secured Revolving Credit Facility, dated as of February 11, 2021, as amended, among Golub Capital BDC, Inc., as borrower, JPMorgan Chase Bank, N.A., as administrative agent and as collateral agent, and the lenders, syndication agents, joint bookrunners, and joint lead arrangers party thereto (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on December 21, 2021).

(k)(22)

Indenture, dated as of January 25, 2022, by and between Golub Capital BDC 3 ABS 2022-1 LLC, as Issuer, and Deutsche Bank Trust Company Americas, as Trustee (Incorporated by reference to Exhibit 10.2 to Golub Capital BDC 3, Inc.’s Current Report on Form 8-K (File No. 814-01244), filed on January 28, 2022).

(k)(23)

Note Purchase Agreement, dated as of January 25, 2022, by and between Golub Capital BDC 3 ABS 2022-1 LLC and Deutsche Bank Securities Inc. (Incorporated by reference to Exhibit 10.1 to Golub Capital BDC 3, Inc.’s Current Report on Form 8-K (File No. 814-01244), filed on January 28, 2022).

(k)(24)

Collateral Management Agreement, dated as of January 25, 2022, by and between Golub Capital BDC 3 ABS 2022-1 LLC, as Issuer and GC Advisors LLC, as Collateral Manager (Incorporated by reference to Exhibit 10.3 to Golub Capital BDC 3, Inc.’s Current Report on Form 8-K (File No. 814-01244), filed on January 28, 2022).

(k)(25)

Master Loan Sale Agreement, dated as of January 25, 2022, by and among Golub Capital BDC 3, Inc., as the Seller, GC Advisors LLC, as the Closing Date Seller, Golub Capital BDC 3 ABS 2022-1 LLC, as the Buyer, and Golub Capital 3 Holdings LLC (Incorporated by reference to Exhibit 10.4 to Golub Capital BDC 3, Inc.’s Current Report on Form 8-K (File No. 814-01244), filed on January 28, 2022).

(k)(26)

Master Loan Sale Agreement, dated as of January 25, 2022, by and among Golub Capital BDC 3, Inc., as the Seller, Golub Capital BDC 3 ABS 2022-1 Depositor LLC, as the Intermediate Seller, Golub Capital BDC 3 ABS 2022-1 LLC, as the Buyer, and GBDC 3 Funding LLC (Incorporated by reference to Exhibit 10.5 to Golub Capital BDC 3, Inc.’s Current Report on Form 8-K (File No. 814-01244), filed on January 28, 2022).

(k)(27)

Amendment No. 2, dated as of September 2, 2022, to Senior Secured Revolving Credit Agreement, dated as of February 11, 2021, as amended, by and among, Golub Capital BDC, Inc., as borrower, JPMorgan Chase Bank, N.A., as administrative agent and as collateral agent, and the lenders, syndication agents, joint bookrunners, and joint lead arrangers party thereto. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on September 8, 2022).

(k)(28)

Commitment Increase Agreement, dated as of September 16, 2022, by Santander Bank, N.A., as an Assuming Lender, in favor of Golub Capital BDC, Inc., as borrower, and JPMorgan Chase Bank, N.A., as administrative agent under the Senior Secured Revolving Credit Facility, dated as of February 11, 2021, as amended, among Golub Capital BDC, Inc., as borrower, JPMorgan Chase Bank, N.A., as administrative agent and as collateral agent, and the lenders, syndication agents, joint bookrunners, and joint lead arrangers party thereto. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on September 20, 2022).

(k)(29)

Credit Agreement, dated as of December 14, 2022, by and among Golub Capital BDC 3 CLO 2 LLC, as borrower, Citibank, N.A., as Collateral Trustee and as loan agent, and the various financial institutions and other persons party thereto from time to time as lenders. (Incorporated by reference to Exhibit 10.3 to Golub Capital BDC 3, Inc.’s Current Report on Form 8-K (File No. 814-01244), filed on December 19, 2022).

(k)(30)

Master Loan Sale Agreement, dated as of December 14, 2022, by and among Golub Capital BDC 3, Inc., as the Seller, GC Advisors LLC, as the Closing Date Seller, Golub Capital BDC 3 CLO 2 LLC, as the Buyer, and GBDC 3 Funding LLC, as the Warehouse Borrower. (Incorporated by reference to Exhibit 10.5 to Golub Capital BDC 3, Inc.’s Current Report on Form 8-K (File No. 814-01244), filed on December 19, 2022).

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(k)(31)

Master Loan Sale Agreement, dated as of December 14, 2022, by and among Golub Capital BDC 3, Inc., as the Seller, Golub Capital BDC 3 CLO 2 Depositor LLC, as the Intermediate Seller, and Golub Capital BDC 3 CLO 2 LLC, as the buyer. (Incorporated by reference to Exhibit 10.6 to the Registrant’s Current Report on Form 8-K (File No. 814-01244), filed on December 19, 2022).

(k)(32)

Amended and Restated Senior Secured Revolving Credit Agreement, dated as of March 17, 2023, by and among Golub Capital BDC, Inc., as borrower, and JPMorgan Chase Bank, N.A., as administrative agent under the Senior Secured Revolving Credit Facility, dated as of February 11, 2021, as amended, among Golub Capital BDC, Inc., as borrower, JPMorgan Chase Bank, N.A., as administrative agent and as collateral agent, and the lenders, syndication agents, joint bookrunners, and joint lead arrangers party thereto. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on March 20, 2023).

(k)(33)

Amendment No. 1 to the Amended and Restated Senior Secured Revolving Credit Agreement, dated as of March 17, 2023, by and among Golub Capital BDC, Inc., JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, and the lenders, syndication agents, joint bookrunners, and joint lead arrangers party thereto, dated June 7, 2024. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on June 13, 2024).

(k)(34)

Second Amended and Restated Senior Secured Revolving Credit Agreement, dated as of August 6, 2024, by and among Golub Capital BDC, Inc., as borrower, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-00794), filed on August 12, 2024).

(k)(35)

Equity Distribution Agreement, dated as of October 6, 2023, by and among Golub Capital BDC, Inc. GC Advisors LLC, Golub Capital LLC, Keefe Bruyette & Woods, Inc. and Regions Securities LLC.

(k)(36)

Amended and Restated Indenture dated as of November 18, 2024 between Golub Capital BDC CLO 8 LLC, as issuer, and The Bank of New York Mellon Trust Company, National Association, as trustee.(Incorporated by reference to Exhibit 10.1 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on November 21, 2024).

(k)(37)

Note Purchase Agreement dated as of November 18, 2024 between Golub Capital BDC CLO 8 LLC, as issuer, and Deutsche Bank Securities Inc., as initial purchaser. (Incorporated by reference to Exhibit 10.2 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on November 21, 2024).

(k)(38)

Amended and Restated Collateral Management Agreement dated as of November 18, 2024 between Golub Capital BDC CLO 8 LLC, as issuer, and GC Advisors LLC, as collateral manager.(Incorporated by reference to Exhibit 10.3 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on November 21, 2024).

(k)(39)

Amended and Restated Master Loan Sale Agreement dated as of November 18, 2024 among Golub Capital BDC, Inc., as seller, Golub Capital BDC CLO 8 Depositor LLC, as intermediate seller, and Golub Capital BDC CLO 8 LLC, as buyer. (Incorporated by reference to Exhibit 10.4 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on November 21, 2024).

(k)(40)

Commitment Increase Agreement, dated as of November 14, 2024, by BNP Paribas, as an Assuming Lender, in favor of Golub Capital BDC, Inc., as borrower, and JPMorgan Chase Bank, N.A., as administrative agent under the Senior Secured Revolving Credit Facility, dated as of August 6, 2024, as amended, among Golub Capital BDC, Inc., as borrower, JPMorgan Chase Bank, N.A., as administrative agent and as collateral agent, and the lenders, syndication agents, joint bookrunners, and joint lead arrangers party thereto. (Incorporated by reference to Exhibit 10.5 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on November 21, 2024).

(k)(41)

First Amendment to the Equity Distribution Agreement, dated December 4, 2024, by and among Golub Capital BDC, Inc., GC Advisors LLC, Golub Capital LLC, Keefe, Bruyette & Woods, Inc. and Regions Securities LLC. (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on December 6, 2024).

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(k)(42)

Commitment Increase Agreement, dated as of December 6, 2024, by Royal Bank of Canada, as an Assuming Lender, in favor of Golub Capital BDC, Inc., as borrower, and JPMorgan Chase Bank, N.A., as administrative agent under the Senior Secured Revolving Credit Facility, dated as of August 6, 2024, as amended, among Golub Capital BDC, Inc., as borrower, JPMorgan Chase Bank, N.A., as administrative agent and as collateral agent, and the lenders, syndication agents, joint bookrunners, and joint lead arrangers party thereto. (Incorporated by reference to Exhibit 10.2 to the Registrant’s Current report on Form 8-K (File No. 814-00794), filed on December 6, 2024).

(l)

Opinion and Consent of Dechert LLP, special counsel for Registrant.*

(m)

Not applicable.

(n)

Consent of Ernst & Young LLP.*

(o)

Not applicable.

(p)

Not applicable.

(q)

Not applicable.

(r)(1)

Code of Ethics of the Registrant and GC Advisors (Incorporated by reference to Exhibit 14.1 to the Registrant’s Annual Report on Form 10-K (File No. 814-00794), filed on November 19, 2024).

(r)(2)

Code of Ethics of GC Advisors (Incorporated by reference to Exhibit 14.2 to the Registrant’s Annual Report on Form 10-K (File No. 814-00794), filed on November 19, 2024).

(s)Filing Fee Table*

*Filed herewith.

Item 26. Marketing Arrangements

The information contained under the heading “Plan of Distribution” on this Registration Statement is incorporated herein by reference.

Item 27. Other Expenses of Issuance and Distribution

The following table sets forth the estimated expenses to be incurred by the Registrant in connection with the offering described in this Registration Statement:

SEC registration fee

    

(1)

FINRA filing fee

(2)

Listing fees

(2)

Printing expenses

(2)

Legal fees and expenses

(2)

Accounting fees and expenses

(2)

Miscellaneous

(2)

Total

(2)

(1)

In accordance with Rules 456(b), 457(r) and 415(a)(6) promulgated under the Securities Act, we are deferring payment of all of the registration fees. Any registration fees will be paid subsequently on a pay-as-you-go basis.

(2)

These fees will be calculated based on the securities offered and the number of issuances and accordingly, cannot be estimated at this time. These fees, if any, will be reflected in the applicable prospectus supplement.

All of the expenses set forth above shall be borne by the Registrant.

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Item 28. Persons Controlled by or Under Common Control

The Registrant directly or indirectly owns 100% of the limited liability company interests of the following entities, all of which are included in the Registrant’s consolidated financial statements as of December 31, 2024.

Entity Name

    

Entity Type

Golub Capital BDC CLO III Depositor LLC

Delaware Limited Liability Company

Golub Capital BDC Holdings, LLC

Delaware Limited Liability Company

GCIC Holdings LLC

Delaware Limited Liability Company

GCIC CLO II Depositor LLC(1)  

Delaware Limited Liability Company

GCIC CLO II LLC(2)

Delaware Limited Liability Company

Golub Capital BDC CLO 8 Depositor LLC(1)

Delaware Limited Liability Company

Golub Capital BDC CLO 8 LLC(2)

Delaware Limited Liability Company

GCIC Funding LLC

Delaware Limited Liability Company

GCIC FUNDING II LLC

Delaware Limited Liability Company

GBDC Holdings Coinvest, Inc.

Delaware Limited Liability Company

GBDC Holdings ED Coinvest, Inc.

Delaware Corporation

GCIC North Haven Stack Buyer Coinvest, Inc.

Delaware Corporation

GCIC Quick Quack Coinvest LLC

Delaware Limited Liability Company

GBDC Quick Quack Coinvest LLC

Delaware Limited Liability Company

Golub Capital 3 Holdings LLC

Delaware Limited Liability Company

GBDC 3 Funding LLC

Delaware Limited Liability Company

GBDC 3 FUNDING II LLC

Delaware Limited Liability Company

Golub Capital BDC 3 CLO 1 Depositor LLC

Delaware Limited Liability Company

Golub Capital BDC 3 ABS 2022-1 Depositor LLC

Delaware Limited Liability Company

Golub Capital BDC 3 ABS 2022-1 LLC

Delaware Limited Liability Company

Golub Capital BDC 3 CLO 2 Depositor LLC

Delaware Limited Liability Company

Golub Capital BDC 3 CLO 2 LLC

Delaware Limited Liability Company

GBDC 3 Holdings Coinvest, Inc.

Delaware Corporation

GBDC 3 Quick Quack Coinvest LLC

Delaware Limited Liability Company

(1)GCIC CLO II Depositor LLC (“GCIC 2018 CLO Depositor”) was renamed to Golub Capital BDC CLO 8 Depositor LLC (“BDC CLO 8 Depositor”) effective November 18, 2024.
(2)GCIC CLO II LLC (“GCIC 2018 Issuer”) was renamed to Golub Capital BDC CLO 8 LLC (“2024 Issuer”) effective November 18, 2024.

Item 29. Number of Holders of Securities

The following table sets forth the approximate number of record holders of the Registrant’s common stock as of March 24, 2025.

Title of Class

    

Number of
Record Holders

Common Stock, $0.001 par value

962

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Item 30. Indemnification

As permitted by Section 102 of the DGCL the Registrant has adopted provisions in its certificate of incorporation, as amended, that limit or eliminate the personal liability of its directors for a breach of their fiduciary duty of care as a director. The duty of care generally requires that, when acting on behalf of the corporation, directors exercise an informed business judgment based on all material information reasonably available to them. Consequently, a director will not be personally liable to the Registrant or its stockholders for monetary damages or breach of fiduciary duty as a director, except for liability for: any breach of the director’s duty of loyalty to the Registrant or its stockholders; any act or omission not in good faith or that involves intentional misconduct or a knowing violation of law; any act related to unlawful stock repurchases, redemptions or other distributions or payment of dividends; or any transaction from which the director derived an improper personal benefit. These limitations of liability do not affect the availability of equitable remedies such as injunctive relief or rescission.

The Registrant’s certificate of incorporation and bylaws provide that all directors, officers, employees and agents of the registrant shall be entitled to be indemnified by us to the fullest extent permitted by the DGCL, subject to the requirements of the 1940 Act. Under Section 145 of the DGCL, the Registrant is permitted to offer indemnification to its directors, officers, employees and agents.

Section 145(a) of the DGCL provides, in general, that a corporation shall have the power to indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of the corporation), because the person is or was a director, officer, employee or agent of the corporation or is or was serving at the request of the corporation as a director, officer, employee or agent of any other enterprise. Such indemnity may be against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by the person in connection with such action, suit or proceeding, if the person acted in good faith and in a manner the person reasonably believed to be in or not opposed to the best interests of the corporation and if, with respect to any criminal action or proceeding, the person did not have reasonable cause to believe the person’s conduct was unlawful.

Section 145(b) of the DGCL provides, in general, that a corporation shall have the power to indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action or suit by or in the right of the corporation to procure a judgment in its favor because the person is or was a director, officer, employee or agent of the corporation or is or was serving at the request of the corporation as a director, officer, employee or agent of any other enterprise, against any expenses (including attorneys’ fees) actually and reasonably incurred by the person in connection with the defense or settlement of such action or suit if the person acted in good faith and in a manner the person reasonably believed to be in or not opposed to the best interests of the corporation, except that no indemnification shall be made in respect of any claim, issue or matter as to which such person shall have been adjudged to be liable to the corporation unless and only to the extent that the Court of Chancery or the court in which such action or suit was brought shall determine upon application that, despite the adjudication of liability but in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses which the Court of Chancery or such other court shall deem proper.

Section 145(g) of the DGCL provides, in general, that a corporation shall have the power to purchase and maintain insurance on behalf of any person who is or was a director, officer, employee or agent of the corporation or is or was serving at the request of the corporation as a director, officer, employee or agent of any other enterprise, against any liability asserted against the person in any such capacity, or arising out of the person’s status as such, regardless of whether the corporation would have the power to indemnify the person against such liability under the provisions of the law. We have obtained liability insurance for the benefit of our directors and officers.

The Investment Advisory Agreement provides that, absent willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of the reckless disregard of its duties and obligations, GC Advisors, or the Adviser, and its officers, managers, agents, employees, controlling persons, members and any other person or entity affiliated with it are entitled to indemnification from the Registrant for any damages, liabilities, costs and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) arising from the rendering of the Adviser’s services under the Investment Advisory Agreement or otherwise as an investment adviser of the Registrant.

The Administration Agreement, as assigned, provides that, absent willful misfeasance, bad faith or negligence in the performance of its duties or by reason of the reckless disregard of its duties and obligations, Golub Capital LLC, or the Administrator, and its officers, managers, agents, employees, controlling persons, members and any other person or entity affiliated with it are entitled to indemnification from the Registrant for any damages, liabilities, costs and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) arising from the rendering of the Administrator’s services under the Administration Agreement or otherwise as administrator for the Registrant.

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Each underwriting agreement provides that each underwriter severally agrees to indemnify, defend and hold harmless the Registrant, its directors and officers, and any person who controls the Registrant within the meaning of Section 15 of the Securities Act, or Section 20 of the Exchange Act, and the successors and assigns of all of the foregoing persons, from and against any loss, damage, expense, liability or claim (including the reasonable cost of investigation) which, jointly or severally, the Registrant or any such person may incur under the Securities Act, the Exchange Act, the 1940 Act, the common law or otherwise, insofar as such loss, damage, expense, liability or claim arises out of or is based upon any untrue statement or alleged untrue statement of a material fact contained in and in conformity with information concerning such underwriter furnished in writing by or on behalf of such underwriter through the managing underwriter to the Registrant expressly for use in this Registration Statement (or in the Registration Statement as amended by any post-effective amendment hereof by the Registrant) or in the Prospectus contained in this Registration Statement, or arises out of or is based upon any omission or alleged omission to state a material fact in connection with such information required to be stated in this Registration Statement or such Prospectus or necessary to make such information not misleading.

Each equity distribution agreement provides that the sales agent agrees to indemnify, defend and hold harmless the Registrant, its directors and officers, and any person who controls the Registrant within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act, and the successors and assigns of all of the foregoing persons, from and against any loss, damage, expense, liability or claim (including the reasonable cost of investigation) which, jointly or severally, the Registrant or any such person may incur under the Securities Act, the Exchange Act, the 1940 Act, the common law or otherwise, insofar as such loss, damage, expense, liability or claim arises out of or is based upon any untrue statement or alleged untrue statement of a material fact contained in and in conformity with information concerning the sales agent furnished in writing by or on behalf of the sales agent to the Registrant expressly for use in this Registration Statement (or in the Registration Statement as amended by any post-effective amendment hereof by the Registrant) or in the Prospectus contained in this Registration Statement, or arises out of or is based upon any omission or alleged omission to state a material fact in connection with such information required to be stated in this Registration Statement or such Prospectus or necessary to make such information not misleading.

Insofar as indemnification for liability arising under the Securities Act may be permitted to directors, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act and will be governed by the final adjudication of such issue.

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Item 31. Business and Other Connections of Investment Adviser.

A description of any other business, profession, vocation or employment of a substantial nature in which the Adviser, and each managing director, director or executive officer of the Adviser, is or has been during the past two fiscal years, engaged in for his or her own account or in the capacity of director, officer, employee, partner or trustee, is set forth in Part A of this Registration Statement in the section entitled “Portfolio Management” or is otherwise incorporated by reference. Additional information regarding the Adviser and its officers and directors is set forth in its Form ADV, as filed with the SEC (SEC File No. 801-70448), and is incorporated herein by reference.

Item 32. Location of Accounts and Records.

All accounts, books and other documents required to be maintained by Section 31(a) of the 1940 Act, and the rules thereunder are maintained at the offices of:

(1)the Registrant, Golub Capital BDC, Inc., 200 Park Avenue, 25th Floor, New York, NY 10166;
(2)the Transfer Agent, Equiniti Trust Company, LLC, 48 Wall Street, Floor 23, New York, NY 10005;
(3)the Custodian, U.S. Bank Trust Company, National Association, Corporate Trust Services, One Federal Street, 3rd Floor, Boston, MA 02110;
(4)the Adviser, GC Advisors LLC, 200 Park Avenue, 25th Floor, New York, NY 10166; and
(5)the Administrator, Golub Capital LLC, 200 Park Avenue, 25th Floor, New York, NY 10166.

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Item 33. Management Services

Not Applicable.

Item 34. Undertakings

We hereby undertake:

1.not applicable;
2.not applicable;
3.a.to file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:

i.to include any prospectus required by Section 10(a)(3) of the Securities Act;

ii.to reflect in the prospectus any facts or events after the effective date of this registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in this registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the SEC pursuant to Rule 424(b), if, in the aggregate, the changes in volume and price represent no more than 20% change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement; and

iii.to include any material information with respect to the plan of distribution not previously disclosed in this registration statement or any material change to such information in this registration statement;

provided, however, that paragraphs 3.a.i, 3.a.ii, and 3.a.iii of this section do not apply if the registration statement is filed pursuant to General Instruction A.2 of Form N-2 and the information required to be included in a post-effective amendment by those paragraphs is contained in reports we file with or furnish to the SEC pursuant to section 13 or section 15(d) of the Exchange Act that are incorporated by reference into the registration statement, or is contained in a form of prospectus filed pursuant to Rule 424(b) that is part of the registration statement;

b.

for the purpose of determining any liability under the Securities Act, that each such post-effective amendment to this registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of those securities at that time shall be deemed to be the initial bona fide offering thereof;

c.

to remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering;

d.

for the purpose of determining liability under the Securities Act to any purchaser:

(1)that if we are relying on Rule 430B:

(A)

each prospectus we file pursuant to Rule 424(b)(3) shall be deemed to be part of the registration statement as of the date the filed prospectus was deemed part of and included in the registration statement; and

(B)

each prospectus required to be filed pursuant to Rule 424(b)(2), (b)(5), or (b)(7) as part of a registration statement in reliance on Rule 430B relating to an offering made pursuant to Rule 415(a)(1)(i), (x), or (xi) for the purpose of providing the information required by Section 10(a) of the Securities Act shall be deemed to be part of and included in the registration statement as of the earlier of the date such form of prospectus is first used after effectiveness or the date of the first contract of sale of securities in the offering described in the prospectus. As provided in Rule 430B, for liability purposes of the issuer and any person that is at that date an underwriter, such date shall be deemed to be a new effective date of the registration statement relating to the securities in the registration statement to which that prospectus relates, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. Provided, however, that no statement made in a registration

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statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such effective date, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such effective date; or

(2)

that if we are subject to Rule 430C under the Securities Act, each prospectus filed pursuant to Rule 424(b) under the Securities Act, as part of a registration statement relating to an offering, other than registration statements relying on Rule 430B or other than prospectuses filed in reliance on Rule 430A, shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness; provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such first use, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such date of first use.

e.

for the purpose of determining our liability under the Securities Act to any purchaser in the initial distribution of securities, that in a primary offering of our securities pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, we will be a seller to the purchaser and will be considered to offer or sell such securities to the purchaser:

(1)

any preliminary prospectus or prospectus or prospectus supplement of us relating to the offering required to be filed pursuant to Rule 424 under the Securities Act;

(2)

any free writing prospectus relating to the offering prepared by or on behalf of us or used or referred to by us;

(3)

the portion of any other free writing prospectus or advertisement pursuant to Rule 482 under the Securities Act relating to the offering containing material information about us or our securities provided by or on behalf of us; and

(4)

any other communication that is an offer in the offering made by us to the purchaser;

4.

that for the purposes of determining any liability under the Securities Act:

a.

the information omitted from the form of prospectus filed as part of this registration statement in reliance upon Rule 430A and contained in a form of prospectus filed by us under Rule 424(b)(1) under the Securities Act shall be deemed to be part of this registration statement as of the time it was declared effective; and

b.

each post-effective amendment that contains a form of prospectus shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of the securities at that time shall be deemed to be the initial bona fide offering thereof;

5.

that, for purposes of determining any liability under the Securities Act, each filing of our annual report pursuant to Section 13(a) or 15(d) of the Exchange Act that is incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof;

6.

insofar as indemnification for liabilities arising under the Securities Act may be permitted to our directors, officers and controlling persons, that we have been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by us of expenses incurred or paid by a director, officer or controlling person of us in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, we will, unless in the opinion of our counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act and will be governed by the final adjudication of such issue; and

7.

to send by first class mail or other means designed to ensure equally prompt delivery within two business days of receipt of a written or oral request, any prospectus or Statement of Additional Information.

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement on Form N-2 to be signed on its behalf by the undersigned, thereunto duly authorized, in The City of New York, in the State of New York, on this 28th day of March, 2025.

GOLUB CAPITAL BDC, INC.

By:

/s/ David B. Golub

Name: David B. Golub

Title: Chief Executive Officer

KNOW ALL MEN BY THESE PRESENT, each person whose signature appears below hereby constitutes and appoints each of Lawrence E. Golub, David B. Golub and Christopher C. Ericson as his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this Registration Statement on Form N-2 and any registration statement filed pursuant to Rule 462(b) under the Securities Act, and to file the same, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully and to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them or his substitutes, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement on Form N-2 has been signed by the following persons in the capacities and on the dates indicated.

Signature

    

Title

    

Date

/s/ David B. Golub

 

Chief Executive Officer and Director

 

March 28, 2025

David B. Golub

(Principal Executive Officer)

/s/ Christopher C. Ericson

 

Chief Financial Officer

 

March 28, 2025

Christopher C. Ericson

(Principal Accounting and Financial Officer)

/s/ Lawrence E. Golub

 

Chairman of the Board of Directors

 

March 28, 2025

Lawrence E. Golub

/s/ John T. Baily

 

Director

 

March 28, 2025

John T. Baily

/s/ Kenneth F. Bernstein

 

Director

 

March 28, 2025

Kenneth F. Bernstein

/s/ Lofton P. Holder

Director

March 28, 2025

Lofton P. Holder

/s/ Anita J. Rival

 

Director

 

March 28, 2025

Anita J. Rival

/s/ William M. Webster IV

 

Director

 

March 28, 2025

William M. Webster IV