Credit Suisse Corporate Credit Solutions,Inc.

Approximate date of proposed public offering: As soon as practicable after the effective date of this Registration Statement.

If any securities being registered on this form will be offered on a delayed or continuous basis in reliance on Rule 415 under the Securities Act of 1933, other than securities offered in connection with a dividend reinvestment plan, check the following box. x

(1) Estimated pursuant to Rule 457(o) under the Securities Act of 1933 solely for the purpose of determining the registration fee.

The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, as amended, or until the Registration Statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.

We are a newly organized, externally managed specialty finance company that is a closed-end, non-diversified investment management company. Prior to the first closing of this offering, we will elect to be regulated as a business development company under the Investment Company Act of 1940, as amended. We are externally managed by Credit Suisse Asset Management, LLC, or the Adviser, which is registered as an investment adviser with the Securities and Exchange Commission, or the SEC. We intend to elect to be treated for federal income tax purposes, and to qualify annually thereafter, as a regulated investment company under the Internal Revenue Code of 1986, as amended. We qualify as an “emerging growth company” under applicable SEC rules.

Through Credit Suisse Securities (USA), LLC, the dealer manager, we are offering on a best efforts, continuous basis shares of our common stock at an offering price equal to our most recently determined net asset value per share, which was $10.00 as of September 5, 2014. The offering price of our common stock at any closing will be equal to our most recently determined net asset value per share.

As this is our initial public offering, there has been no public market for, or historical valuation of, our common stock. All subscription payments will be placed in an account held by the escrow agent, American Stock Transfer & Trust Company, LLC, pending release to us. The minimum initial purchase by each individual investor is $50,000 in shares of our common stock. The minimum initial subsequent investment is $10,000 in shares of our common stock. Subsequent investments greater than $10,000 must be made in $1,000 increments. Any minimum investment requirement may be reduced in our sole discretion. The investment minimums for subsequent purchases do not apply to shares purchased pursuant to our distribution reinvestment plan.

Investing in our common stock may be considered speculative and involves a high degree of risk, including the risk of a complete loss of investment. See “Risk Factors” beginning on page 27 to read about the risks you should consider before buying shares of our common stock.

This prospectus contains important information about us that a prospective investor should know before investing in our common stock. Please read this prospectus before investing and keep it for future reference. We were recently formed and, therefore, have not been in the business described in this prospectus for at least three years. We will file annual, quarterly and current reports, proxy statements and other information with the SEC. This information will be available free of charge by contacting us at One Madison Avenue, New York, New York 10010 or by telephone at (212) 325-2000. The SEC also maintains a website at http://www.sec.gov which contains such information.

Neither the SEC, nor the Attorney General of the State of New York 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. Except as specifically required by the Investment Company Act of 1940, and the rules and regulations thereunder, the use of forecasts is prohibited and any representation to the contrary and any predictions, written or oral, as to the amount or certainty of any present or future cash benefit or tax consequence which may flow from an investment in our common stock is not permitted.

An investment in our shares is NOT a bank deposit and is NOT insured by the Federal Deposit Insurance Corporation or any other government agency.

This prospectus is part of a registration statement we have filed with the SEC, in connection with a continuous offering process, to raise capital for us. As we make material investments or have other material developments, we will periodically provide a prospectus supplement or may amend this prospectus to add, update or change information contained in this prospectus. We will seek to avoid interruptions in the continuous offering of our common stock, but may, to the extent permitted or required under the rules and regulations of the SEC, supplement the prospectus or file an amendment to the registration statement with the SEC. However, there can be no assurance that our continuous offering will not be interrupted during the SEC’s review of any such amendment.

You should rely only on the information contained in this prospectus. The dealer manager is Credit Suisse Securities (USA), LLC, which we refer to in this prospectus as the dealer manager. Neither we nor the dealer manager has authorized any other person to provide you with information different from that which is contained in this prospectus. If anyone provides you with different or inconsistent information, you should not rely on it. We are not, and the dealer manager is not, making an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. You should assume that the information in this prospectus is accurate only as of the date of this prospectus. Our business, financial condition and prospects may have changed since that date. To the extent required by applicable law, we will update this prospectus during the offering period to reflect material changes to the disclosure contained herein.

Any statement that we make in this prospectus may be modified or superseded by us in a subsequent prospectus supplement. The registration statement we filed with the SEC includes exhibits that provide more detailed descriptions of the matters discussed in this prospectus. You should read this prospectus and the related exhibits filed with the SEC and any prospectus supplement.

We are only offering our shares of common stock in this offering to investors who are “accredited investors” as defined in Rule 501(a) of Regulation D promulgated under the Securities Act of 1933, as amended, (the “Securities Act”). In order for individuals to purchase shares of common stock in this offering, he or she must meet one of the following requirements:

In order for an entity to purchase shares of common stock in this offering, it must meet one of the following requirements:

In addition, we will not sell shares in this offering to investors in the states named below unless they meet special suitability standards.

Alabama — In addition to the general suitability standards described above, investors who reside in the state of Alabama must have a liquid net worth of at least 10 times their investment in us and our affiliates.

California — In addition to the suitability standards described above, the state of California requires that each California investor will limit his or her investment in us to a maximum of 10% of his or her net worth.

Idaho — In addition to the suitability standards described above, an Idaho investor’s total investment in us shall not exceed 10% of his or her liquid net worth. (The calculation of liquid net worth shall include only cash plus cash equivalents. Cash equivalents include assets which may be convertible to cash within one year.)

Iowa — In addition to the suitability standards described above an Iowa investor’s total investment in us shall not exceed 10% of his or her liquid net worth. “Liquid net worth” is defined as that portion of net worth (total assets minus total liabilities) that is comprised of cash, cash equivalents and readily marketable securities.

Kansas — In addition to the suitability standards described above, the Office of the Kansas Securities Commissioner recommends that investors limit their aggregate investment in us and other similar investments to not more than 10% of their liquid net worth. “Liquid net worth” is defined as that portion of net worth (total assets minus total liabilities) that is comprised of cash, cash equivalents and readily marketable securities.

Kentucky — In addition to the suitability standards described above, a Kentucky investor’s total investment in us shall not exceed 10% of his or her liquid net worth.

Maine — The Maine Office of Securities recommends that an investor’s aggregate investment in us and other similar offerings not exceed 10% of the investor’s liquid net worth. For this purpose, “liquid net worth” is defined as that portion of net worth that consists of cash, cash equivalents and readily marketable securities.

Massachusetts — In addition to the suitability standards described above, a Massachusetts investor’s aggregate investment in us may not exceed ten percent (10%) of his or her liquid net worth. “Liquid net worth” is defined as that portion of net worth (total assets exclusive of home, home furnishings and automobiles minus total liabilities) that is comprised of cash, cash equivalents and readily marketable securities.

Michigan — In addition to the suitability standards described above, the state of Michigan requires that each Michigan investor limit his or her investment in us to a maximum of 10% of his or her net worth.

Nebraska — In addition to the suitability standards described above, an investor must limit their investment in us and in the securities of any other direct participation programs to 10% of such investor’s net worth. Net worth should not include the value of one’s home, home furnishings, or automobiles.

New Jersey — In addition to the suitability standards described above, a New Jersey investor’s investment in us, our affiliates, and other non-publicly traded direct investment programs (including real estate investment trusts, business development company programs, oil and gas programs, equipment leasing programs and commodity pools, but excluding unregistered, federally and state exempt private offerings) may not exceed ten percent (10%) of his or her liquid net worth.

New Mexico — In addition to the suitability standards described above, a New Mexico investor’s aggregate investment in us, our affiliates and in other non-traded business development companies may not exceed ten percent (10%) of his or her liquid net worth. “Liquid net worth” is defined as that portion of net worth (total assets exclusive of home, home furnishings and automobiles minus total liabilities) that is comprised of cash, cash equivalents and readily marketable securities.

North Dakota — In addition to the suitability standards described above, our shares will only be sold to residents of North Dakota who represent that they have a net worth of at least ten times their investment in us.

Ohio — In addition to the suitability standards described above, an Ohio investor’s aggregate investment in us, shares of our affiliates and in other non-traded business development company programs may not exceed ten percent (10%) of his, her or its liquid net worth. “Liquid net worth” shall be defined as that portion of net worth (total assets exclusive of home, home furnishings, and automobiles minus total liabilities) that is comprised of cash, cash equivalents, and readily marketable securities.

Oklahoma — In addition to the suitability standards described above, purchases by Oklahoma investors in us should not exceed 10% of their net worth (not including home, home furnishings and automobiles).

Oregon — In addition to the suitability standards described above, each Oregon investor will limit his or her investment in us and our affiliates to a maximum of 10% of his or her net worth.

Tennessee — In addition to the suitability standards described above, a Tennessee residents’ investment in us must not exceed 10% of their liquid net worth.

Texas — In addition to the suitability standards described above, a Texas investor’s total investment in us shall not exceed 10% of his or her liquid net worth. For this purpose, “liquid net worth” is determined exclusive of home, home furnishings and automobiles.

The minimum initial purchase by each individual investor is $50,000 in shares of our common stock. The minimum initial subsequent investment is $10,000 in shares of our common stock. Subsequent investments greater than $10,000 must be made in $1,000 increments. Any minimum investment requirement may be reduced in our sole discretion. The investment minimums for subsequent purchases do not apply to shares purchased pursuant to our distribution reinvestment plan.

In the case of sales to fiduciary accounts, these suitability standards must be met by the person who directly or indirectly supplied the funds for the purchase of the shares of our stock or by the beneficiary of the account.

These suitability standards are intended to help ensure that, given the long-term nature of an investment in shares of our common stock, our investment objective and the relative illiquidity of our stock, shares of our stock are an appropriate investment for those of you who become stockholders. The dealer manager must make every reasonable effort to determine that the purchase of shares of our stock is a suitable and appropriate investment for each stockholder based on information provided by the stockholder in the subscription agreement. We and the dealer manager will maintain for six (6) years records of the information used to determine that an investment in shares of our stock is suitable and appropriate for a stockholder.

In purchasing shares, custodians or trustees of employee pension benefit plans or IRAs may be subject to the fiduciary duties imposed by the Employee Retirement Income Security Act of 1974, or ERISA, or other applicable laws and to the prohibited transaction rules prescribed by ERISA and related provisions of the Code. In addition, prior to purchasing shares, the trustee or custodian of an employee pension benefit plan or an IRA should determine that such an investment would be permissible under the governing instruments of such plan or account and applicable law. See “Benefit Plan Investor Considerations.”

PROSPECTUS SUMMARY

This summary highlights some of the information in this prospectus. It is not complete and may not contain all of the information that you may want to consider before investing in our common stock. To understand this offering fully, you should read the entire prospectus carefully, including the section entitled “Risk Factors,” before making a decision to invest in our common stock.

Except as otherwise indicated, the terms:

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“we,” “us,” “our,” and the “Company,” refer to Credit Suisse Corporate Credit Solutions, Inc., a Delaware corporation, and its subsidiaries for the periods after its conversion to a Delaware corporation described elsewhere in this prospectus and to Credit Suisse Corporate Credit Solutions, LLC, a Delaware limited liability company, for the periods prior to its conversion to a Delaware corporation described elsewhere in this prospectus;

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the “Adviser” refers to Credit Suisse Asset Management, LLC, a wholly owned, indirect subsidiary of Credit Suisse and our investment adviser and Co-Administrator;

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“Credit Suisse” refers to Credit Suisse Group AG and its affiliated entities;

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“CIG” refers to the Credit Investments Group of the Asset Management business of Credit Suisse;

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“CCS Group” refers to the Corporate Credit Solutions Group within the CIG business (and previously within the Global Credit Products business within Credit Suisse’s Investment Banking division); and

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“Administrators” refers to the Adviser, as our Co-Administrator, and State Street, our administrator.

Credit Suisse Corporate Credit Solutions, Inc.

We are an externally managed specialty finance company that is a closed-end, non-diversified investment management company recently formed by the Asset Management business of Credit Suisse to focus on lending to middle-market companies. We are managed by the Adviser subject to the supervision of our Board of Directors, a majority of whom are independent.

Our investment objective is to generate current income, and to a lesser extent, capital appreciation through direct investments in secured debt (including first and second lien senior secured loans), unsecured debt (including mezzanine debt) and, to a lesser extent, equity securities. We invest primarily in middle-market U.S. companies, which our Adviser believes are underserved by traditional lenders such as commercial banks and have limited access to public debt markets. The term “middle-market” generally refers to companies with earnings before interest expense, income tax expense, depreciation and amortization, or “EBITDA,” between $5 million and $75 million annually. The term “mezzanine” generally refers to a loan that ranks senior only to a borrower’s equity securities and ranks junior in right of payment to all of such borrower’s other indebtedness. We expect to make investments through both primary originations and open-market secondary purchases. We expect to invest across a number of different industries. We expect that our investments will typically have maturities between three and ten years and generally range in size between $5 and $50 million. If we are successful in achieving our investment objective, the Adviser believes that we will be able to provide our stockholders with consistent dividend distributions and attractive risk-adjusted total returns.

In addition to investments in U.S. middle-market companies, we may, subject to the limitations in the 1940 Act, invest a portion of our capital in opportunistic investments, such as in large U.S. companies, foreign companies, stressed or distressed debt, structured products or private equity. The proportion of these types of investments will change over time given our views on, among other things, the economic and credit environment in which we are operating, although these types of investments generally will constitute less than 30% of our total assets. See “Regulation – Business Development Company Regulation: Qualifying Assets.”

The CCS Group, founded in late 2011, was the middle-market direct lending platform within the Credit Suisse Investment Banking division’s top-ranked leveraged finance business, deploying the bank’s capital directly into lending opportunities that fell outside Credit Suisse’s traditional syndicated loan effort.

During this period, the CCS Group’s mandate was to source middle-market lending opportunities by leveraging the CCS Group’s proprietary network of middle-market participants, including, but not limited to, private equity firms, M&A/transaction/debt advisory services companies and intermediaries, lawyers and accountants as well as the origination channels and domain expertise of the broader Credit Suisse organization. These Credit Suisse origination channels have included both the Private Banking & Wealth Management and the Investment Banking divisions of Credit Suisse. On September 5, 2014, the CCS Group and its investment team (the “CCS Team”) moved to the Adviser and became responsible for sourcing and managing investments for the company. The CCS Team will employ the same investment strategy and mandate as the CCS Group and will continue to benefit from an on-going affiliation with Credit Suisse, which we believe represents a unique asset as it offers exclusive access to a broad and often proprietary flow of investment opportunities in addition to allowing the CCS Team to gather important market intelligence critical to the evaluation of prospective investments. Further, our affiliation with CIG, which focuses on larger companies than those targeted by the company is expected to provide additional sourcing capabilities, as well as expertise, that should enable us to further enhance returns across a broad range of attractive middle-market lending opportunities.

We have executed a nonbinding term sheet for a senior secured revolving credit facility (the “Credit Facility”) with Capital One, N.A., as administrator, and various lenders, which we expect to become effective prior to the first closing of this offering. The Credit Facility is initially expected to provide for borrowings of up to $100 million and is expected to expire in 2019. The Credit Facility size may be increased up to $300 million, subject to certain conditions. Borrowings under the Credit Facility are generally expected to bear interest at London - Interbank Offered Rate (“LIBOR”) plus 2.75%. We intend to use the borrowings available under the Credit Facility to fund new and follow-on investments. The term sheet is not a formal commitment and we can make no assurances that we will enter into a formal agreement with Capital One, N.A.

We are a closed-end, non-diversified investment management company that will elect to be regulated as a business development company (“BDC”) under the 1940 Act. As a BDC, we will be required to comply with numerous regulatory requirements. We are permitted to, and expect to, finance our investments using debt and equity. However, our ability to use debt is limited in certain significant respects. See “Regulation.” We intend to elect to be treated for federal income tax purposes as a regulated investment company (“RIC”) under Subchapter M of the the Code. As a RIC, we generally will not have to pay corporate-level federal income taxes on any net ordinary income or capital gains that we distribute to our stockholders as dividends if we meet certain source-of-income, asset diversification and minimum distribution requirements.

Corporate History and Information

We were formed as Credit Suisse Corporate Credit Solutions, LLC, a Delaware limited liability company, on August 5, 2014, by the Asset Management business of Credit Suisse. In order to expedite the ramp up of our investment activities and further our ability to meet our investment objective, on September 5, 2014, Credit Suisse Alternative Capital, LLC, an indirect, wholly owned subsidiary of Credit Suisse, made an approximately $221 million capital contribution to us. We then used the proceeds from the capital contribution to purchase from Credit Suisse Loan Funding LLC, an indirect, wholly owned subsidiary of Credit Suisse an approximately $206 million portfolio of primarily senior secured loans, originated and structured by the CCS Team over the last two and a half years while operating as part of the Global Credit Products business within the Investment Banking division of Credit Suisse using Credit Suisse’s proprietary capital.

An independent third-party valuation service determined that the valuation of the initial portfolio we purchased was within an acceptable range of values. Separately, prior to the purchase of our portfolio, the valuation was approved by our Board of Directors based in part on a review of the third-party valuation report.

Immediately prior to the first closing of an offering pursuant to this prospectus, we will elect to be regulated as a BDC under the 1940 Act and convert into Credit Suisse Corporate Credit Solutions, Inc., a Delaware corporation.

Our principal executive offices are located at One Madison Avenue, New York, New York, and our telephone number is (212) 325-2000.

Portfolio Composition

We expect that our investments will typically have maturities between three and ten years and will generally range in size from $5 million to $50 million. We may also selectively invest in larger positions, and we generally expect that the size of our positions will increase in proportion to the size of our capital base. Pending such investments, we may reduce our outstanding indebtedness or invest in cash, cash equivalents, U.S. government securities and other high-quality debt investments with maturities of one year or less. In the future, we may adjust opportunistically the percentage of our assets held in various types of loans, our principal loan sources and the industries to which we have greatest exposure, based on market conditions, the credit cycle, available financing and our desired risk/return profile.

Credit Suisse Asset Management, LLC

Credit Suisse Asset Management, LLC serves as our investment adviser. The Adviser is part of Credit Suisse’s Asset Management business, which has approximately 2,100 employees globally. Credit Suisse, one of the world’s leading banks, provides its clients with investment banking and private banking and wealth management services worldwide. The Asset Management business of the Private Banking and Wealth Management division of Credit Suisse is comprised of a number of legal entities around the world that are subject to distinct regulatory requirements. With offices in 18 countries, Credit Suisse’s Asset Management business operates as a globally integrated network to deliver Credit Suisse’s best investment ideas and capabilities to clients around the world. As of June 30, 2014, the Adviser managed assets of approximately $80.6 billion in the Americas and, together with its global affiliates, managed assets of approximately $425.2 billion worldwide.

On September 5, 2014, the CCS Team, led by Jens Ernberg and Thomas Hall, moved from the Investment Banking division of Credit Suisse to the Adviser within Credit Suisse’s Asset Management business. The CCS Team is responsible for sourcing investment opportunities, conducting industry research, performing diligence on potential investments, structuring our investments and monitoring our portfolio companies on an ongoing basis.

The CCS Team and other investment professionals of the Adviser have extensive experience in the capital markets, including work on deal origination, due diligence, transaction structuring, and portfolio management in the public and private markets across a wide spectrum of securities and industries. The Adviser believes that the experience of its investment professionals, and the CCS Team in particular, should position us to achieve attractive risk-adjusted returns.

The investment approach of the CCS Team is primarily to originate and invest in loans to middle-market companies and generally focuses on the following:

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investing in adjustable-rate, senior secured investment opportunities;

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maintaining a principal preservation/absolute return focus;

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investing capital in a disciplined manner with an eye towards finding opportunities in both positive and negative markets, without attempting to time markets; and

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evaluating investment opportunities on a risk-adjusted return basis.

We will employ the investment approach and strategy the CCS Team developed and implemented over the past three years of investing in middle-markets. The approach will focus on the goals of preserving capital and generating attractive risk-adjusted returns.

proprietary investment group (“Proprietary Investment Account”) and does not reflect our performance. In addition, the Proprietary Investment Account was not subject to certain investment limitations, diversification and distribution requirements and other restrictions imposed under the 1940 Act and the Code to which we, as a business development company, are subject and which, if applied to the CCS Team Portfolio managed by the CCS Team, may have adversely affected its performance.

The CCS Team’s investment process with respect to our investment activities will have differences as compared to the proprietary investment activities represented in the performance of the CCS Team Portfolio, including with respect to additional limitations related to compliance with the 1940 Act as a BDC and the Code as a RIC. Furthermore, we will work under specific risk guidelines that may be different from the risk limitations imposed upon the CCS Team when it operated within Credit Suisse. The performance data for the CCS Team Portfolio has not been adjusted for corporate-level U.S. federal income tax, if any. The following performance data of the CCS Team Portfolio is provided solely to illustrate the CCS Team’s performance in managing the Proprietary Investment Account. Differences between our investments and the investments of the CCS Team Portfolio are expected to be limited and are not expected to produce materially different investment results. The performance related to the CCS Team Portfolio is provided for informational purposes only and does not represent or imply our performance in any respect.

For the years ended December 31, 2012 and 2013, the CCS Team generated a gross return of 22.51% and 18.24% on the CCS Team Portfolio of $82.7 million and $139.3 million (at fair value), respectively. For the period January 1, 2014 through June 30, 2014, the CCS Team generated a year-to-date gross return of 9.06% on the CCS Team Portfolio of $151.3 million (at fair value).

On a pro forma basis, assuming the CCS Team Portfolio paid management and incentive fees similar to the Management Fee and the Incentive Fee paid by us, the CCS Team would have generated a net return of 16.17% and 12.99% on the CCS Team Portfolio of $82.7 million and $139.3 million (at fair value), for the years ended December 31, 2012 and 2013, respectively. For the period January 1, 2014 through June 30, 2014, the CCS Team would have generated a year-to-date net return of 6.56% on the CCS Team Portfolio of $151.3 million (at fair value), if the CCS Team Portfolio had paid the Management Fee and Incentive Fee. Although the net performance data has been calculated as if our expense structure were applied to the performance of the CCS Team Portfolio, the performance of the CCS Team Portfolio could be higher or lower as a result of the varying performance fees charged to the CCS Team Portfolio.

The gross performance data for the CCS Team Portfolio was not calculated pursuant to the methodology established by the SEC that is used to calculate our performance. The use of methodology different from that used to calculate performance of the CCS Team Portfolio could result in different performance data. Investors should not rely on the performance data of the CCS Team Portfolio as an indication of our future performance.

The performance results presented for the CCS Team Portfolio do not represent, and are not a substitute for, our performance, and you should not assume that we will have the same future performance as the CCS Team Portfolio. It is inappropriate and would be inaccurate for an investor to consider the CCS Team Portfolio’s performance as being indicative of our future performance. We have included this section because we believe that the performance information presented is sufficiently relevant, as related or supplemental information only, to merit consideration by our prospective investors. Prior performance represents the historical performance for the CCS Team Portfolio, but is not our performance or necessarily indicative of our future performance.

Market Opportunity

The Adviser believes the middle-market lending environment provides opportunities for us to meet our goal of making investments that generate attractive risk-adjusted returns as a result of a combination of the following factors:

Federal Reserve, the Office of the Comptroller of the Currency and the Federal Deposit Insurance Corporation are expected to significantly increase capital and liquidity requirements for banks, decreasing their capacity and appetite to hold non-investment grade loans on their balance sheets. In addition, the number of lenders serving the middle-market has declined as traditional participants, such as commercial banks and specialty finance companies, have consolidated and are pursuing larger opportunities and as many non-traditional lenders, often referred to as the “shadow banking sector” (e.g., hedge funds, private equity funds, mezzanine funds and structured vehicles) have struggled with illiquidity, been unable to satisfy investor expectations, or exited the market. Finally, while the institutional leveraged loan and high-yield bond markets have enjoyed significant investor interest in the past several years, middle-market companies are unable to access those markets as they fail to meet the size and liquidity requirements imposed by the institutional investor community.

Robust Demand for Debt Capital. The Adviser believes nearly 200,000 middle-market companies (defined for this purpose as generally those companies with revenues of between $10 million and $1 billion) will continue to require access to debt capital to refinance existing debt, support growth and finance acquisitions. In addition, the Adviser believes the large amount of uninvested capital held by private equity funds will continue to drive deal activity. According to PitchBook Data, Inc., as of December 31, 2013, there was approximately $282.5 billion of uninvested capital held by private equity funds with between $100 million and $1 billion of assets under management that was raised from 2006 to 2013. The Adviser expects that private equity firms will continue to pursue acquisitions and to seek to leverage their equity investments with debt provided by companies such as us.

Compelling Investment Dynamics. The Adviser believes that the imbalance between the supply of, and demand for, middle-market debt capital creates compelling transaction dynamics that offer opportunities to make investments with attractive risk-adjusted rates of return. In addition to commanding higher pricing, principally due to illiquidity, the directly negotiated nature of middle-market financings generally provides for more favorable terms to the lender, including more conservative leverage, stronger covenants and reporting packages, better call protection, and more restrictive change-of-control provisions. In addition, middle-market companies often are characterized by simpler capital structures than those of larger borrowers, which the Adviser believes facilitates a streamlined underwriting process and improves returns to lenders during a restructuring process. Further, middle-market default rates have historically been lower, and recovery rates higher, as compared to those of the larger, broadly syndicated market, which may lead to lower cumulative losses over time.

Disparate Financing Needs. Middle-market borrowers’ needs vary considerably based on company- or industry-specific circumstances. The Adviser believes that the number of capital providers with the capabilities and flexibility of mandate to deliver tailored “one-stop” solutions addressing the idiosyncratic needs of the market remains limited. The Adviser believes that the combination of the broad investment mandate offered by the BDC construct and the CCS Team’s experience in designing and investing in bespoke solutions across the capital structure positions us as a desirable lending partner to middle-market companies.

Distinctive Lender Capabilities. Lending to middle-market companies requires specialized due diligence and underwriting capabilities, as well as extensive ongoing monitoring. Middle-market lending also is generally more labor-intensive than lending to larger companies due to smaller investment sizes and the lack of publicly available information on these companies. We believe the Adviser’s experience and resources position us more strongly to lend to middle-market companies than many other capital providers.

Competitive Advantages

We believe that we have the following competitive advantages over other middle-market lenders:

Experienced Investment Team. The CCS Team has more than 50 years of cumulative experience in middle-market advisory, leveraged lending, credit research, and debt restructuring, including founding and running the CCS Group platform within the Investment Banking division of Credit Suisse. The CCS Team expects to deploy the same disciplined and rigorous investment strategy on our behalf as it has for Credit Suisse since inception.

addition, the CCS Team has broadened its reach through partnering with commercial banks, specialty finance companies and other “club” investors to leverage their substantial origination infrastructure to identify, structure and fund investment opportunities. Finally, the CCS Team expects to continue to access proprietary deal flow from its affiliation with Credit Suisse’s industry-leading Investment Banking and Private Banking and Wealth Management divisions.

Attractive Investment Profile. The CCS Team believes its experience and approach to middle-market lending will generate attractive risk-adjusted rates of return for investors while minimizing downside risk. The CCS Team currently expects that most of the investments we complete will consist of floating rate senior secured loans to private companies. Our current portfolio is comprised of 99.2% senior secured loans (including 65.0% first lien debt, 31.3% first lien unitranche and/or criss-cross collateral debt and 2.9% second lien debt) and 0.8% equity and other investments at fair value, of which 88.7% of the initial portfolio is invested in floating-rate debt, 10.5% is invested in fixed-rate debt, and the remainder in equity and other investments. Senior secured loans generally benefit from a first lien security interest in all of the issuer’s assets and rank senior in priority to all other securities in the capital structure. The CCS Team subjects each investment to a rigorous underwriting process that involves, among other things, meetings with management, conducting background checks on the company’s executive officers and, in certain cases, equity owners, evaluating industry dynamics and the company’s competitive position, visiting the company’s facilities, speaking with the company’s customers and vendors, reviewing historical and projected financial performance, and identifying potential legal, environmental or other liabilities that may impact the company’s prospects and ability to service the loans. In addition to contracting third party advisers to assist in tasks such as evaluating a borrower’s quality of earnings, the CCS Team has access to Credit Suisse’s investment bankers and strategists that offer additional perspectives on market dynamics, company valuations and relative pricing of risk. In addition to determining that there is adequate coverage in the form of hard assets or enterprise value for its loans, the CCS team also seeks to structure investments to include protections that minimize downside risks, such as requesting additional guarantees and requiring the company to agree to affirmative and negative covenants limiting, for example, its ability to incur additional debt or to distribute earnings or cash flows before the loans have been retired.

Flexible Investment Mandate. The CCS Team will employ a flexible, yet disciplined investment approach to generate attractive risk-adjusted returns based on company-specific considerations, prevailing market conditions, or transaction dynamics. While we will typically invest in senior secured floating rate debt, the CCS Team may determine that circumstances specific to the investment dictate that a second lien or mezzanine loan offers the most compelling relative value investment in the capital structure. Similarly, when market conditions result in tight credit spreads for primary originations, the CCS Team may selectively seek to acquire investments in the secondary markets, such as securities in stressed or distressed companies, or pursue opportunities in out-of-favor industries where risk is more attractively priced. The CCS Team has successfully invested in a wide range of transaction types across a broad cross-section of industries. This experience should position us to capitalize on market cycles by deploying capital in opportunities that the CCS Team perceives to have the greatest risk-adjusted return potential. In addition, the CCS Team focuses primarily on transactions where deal dynamics allow it to exert significant influence over the structure of the transaction, including the composition of the capital structure and the terms and pricing of the various tranches of debt.

Active Portfolio Monitoring. The Adviser closely monitors the investments in the portfolio and takes a proactive approach to identifying and addressing sector- or company-specific risks. The CCS Team receives and reviews detailed financial information from portfolio companies no less than quarterly in addition to maintaining regular dialogue with company management teams regarding current and forecasted performance. The vast majority of our investments have financial covenants that provide early warning of potential problems facing borrowers, allowing lenders, including us, to identify and carefully manage risk.

Successful Affiliation with Credit Suisse. Our affiliation with Credit Suisse, one of the world’s leading investment banks and a top-ranked leveraged loan arranger, provides differentiated access to investments with attractive risk-adjusted return profiles. The CCS Team believes that the platform positions the team to identify opportunities that are less competitive and offer greater ability to dictate terms and structure. We will enjoy the following benefits from our affiliation:

Brand Recognition. Credit Suisse’s brand recognition as a leading global investment bank and leveraged finance institution represents a distinctive competitive advantage for us in securing investment opportunities. The CCS Team believes middle-market companies with growth aspirations recognize the potential benefits of partnering with Credit Suisse and developing an investor following that may offer greater access to the institutional capital markets or expand liquidity options once they achieve those objectives. In addition, the CCS Team believes the affiliation with Credit Suisse positions us as a more desirable partner than competitive capital providers that may be less recognizable to borrowers.

Proprietary Deal Flow. Our ability to successfully leverage Credit Suisse’s global platform is expected to continue to result in a substantial flow of high quality investment opportunities. The CCS Team expects to maintain an active dialogue with senior members of Credit Suisse’s leading Investment Banking (including with its financial sponsors (private equity) group, industry coverage bankers, and its debt and its equity capital markets teams) and Private Banking or Wealth Management divisions that will result in a steady flow of opportunities, many of which are proprietary to Credit Suisse. Further, we will benefit from the extensive capabilities and reach, industry expertise and sourcing capabilities of CIG, which, as of June 30, 2014, managed over $33.1 billion of debt investments across a broad universe of industries. The volume of deals with attractive transaction dynamics originated through the Credit Suisse platform has allowed the CCS Team to be highly selective in choosing investments to pursue and to close.

Access to Significant Credit Suisse Resources. We have access to the in-depth industry and capital markets knowledge of Credit Suisse’s investment bankers and strategists in evaluating, structuring and completing investments. The affiliation offers the CCS Team unique perspectives on how variables ranging from the macroeconomic environment to industry specific dynamics and leverage metrics impact the pricing of risk. In addition, the close interaction with investment bankers and capital markets professionals provides us and our portfolio companies with proprietary market insights, which allows us and them to capitalize on market windows to affect the most advantageous exits from existing investments.

Alignment of Incentives. Credit Suisse, through its indirect, wholly owned subsidiary, Credit Suisse Alternative Capital, LLC, made an approximately $221 million capital contribution to us and we used the proceeds from such investment to purchase a portfolio of loans originated and structured by the CCS Team. The large contribution helps further align the interests of the CCS Team and Credit Suisse and its employees with ours.

Credit Suisse Asset Management Platform. Credit Suisse’s Asset Management business (the “CSAM Business”) is one of the largest asset managers in the world, with $425.2 billion of assets under management as of June 30, 2014. The CSAM Business provides dedicated and distinct control and infrastructure functions focused on long-term sustainability and stewardship of its investment businesses. The CSAM Business has a dedicated global risk management team of professionals covering investment risk management, counterparty risk management, operational risk management and guideline monitoring. The CSAM Business has over 60 dedicated legal and compliance team members supported by nearly 800 professionals in Credit Suisse’s central legal and compliance department. The CCS Team will be able to leverage the CSAM Business’ leading support capabilities to our benefit, which will allow them to focus on managing our portfolio.

Investment Selection

The CCS Team has identified the following investment criteria and guidelines that it believes are important in evaluating prospective portfolio companies. However, not all of these criteria and guidelines were, or will be, met in connection with each of our investments.

Established Companies with Positive Cash Flow. We seek to invest in established companies with sound historical financial performance. We typically focus on companies with a history of profitability on an operating cash flow basis and that generate annual EBITDA of between $5 million and $75 million. We do not intend to invest in start-up companies that have not achieved sustainable profitability and cash flow generation or companies with speculative business plans.

Strong Competitive Position in Industry. We analyze the strengths and weaknesses of target companies relative to their competitors. The factors we consider include relative product pricing, product quality, customer loyalty, substitution risk, switching costs, patent protection, brand positioning and capitalization. We seek to invest in companies that have developed leading positions within their respective markets, are well positioned to capitalize on growth opportunities and operate businesses or are in industries with significant barriers to entry. We seek companies that demonstrate advantages when compared to their competitors, which may help to protect their market position and profitability.

Experienced Management Team. We seek to invest in companies that have experienced management teams. We also seek to invest in companies that have proper incentives in place, including having significant equity interests, to motivate management to act in concert with its interests as investors.

Diversified Customer and Supplier Base. We generally seek to invest in companies that have a diversified customer and supplier base. Companies with a diversified customer and supplier base are generally better able to endure economic downturns, industry consolidation, changing business preferences and other factors that may negatively impact their customers, suppliers and competitors.

Exit Strategy. We seek to invest in companies that we believe will provide a steady stream of cash flow to repay our debt investments and reinvest in their respective businesses. We expect that the primary means by which we exit our debt investments will be through the repayment of our investment by internally generated cash flow. In addition, we will seek to invest in companies whose business models and expected future cash flows may provide alternate methods of repayment, such as through a strategic acquisition by other industry participants, an initial public offering of common stock, a recapitalization or another transaction in the capital markets.

Investment Process Overview

Origination and Sourcing. The Adviser sources portfolio investments from a variety of different investment sources, including among others, management teams, financial intermediaries and advisers, investment bankers, private equity sponsors, family offices, accounting firms and law firms. The Adviser has and will also continue to source deal flow and referrals from Credit Suisse, including the Investment Banking and Private Banking and Wealth Management divisions of Credit Suisse. We believe that the breadth and depth of experience of the CCS Team across different industries and transaction types makes the CCS Team particularly qualified to source, analyze and execute investment opportunities.

Due Diligence Process. The process through which an investment decision is made involves extensive research into the company, its industry, its growth prospects and its ability to withstand adverse conditions. If one or more of the members of the CCS Team responsible for the transaction determine that an investment opportunity should be pursued, the CCS Team will engage in an intensive due diligence process. Though each transaction will involve a somewhat different approach, the Adviser’s diligence of each opportunity may include:

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understanding the purpose of the loan, the key personnel and variables, as well as the sources and uses of the proceeds;

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meeting the company’s management, including top and middle-level executives, to get an insider’s view of the business, and to probe for potential weaknesses in business prospects;

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checking management’s backgrounds and references;

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performing a detailed review of historical financial performance, including performance through various economic cycles, and the quality of earnings;

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contacting customers and vendors to assess both business prospects and standard practices;

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conducting a competitive analysis, and comparing the company to its main competitors on an operating, financial, market share and valuation basis;

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researching the industry for historic growth trends and future prospects as well as to identify future exit alternatives;

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assessing asset value and the ability of physical infrastructure and information systems to handle anticipated growth;

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leveraging Credit Suisse’s internal resources with institutional knowledge of the company’s business; and

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investigating legal and regulatory risks and financial and accounting systems and practices.

Selective Investment Process. After an investment has been identified and preliminary diligence has been completed, a credit research and analysis report is prepared. This report is reviewed by the senior members of the CCS Team in charge of the potential investment. If these senior and other investment professionals are in favor of the potential investment, then a more extensive due diligence process is employed. Additional due diligence with respect to any investment may be conducted on our behalf by attorneys, independent accountants, and other third-party consultants and research firms prior to the closing of the investment, as appropriate on a case-by-case basis.

Issuance of Formal Commitment. Approval of an investment requires the unanimous approval of our Investment Committee. The Investment Committee includes Messrs. Ernberg and Hall, each a senior investment professional of the CCS Team, and one Credit Suisse representative. Currently, the Credit Suisse representative on the Investment Committee is John G. Popp, our Chief Executive Officer and President and a member of our Board of Directors. Once the Investment Committee has determined that a prospective portfolio company is suitable for investment, the CCS Team works with the management or sponsor of that company and its other capital providers, including senior, junior and equity capital providers, if any, to finalize the structure and terms of the investment.

Portfolio Monitoring. The Adviser monitors our portfolio companies on an ongoing basis. The Adviser monitors the financial trends of each portfolio company to determine if it is meeting its business plans and to assess the appropriate course of action for us with respect to each company. The Adviser has a number of methods of evaluating and monitoring the performance and fair value of our investments, which may include the following:

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assessment of success of the portfolio company in adhering to its business plan and compliance with covenants;

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periodic and regular contact with portfolio company management and, if appropriate, the financial or strategic sponsor, to discuss financial position, requirements and accomplishments;

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comparisons to other companies in the portfolio company’s industry;

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attendance at, and participation in, board meetings; and

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review of monthly and quarterly financial statements and financial projections for portfolio companies.

Managerial Assistance

In order to count portfolio securities as qualifying assets for the purpose of the 70% test, we must also either control the issuer of the securities or offer to make available to the issuer of the securities (other than small and solvent companies described in the 1940 Act) significant managerial assistance without the issuer having to request such assistance. This assistance can involve monitoring the operations of our portfolio companies, participating in board and management meetings, consulting with and advising officers of portfolio companies and providing other organizational and financial guidance. We may receive fees for these services and reimburse the Adviser, as our Co-Administrator, for its allocated costs in providing this assistance. See “Regulation.”

Estimated Use of Proceeds

We intend to use the net proceeds from this offering to make investments in accordance with our investment objective and by following the strategies described in this prospectus. We may also use net proceeds to repay outstanding indebtedness under any credit facility entered into by us prior to the completion of this offering. However, we have not established limits on the use of proceeds nor have we established a limit on the amount of offering proceeds we may use for distributions or for working capital purposes. See “Estimated Use of Proceeds.”

Based on prevailing market conditions, and depending on our evaluation of the investment opportunities then available, we anticipate that we will invest the proceeds from each subscription closing generally within 30 to 90 days. The precise timing will depend on the availability of investment opportunities that are consistent with our investment objective and strategies. Until we are able to find such investment opportunities, we intend to invest the net proceeds of this offering primarily in cash, cash equivalents, U.S. government securities and high-quality debt

instruments maturing in one year or less from the time of investment. This is consistent with our status as a BDC and our intention to qualify as a RIC. During this time, we may also use a portion of the net proceeds to pay our operating expenses, including any indebtedness under any credit facility entered into by us, and fund distributions to stockholders.

Distribution Policy

Subject to our Board of Directors’ discretion and applicable legal restrictions, we expect to authorize and pay quarterly distributions beginning no later than the first full calendar quarter after the first closing of this offering. We may fund our cash distributions to stockholders from any source of funds available to us. Because we intend to qualify as a RIC, we intend to distribute at least 90% of our annual net investment income to our stockholders. However, there can be no assurance that we will be able to pay distributions at a specific rate or at all. Each year, a statement on Internal Revenue Service Form 1099-DIV identifying the source of the distribution will be mailed to our stockholders. See “Distributions.”

We have adopted an “opt-out” distribution reinvestment plan pursuant to which a stockholder will have the full amount of his/her cash distributions reinvested in additional shares of our common stock unless they elect otherwise. See “Distribution Reinvestment Plan.”

Plan of Distribution

We are offering on a best efforts, continuous basis shares of our common stock at an offering price equal to our then most recently determined net asset value, which was $10.00 at September 5, 2014. The dealer manager is Credit Suisse Securities (USA), LLC, which is a member of the Financial Industry Regulatory Authority, or FINRA, and the Securities Investor Protection Corporation, or SIPC. The dealer manager is not required to sell any specific number or dollar amount of shares, but has agreed to use its best efforts to sell the shares offered. The minimum initial purchase by each individual investor is $50,000 in shares of our common stock. The minimum initial subsequent investment is $10,000 in shares of our common stock. Subsequent investments greater than $10,000 must be made in $1,000 increments. Any minimum investment requirement may be reduced in our sole discretion. The investment minimums for subsequent purchases do not apply to shares purchased pursuant to our distribution reinvestment plan.

We expect to hold our first closing as soon as practicable on or after January 2, 2015. Between January 2, 2015 and December 31, 2015, we may accept subscriptions as of the final business day of each month. Thereafter, we will accept subscriptions as of the final business day of each calendar quarter. We will sell our shares on a continuous basis at monthly and quarterly closings, as the case may be, at an offering price equal to our then most recently determined net asset value per share. However, we may determine not to hold a closing and not to accept subscriptions in any given month or quarter, as applicable, at our discretion.

Suitability Standards

We are only offering our shares of common stock in this offering to investors who are “accredited investors” as defined in Rule 501(a) of Regulation D promulgated under the Securities Act. For additional information regarding the definition of “accredited investor” and enhanced suitability standards in a number of states, see “Suitability Standards.”

How to Subscribe

Investors who meet the suitability standards described in this prospectus may purchase shares of our common stock. Investors seeking to purchase shares of our common stock should proceed as follows:

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Read the entire final prospectus and the current supplement(s), if any, accompanying the final prospectus.

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Complete the execution copy of the subscription agreement. A specimen copy of the subscription agreement, including instructions for completing it, is included as Appendix A.

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(i) Deliver a completed hard copy of the subscription agreement to your registered representative or American Stock Transfer & Trust Company, LLC, as transfer agent on our behalf, (ii) deliver an electronic copy of the completed subscription agreement to ai.fundclosings@credit-suisse.com, and (iii) pay the full purchase price of the shares either (a) by bank-wire transfer of immediately available funds to the account of American Stock Transfer & Trust Company, LLC, as escrow agent on our behalf pursuant to the wiring information set forth in the subscription agreement or (b) by delivering a check with your subscription agreement to American Stock Transfer & Trust Company, LLC, as escrow agent on our behalf at the address set forth in the subscription agreement. The minimum initial purchase by each individual investor is $50,000 in shares of our common stock. The minimum initial subsequent investment is $10,000 in shares of our common stock. Subsequent investments greater than $10,000 must be made in $1,000 increments. Any minimum investment requirement may be reduced in our sole discretion. The investment minimums for subsequent purchases do not apply to shares purchased pursuant to our distribution reinvestment plan. Pending acceptance of your subscription, proceeds will be deposited into an account for your benefit.

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By executing the subscription agreement and paying the full purchase price for the shares subscribed for, each investor attests that he or she meets the minimum income and net worth standards as stated in the subscription agreement.

A sale of the shares may not be completed until at least five business days after the subscriber receives our final prospectus as filed with the SEC pursuant to Rule 497 of the Securities Act. Within ten business days of our receipt of each completed subscription agreement, we will accept or reject the subscription. If we accept the subscription, we will send a confirmation by mail or electronically (as determined by the subscriber pursuant to the subscription agreement) within three business days after the closing date. We expect to close on subscriptions that we have received and accepted on a monthly basis between January 2, 2015 and December 31, 2015. Thereafter, we expect to close on subscriptions that we have received and accepted on a quarterly basis. If for any reason we reject the subscription, we will return the check and the subscription agreement, without interest, within ten business days after rejecting it.

Pending any closing of this offering, all subscription payments will be placed in an account held by our escrow agent, American Stock Transfer & Trust Company, LLC, pending release to us.

Share Liquidity Strategy

Within seven years following the first closing of this offering, we intend to seek to complete a liquidity event for our stockholders. We will view our offering stage as complete as of the termination date of our most recent public equity offering, which will include this offering and any follow-on offering. A liquidity event could include: (i) listing our shares on a national securities exchange; (ii) a merger or another transaction approved by our Board of Directors in which our stockholders will receive cash or shares of a publicly traded company; or (iii) a sale of all or substantially all of our assets either on a complete portfolio basis or individually followed by a liquidation. We refer to the aforementioned scenarios as “liquidity events.” While our intention is to seek to complete a liquidity event within seven years following the completion of our offering stage, there can be no assurance that a suitable transaction will be available or that market conditions will be favorable during that timeframe. There can be no assurance that we will complete a liquidity event within this timeframe or at all. As a result, an investment in our common stock is not suitable if you require short-term liquidity with respect to your investment in us. See “Share Liquidity Strategy.”

Beginning with the calendar quarter ending December 31, 2015, from time to time, we may determine to repurchase shares of our common stock to allow our stockholders to sell their shares back to us at a price equal to our most recently determined net asset value per share. We expect that any such share repurchases will include numerous restrictions that limit your ability to sell your shares. Our Board of Directors will determine, in its sole discretion, the number of shares to be repurchased during any period; provided that any such repurchases during a calendar quarter will be limited to up to 5.0% of the shares of common stock outstanding at the end of the immediately preceding calendar quarter. The limitations and restrictions relating to any share repurchases by us may prevent us from accommodating all repurchase requests made in any quarter. See “Description of Our Capital Stock — Limited Repurchase Rights.”

Adviser Fees

We pay the Adviser a fee for its services under the Investment Advisory Agreement. The fee consists of two components: a base management fee (the “Management Fee”) and an incentive fee (the “Incentive Fee”).

Management Fee

We will pay a Management Fee on September 30, 2014 at a rate of 1.50% of an amount equal to our average gross assets, excluding cash and cash equivalents but including assets purchased with borrowed amounts, as of September 5, 2014 and September 30, 2014. After September 30, 2014 and until December 31, 2015, the Management Fee will be payable monthly in arrears at an annual rate of 1.50% of our average gross assets, excluding cash and cash equivalents but including assets purchased with borrowed amounts, at the end of our two most recently completed calendar months. Beginning on January 1, 2016 and until such time as our shares are listed on a national securities exchange, the Management Fee will be payable quarterly in arrears at an annual rate of 1.50% of our average gross assets, excluding cash and cash equivalents but including assets purchased with borrowed amounts, at the end of our two most recently completed calendar quarters. After any listing of our common stock on a national securities exchange, the Management Fee will be increased to an annual rate of 1.75% of our average gross assets, including cash and cash equivalents and borrowed amounts, at the end of each of the two most recently completed calendar quarters. The Management Fee for any partial month or quarter, as the case may be, will be appropriately prorated and adjusted for any share issuances or repurchases during the relevant calendar months or quarters. For purposes of the Investment Advisory Agreement, gross assets means our total assets determined on a consolidated basis in accordance with generally accepted accounting principles in the United States, excluding cash and cash equivalents, but including assets purchased with borrowed amounts. In the event our shares are listed on a national securities exchange, gross assets shall include cash and cash equivalents and borrowed amounts.

Incentive Fee

The Incentive Fee consists of two components that are independent of each other, with the result that one component may be payable even if the other is not. A portion of the Incentive Fee is based on our income and a portion is based on our capital gains:

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Income-Based Incentive Fee: The portion of the Incentive Fee based on income is determined and paid quarterly in arrears, commencing with the quarter ending September 30, 2014, by reference to our aggregate pre-Incentive Fee net investment income, as adjusted, from the immediately preceding calendar quarter. The aggregate pre-Incentive Fee net investment income at the immediately preceding calendar quarter (the “Ordinary Income”), expressed as a rate of return on the value of our net assets at the end of the immediately preceding calendar quarter, will be compared to a “performance threshold” of 1.75% per quarter (7% annualized). For the avoidance of doubt, pre-Incentive Fee net investment income is net of all our fees and expenses, including the Management Fee but excluding any Incentive Fee paid.

“Ordinary Income” means consolidated interest income, dividend income and any other income (including any other fees, such as commitment, origination, structuring, diligence and consulting fees but excluding fees for providing significant managerial assistance) accrued by us during the calendar quarter, minus our operating expenses for the quarter (including the Management Fee, any expenses whether incurred directly by us or incurred by the Adviser on our behalf, including expenses under any dealer manager or similar agreement between us and any dealer manager (a “Placement Agent Agreement”) and any administration agreement with an administrator, including the Co-Administration Agreement between us and the Adviser (the “Co-Administration Agreement”), and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the Incentive Fee (both on income and capital gains). Ordinary Income includes, in the case of investments with a deferred interest feature (such as market discount, debt instruments with payment-in-kind interest, preferred stock with payment-in-kind dividends and zero coupon securities), consolidated accrued income that we have not yet received in cash. Ordinary Income does not include any realized capital gains, realized capital losses or unrealized capital depreciation.

Ordinary Income, expressed as a rate of return on the value of our net assets at the end of the immediately preceding calendar quarter, will be compared to a “hurdle rate” of 1.75% per quarter (7% annualized). We will pay the Adviser an Incentive Fee with respect to our Ordinary Income in each calendar quarter as follows:

(A)

no Incentive Fee in any calendar quarter in which our Ordinary Income does not exceed the hurdle rate;

(B)

100% of our Ordinary Income with respect to that portion of such Ordinary Income, if any, that exceeds the hurdle rate but is less than 2.1875% in any calendar quarter (8.75% annualized); and

(C)

20% of the amount of our Ordinary Income, if any, that exceeds 2.1875% in any calendar quarter (8.75% annualized).

These calculations will be appropriately pro rated for any period of less than three months and appropriately adjusted for any share issuances or repurchases during the current quarter.

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Capital Gains-Based Incentive Fee: The portion of the Incentive Fee based on capital gains is calculated on an annual basis and payable in arrears as of the end of each calendar year (or upon termination of the Investment Advisory Agreement, as applicable). For each period beginning on January 1 of each calendar year and ending on December 31 of the calendar year or, in the case of our first and last year, the appropriate portion thereof (each, an “Annual Period”), the Adviser will receive an Incentive Fee equal to 20% of the difference, if positive, of the sum of our aggregate realized capital gains, if any, computed net of our aggregate realized capital losses, if any, and our aggregate unrealized capital depreciation, if any, in each case from the beginning of the Annual Period until the end of such annual period. For the avoidance of doubt, unrealized capital gains are excluded from the calculation above. The capital gains-based Incentive Fee is payable commencing with the Annual Period in which the date of the effectiveness of the Investment Advisory Agreement occurred.

Conflicts of Interest

The Adviser may develop an investment program in which it manages or advises multiple clients (including clients in which Credit Suisse and its personnel have an interest) that have investment objectives that are similar to our investment objective and may seek to make investments or sell investments in the same securities or other instruments, sectors or strategies as us. This may create potential conflicts, particularly in circumstances where the availability of such investment opportunities is limited (e.g., in regulated industries, small capitalization and initial public offerings/new issues), where the liquidity of such investment opportunities is limited or where co-investments by us and other clients are not permitted under applicable law. See “Certain Relationships and Related Party Transactions.”

In addition, subject to applicable law, Credit Suisse, certain of its affiliates and certain funds managed and controlled by the Adviser may invest alongside us. In certain circumstances, negotiated co-investments by us and Credit Suisse, certain of its affiliates and certain funds managed and controlled by the Adviser may be made only if we receive an order from the SEC permitting us to do so. There can be no assurance whether, or when, any such order would be obtained, if sought. In the absence of an SEC order, when the Adviser identifies certain investments, it will be forced to choose which clients should make the investment. Although Credit Suisse will endeavor to allocate investment opportunities in a fair and equitable manner over time, it is possible that we will not be given the opportunity to participate in investments made by other clients managed by the Adviser.

Reports to Stockholders

We will distribute our quarterly report on Form 10-Q to all stockholders of record within 45 days of the end of the fiscal quarter. In addition, we will distribute our annual report on Form 10-K to all stockholders within 90 days of the end of the fiscal year. These reports will also be available on the SEC’s website at http://www.sec.gov. These reports should not be considered a part of or as incorporated by reference into the prospectus, or the registration statement of which the prospectus is a part.

Taxation of Our Company

We intend to elect to be treated, beginning with our first taxable year subsequent to the date that we convert to a corporation, and intend to qualify annually thereafter, as a RIC under Subchapter M of the Code. As a RIC, we generally will not have to pay corporate-level federal income taxes on any ordinary income or capital gains that we distribute to our stockholders from our tax earnings and profits. To obtain and maintain our RIC tax treatment, we must meet specified source-of-income and asset diversification requirements and distribute annually at least 90% of our ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any. See “Tax Matters.”

Company Information

Our administrative and executive offices are located at One Madison Avenue, New York, New York, and our telephone number is (212) 325-2000.

Emerging Growth Company Status

We qualify as an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act (the “JOBS Act”). We do not intend to take advantage of the exemptions available to emerging growth companies.

Risk Factors

An investment in our common stock involves a high degree of risk and may be considered speculative. You should carefully consider the information found in “Risk Factors” before deciding to invest in shares of our common stock. Risks involved in an investment in our common stock include (among others) the following:

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We are a new company and have no operating history.

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We will have broad discretion over the use of proceeds from this offering and have not identified any specific investments that we will make with the proceeds from this offering.

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Changes in interest rates may increase our cost of capital, reduce the ability of our portfolio companies to service their debt obligations and decrease our net investment income.

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Price declines in the corporate leveraged loan market may adversely affect the fair value of our portfolio, reducing our net asset value through increased net unrealized depreciation.

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We will be dependent upon certain investment professionals of the Adviser for our future success.

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Our future success will be dependent on our continuing relationship with Credit Suisse.

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The amount of any distributions we may make is uncertain.

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Our distribution proceeds may exceed our earnings, particularly during the period before we have substantially invested the net proceeds from our offering. We have not established any limit on the extent to which we may use borrowings, if any, or proceeds from this offering to fund distributions, which may reduce the amount of capital we ultimately invest in assets.

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Because our business model depends to a significant extent upon relationships with corporations, financial institutions and investment firms, the inability of the Adviser to maintain or develop these relationships, or the failure of these relationships to generate investment opportunities, could adversely affect our ability to grow our portfolio and the investment opportunities available to us.

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The value of our portfolio securities may not have a readily available market price and, in such a case, we will value these securities at fair value as determined in good faith by our Board of Directors, which valuation is inherently subjective and may not reflect what we may actually realize for the sale of the investment.

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We may make investments that could give rise to a conflict of interest.

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The Management Fee and Incentive Fee may induce the Adviser to make certain investments, including speculative investments.

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The Adviser has no prior experience managing a BDC.

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We may be obligated to pay the Adviser the Incentive Fee even if we incur a net loss due to a decline in the value of our portfolio.

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Our ability to enter into transactions with certain of our affiliates will be restricted.

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The requirement that we invest a sufficient portion of our assets in qualifying assets could preclude us from investing in accordance with our business strategy after electing to be a BDC; conversely, the failure to invest a sufficient portion of our assets in qualifying assets could result in our failure to maintain our status as a BDC.

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Our investments in prospective portfolio companies may be risky, and we could lose all or part of our investment.

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We may make investments in other funds, which could cause our stockholders to indirectly bear additional fees.

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To the extent original issue discount constitutes a portion of our income, we will be exposed to risks associated with the deferred receipt of cash representing such income.

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Our portfolio companies may incur debt or issue equity securities that rank equally with, or senior to, our investments in such companies.

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The success of this offering is dependent, in part, on the ability of the dealer manager to implement its business strategy and retain key employees. The dealer manager also serves as our dealer manager for the distribution of securities of other issuers and may experience conflicts of interest as a result.

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If we are unable to raise substantial funds in our ongoing, continuous “best efforts” offering, we will be limited in the number and type of investments we may make, and the value of your investment in our common stock may be reduced in the event our assets underperform.

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Our common stock is not listed on an exchange or quoted through a quotation system and will not be listed for the foreseeable future, if ever. Therefore, our stockholders will have limited liquidity and may not receive a full return of invested capital upon selling their shares.

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Investors will be subject to transfer restrictions.

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We will be subject to corporate-level income tax if we are unable to qualify as a RIC under Subchapter M of the Code or to satisfy RIC distribution requirements.

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. Other expenses are estimated and may vary. The following table and example should not be considered a representation of our future expenses. Actual expenses may be greater or less than shown. Except where the context suggests otherwise, whenever this prospectus contains a reference to fees or expenses paid by “you” or “us” or that “we” will pay fees or expenses, stockholders will indirectly bear such fees or expenses.

The portion of the Incentive Fee based on income is determined and paid quarterly in arrears, commencing with the quarter ending September 30, 2014, by reference to our aggregate pre-Incentive Fee net investment income, as adjusted, from the immediately preceding calendar quarter. The aggregate pre-Incentive Fee net investment income at the immediately preceding calendar quarter (the “Ordinary Income”), expressed as a rate of return on the value of our net assets at the end of the immediately preceding calendar quarter, will be compared to a “performance threshold” of 1.75% per quarter (7% annualized). For the avoidance of doubt, pre-Incentive Fee net investment income is net of all our fees and expenses, including the Management Fee but excluding any Incentive Fee paid.

“Ordinary Income” means consolidated interest income, dividend income and any other income (including any other fees, such as commitment, origination, structuring, diligence and consulting fees but excluding fees for providing significant managerial assistance) accrued by us during the calendar quarter, minus our operating expenses for the quarter (including the Management Fee, any expenses whether incurred directly by us or incurred by the Adviser on our behalf, including expenses under any dealer manager or similar agreement between us and any dealer manager (a “Placement Agent Agreement”) and any administration agreement with an administrator, including the Co-Administration Agreement between us and the Adviser, and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the Incentive Fee (both on income and capital gains). Ordinary Income includes, in the case of investments with a deferred interest feature (such as market discount, debt instruments with payment-in-kind interest, preferred stock with payment-in-kind dividends and zero coupon securities), consolidated accrued income that we have not yet received in cash. Ordinary Income does not include any realized capital gains, realized capital losses or unrealized capital depreciation.

(A) no Incentive Fee in any calendar quarter in which our Ordinary Income does not exceed the hurdle rate;

(B) 100% of our Ordinary Income with respect to that portion of such Ordinary Income, if any, that exceeds the hurdle rate but is less than 2.1875% in any calendar quarter (8.75% annualized); and

These calculations will be appropriately pro rated for any period of less than three months and appropriately adjusted for any share issuances or repurchases during the current quarter.

Fee equal to 20% of the difference, if positive, of the sum of our aggregate realized capital gains, if any, computed net of our aggregate realized capital losses, if any, and our aggregate unrealized capital depreciation, if any, in each case from the beginning of the annual period until the end of such annual period. For the avoidance of doubt, unrealized capital gains are excluded from the foregoing calculation. The capital gains-based Incentive Fee is payable commencing with the annual period in which the date of the effectiveness of the Investment Advisory Agreement occurred.

The Incentive Fee is based on our performance and will not be paid unless we achieve certain goals. We will record an expense accrual relating to the capital gains Incentive Fee payable by us to the Adviser (but not paid) when the unrealized gains on our investments exceed all realized capital losses on our investments given the fact that a capital gains Incentive Fee would be owed to the Adviser if we were to sell our investment portfolio at such time. Based on us meeting our necessary performance targets, we have assumed an Incentive Fee of 20% in this table. See “Investment Advisory Agreement and Fees” for more information concerning the Incentive Fee.

The following example demonstrates the projected dollar amount of total cumulative expenses over various periods with respect to a hypothetical investment in our common stock. In calculating the following expense amounts, we have assumed we would have no additional leverage (taking into account the repayment of certain credit facility indebtedness as described in “Use of Proceeds”) and that our annual operating expenses would remain at the levels set forth in the table above. The Incentive Fee payable in the example below assumes that the Incentive Fee is 20% for all relevant periods.

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 may result in a return greater or less than 5%. Because the income portion of the Incentive Fee under the Investment Advisory Agreement is unlikely to be significant assuming a 5% annual return, the example assumes that the 5% annual return will be generated entirely through the realization of capital gains on our assets and, as a result, will trigger the payment of the capital gains portion of the Incentive Fee under the Investment Advisory Agreement. The income portion of 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. 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. In addition, while the example assumes reinvestment of all dividends and distributions at net asset value, under certain circumstances, reinvestment of dividends and other distributions under our dividend reinvestment plan may occur at a price per share that differs from net asset value. See “Dividend Reinvestment Plan” for additional information regarding our dividend reinvestment plan. 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.

The dealer manager will receive no compensation from us for services relating to this offering. We compensate the Adviser for the investment and management of our assets. The most significant items of compensation, fees, expense reimbursements and other payments that we expect to pay to these entities and their affiliates are included in the table below. See “Plan of Distribution.” For illustrations of how the Management Fee, the income-based Incentive Fee, and the capital gains-based Incentive Fee are calculated, see “Investment Advisory Agreement and Fees — Investment Advisory Fees.”

See “Investment Advisory Agreement and Fees” and “Certain Relationships and Related Party Transactions” for a more detailed description of the fees and expenses payable to the Adviser, the dealer manager and their affiliates and the conflicts of interest related to these arrangements.

A: BDCs are closed-end funds that elect to be treated as BDCs under the 1940 Act. As such, BDCs are subject to only certain sections of and rules under the 1940 Act, as well as the Securities Act and Exchange Act. BDCs typically invest in private or thinly traded public companies in the form of long-term debt or equity capital, with the goal of generating current income and/or capital growth. BDCs can be internally or externally managed and may qualify to elect to be taxed as RICs for federal tax purposes if they so choose.

A: A RIC is a regulated investment company under Subchapter M of the Code. A RIC generally does not have to pay corporate-level federal income taxes on any income that it distributes to its stockholders as taxable distributions. To qualify as a RIC, a company must, among other things, meet certain source-of-income and asset diversification requirements. In addition, a company must distribute to its stockholders for each taxable year at least 90% of its “investment company taxable income,” which is generally its net ordinary income plus the excess of realized net short-term capital gains over realized net long-term capital losses.

Q: What is a “best efforts” securities offering and how long will this securities offering last?

A: When shares of common stock are offered to the public on a “best efforts” basis, the dealer manager participating in the offering is only required to use its best efforts to sell such shares. The dealer manager does not have a firm commitment or obligation to purchase any of the shares of common stock in this offering.

A: We expect to close on subscriptions that we have received and accepted on a monthly basis between January 2, 2015 and December 31, 2015. Thereafter, we expect to close on subscriptions that we have received and accepted on a quarterly basis through the fifth anniversary of the first closing of this offering.

A: You may only buy shares of our common stock pursuant to this prospectus if you are an “accredited investor” as defined in Rule 501(a) of the Securities Act. In addition, some states have enhanced suitability standards that must be satisfied before you can invest in this offering. To determine whether you meet the definition of “accredited investor” and meet the other enhanced suitability standards, see “Suitability Standards.”

Generally, the minimum initial purchase by each individual investor is $50,000 in shares of our common stock. The minimum initial subsequent investment is $10,000 in shares of our common stock. Subsequent investments greater than $10,000 must be made in $1,000 increments. Any minimum investment requirement may be reduced in our sole discretion. The investment minimums for subsequent purchases do not apply to shares purchased pursuant to our distribution reinvestment plan. These minimum net worth and investment levels may be higher in certain states, so you should carefully read the more detailed descriptions under “Suitability Standards.”

Q: Can Benefit Plan Investors buy shares of the Company’s common stock in this offering?

A: Investment in our common stock is generally open to institutions including pension and other funds subject to ERISA, plans subject to Section 4975 of the Code, and entities deemed to hold the assets of the foregoing plans under applicable law (collectively, “Benefit Plan Investors”), although investment by Benefit Plan Investors will be limited. Until such time, if any, that we determine that restrictions on ownership of Shares by Benefit Plan Investors are not necessary to prevent our assets from being treated as “plan assets” under ERISA or Section 4975 of the Code, we intend to operate so that less than 25% of the value of each class of our equity is held by Benefit Plan Investors, so that our assets will not be considered “plan assets” under ERISA or Section 4975 of the Code. In order to prevent our assets from being treated as plan assets, we may, in our sole discretion, preclude Benefit Plan Investors and/or controlling persons from purchasing shares of our common stock, limit the extent to which Benefit Plan Investors and/or controlling persons can purchase shares of our common stock, and restrict or preclude transfers of shares of our common stock to Benefit Plan Investors. See “Benefit Plan Investor Considerations.”

A: All investment decisions will be made by the Adviser. Our Board of Directors, including a majority of independent directors, oversees and monitors our investment performance. Our Board of Directors will annually review the compensation we pay to the Adviser to determine that the provisions of the Investment Advisory Agreement are carried out.

A: Our investment activities are managed by the Adviser’s CCS Team, who oversees the management of our activities and the day-to-day management of our investment operations. The Adviser is an affiliate of Credit Suisse. The CCS Team of the Adviser has significant private lending experience. See “Portfolio Management” for more information on the experience of Messrs. Ernberg and Hall.

A: This is a continuous offering of our shares of common stock as permitted by the federal securities laws.

A: No. Our Board of Directors has authorized the issuance of shares of our common stock without stock certificates. All shares of our common stock will be issued in book-entry form only. The use of book-entry registration protects against loss, theft or destruction of stock certificates and reduces our offering costs and transfer agency costs.

A: Yes, subject to the suitability standards. See “Suitability Standards” and “Benefit Plan Investor Considerations” for more information.

A: As an externally managed BDC, we will incur various recurring expenses, including the Management Fee and Incentive Fee that are payable under our Investment Advisory Agreement and administrative costs that are payable under our Administration Agreements. These expenses incurred by us will be indirectly borne by our stockholders. See “Fees and Expenses,” “Investment Advisory Agreement and Fees” and “Administration Agreements and Fees” for more information.

A: The payment of fees and expenses will reduce: (1) the funds available to us for investments in portfolio companies, (2) the net income generated by us, (3) funds available for distribution to our stockholders and (4) the net asset value of your shares of common stock.

A: Yes. Shares of our common stock are not transferable without the Adviser’s prior written consent. See “Risk Factors — Risks Related to an Investment in our Common Stock.”

A: We do not intend to list our shares on a national securities exchange during the offering period, and do not expect a public market to develop for our shares in the foreseeable future. Because of the lack of a trading market for our shares of common stock, you may not be able to sell your shares promptly or at a desired price. If you are able to sell your shares, you may have to sell them at a discount to the purchase price of your shares.

A: We will not redeem any shares of common stock purchased in this offering. We, in our sole discretion, may provide a limited opportunity for you to have your shares repurchased, however, we can make no assurances that the Board of Directors will determine to cause us to repurchase any shares of common stock purchased in this offering. See “Liquidity” for more information.

A: We intend to seek to complete a liquidity event for our stockholders within seven years following the first closing of this offering, although we may determine to complete a liquidity event earlier. We will view our offering stage as complete as of the termination date of our most recent public equity offering, which will include this offering and any follow-on offering. We may determine not to pursue a liquidity event if we believe that then-current market conditions are not favorable for a liquidity event, and that such conditions will improve in the future. A liquidity event could include: (i) listing our shares on a national securities exchange; (ii) a merger or another transaction approved by our Board of Directors in which our stockholders will receive cash or shares of a publicly traded company; or (iii) a sale of all or substantially all of our assets either on a complete portfolio basis or individually followed by a liquidation. We refer to the aforementioned scenarios as “liquidity events.” While our intention is to seek to complete a liquidity event within seven years following the completion of our offering stage, there can be no assurance that a suitable transaction will be available or that market conditions for a liquidity event will be favorable during that timeframe.

In making a determination of what type of liquidity event is in the best interest of our stockholders, our Board of Directors, including our independent directors, may consider a variety of criteria, including, but not limited to, portfolio diversification, portfolio performance, our financial condition, potential access to capital as a listed company, market conditions for the sale of our assets or listing of our securities, internal management considerations and the potential for stockholder liquidity. If we decide to pursue a listing of our securities on a national securities exchange in the future, at that time we may consider either an internal or an external management structure. There can be no assurance that we will complete a liquidity event. Prior to the completion of a liquidity event, we may provide a limited opportunity for you to have your shares repurchased, subject to certain restrictions and limitations, at a price which may reflect a discount from the purchase price you paid for the shares being repurchased. See “Share Repurchases” for more information.

A: Yes. Although we intend to qualify as a RIC and generally will not be required to pay federal corporate-level income taxes on amounts distributed to stockholders, our distributions generally are taxable to U.S. stockholders as ordinary income or capital gains. Distributions of our “investment company taxable income” (generally our net ordinary income plus realized net short-term capital gains in excess of realized net long-term capital losses) 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 common stock. Distributions of our net capital gains

(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 (eligible, in the case of individuals, trusts or estates, for the reduced maximum rate of tax applicable to long-term capital gains) 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, or return of capital, will first 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 gain from the sale of such common stock to such U.S. stockholder. See “Tax Matters.”

A: We intend to send to each of our non-corporate U.S. stockholders a Form 1099-DIV detailing the amounts includible in such U.S. stockholder’s taxable income for such year as ordinary income and as long-term capital gain within 75 days after the end of each calendar year.

A: If you have more questions about the offering or if you would like additional copies of this prospectus, you should contact your registered representative at the dealer manager at: (800) 577-2321, or, if you do not have a registered representative, you should contact our dealer manager at One Madison Avenue, New York, New York 10010.

Investing in our common stock involves a number of significant risks. In addition to the other information contained in this prospectus, you should consider carefully the following information before making an investment in our common stock. The risks below 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 the following events occur, our business, financial condition and results of operations could be materially and adversely affected. In such case, the net asset value of our common stock could decline, and you may lose all or part of your investment.

We were formed on August 5, 2014, and commenced operations on September 5, 2014. As a result, we have a limited operating history on which you can evaluate an investment in us or our prior performance. The results of any other funds or clients managed by the Adviser, which have or have had an investment program that is similar to, or different from, our investment program is not indicative of the results that we may achieve. We expect to have a different investment portfolio and may employ different investment strategies and techniques from other funds and clients advised by the Adviser. Accordingly, our results may differ from and are independent of the results obtained by such other funds and clients. Moreover, past performance is no assurance of future returns. We are subject to all of the business risks and uncertainties associated with any new business, including the risk that we will not achieve our investment objective and that the value of our common stock could decline substantially or your investment could become worthless.

In addition, prior to our election to be regulated as a BDC, we were not operated as a BDC, subject to the 1940 Act, or as a RIC, subject to the various RIC diversification tests. As a result, we can offer no assurance that our investment portfolio will achieve investment returns that are comparable to the returns achieved by our initial portfolio prior to our acquisition of it.

We will have broad discretion over the use of proceeds from this offering and have not identified any specific investments that we will make with the proceeds from this offering.

While we have acquired an initial portfolio of loans from Credit Suisse Loan Funding LLC, an indirect, wholly owned subsidiary of Credit Suisse, we have not yet identified additional potential investments for our portfolio that we may acquire with the proceeds of this offering. Privately negotiated investments in illiquid securities or private middle-market companies require substantial due diligence and structuring, and we cannot assure you that we will be able to identify a sufficient number of suitable investments or any investments that meet our investment objective or achieve our anticipated investment pace. You will be unable to evaluate any future portfolio company investments prior to purchasing shares of common stock. Additionally, the Adviser will select new investments subsequent to the first closing of this offering, and stockholders will have no input with respect to such investment decisions. We may be unable to invest the net proceeds of this offering on acceptable terms within the time period that we anticipate or at all, which could adversely affect our investment income and realized gains, and in turn our financial condition and results of operations. These factors increase the uncertainty, and thus the risk, of investing in our common stock.

Pending investment in portfolio companies or the repayment of borrowings outstanding under any credit facility, we will invest the net proceeds of this offering, 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. We expect these temporary investments to earn yields substantially lower than the income that we expect to receive in respect of investments in secured and unsecured securities. As a result, any distributions we make during this period may be substantially smaller than the distributions that we expect to pay when our portfolio is fully invested.

Changes in interest rates may increase our cost of capital, reduce the ability of our portfolio companies to service their debt obligations and decrease our net investment income.

General interest rate fluctuations and changes in credit spreads on floating rate loans may have a substantial negative impact on our investments and investment opportunities and, accordingly, may have a material adverse effect on our rate of return on invested capital, our net investment income and our net asset value. Substantially all of our debt investments will have variable interest rates that reset periodically based on benchmarks such as LIBOR and the prime rate, so an increase in interest rates from their historically low present levels may make it more difficult for our portfolio companies to service their obligations under the debt investments that we will hold. In addition, any such increase in interest rates would make it more expensive to use debt to finance our investments. Decreases in credit spreads on debt that pays a floating rate of return would have an impact on the income generation of our floating rate assets. Trading prices for debt that pays a fixed rate of return tend to fall as interest rates rise. Trading prices tend to fluctuate more for fixed rate securities that have longer maturities. Although we have no policy governing the maturities of our investments, under current market conditions we expect that we will invest in a portfolio of debt generally having maturities of up to ten years. This means that we will be subject to greater risk (other things being equal) than an entity investing solely in shorter-term securities.

Because we may borrow to fund our investments, a portion of our net investment income may be dependent upon the difference between the interest rate at which we borrow funds and the interest rate at which we invest these funds. Substantially all of our investment portfolio and our borrowings will likely have floating rate components. As a result, a significant change in market interest rates could have a material adverse effect on our net investment income. In periods of rising interest rates, our cost of funds could increase, which would reduce our net investment income. We may hedge against such interest rate fluctuations by using standard hedging instruments such as interest rate swap agreements, futures, options and forward contracts, subject to applicable legal requirements, including without limitation, all necessary registrations (or exemptions from registration) with the Commodity Futures Trading Commission. These activities may limit our ability to participate in the benefits of lower interest rates with respect to the hedged borrowings. Adverse developments resulting from changes in interest rates or hedging transactions could have a material adverse effect on our business, financial condition and results of operations.

Financial markets have been in a period of disruption and instability for an extended period of time. These market conditions materially and adversely affected equity capital markets and may have a negative impact on our business and operations.

Financial markets have been in a period of disruption for an extended period of time as evidenced by the lack of liquidity in the capital markets experienced in recent years, significant write-offs in the financial services sector, the re-pricing of credit risk in the broadly syndicated credit market and the failure of major financial institutions. Despite actions of the U.S. federal government and various foreign governments, these events contributed to worsening general economic conditions that materially and adversely impacted the broader financial and credit markets and reduced the availability of equity capital for the market as a whole. While market conditions have improved from the beginning of the disruption, there have been recent periods of volatility and there can be no assurance that adverse market conditions will not repeat themselves or worsen in the future.

Given the extreme volatility and dislocation in the capital markets over the past several years, many companies have faced, and may in the future face, a challenging environment in which to raise or access capital. In addition, significant changes in the capital markets, including the extreme volatility and disruption over the past several years, have had, and may in the future have, a negative effect on the valuations of our investments and on the potential for liquidity events involving these investments. While most of our investments are not publicly traded, applicable accounting standards require us to assume as part of our valuation process that our investments are sold in a principal market to market participants (even if we plan on holding an investment through its maturity). As a result, volatility in the capital markets can adversely affect our investment valuations. Further, the illiquidity of our investments may make it difficult for us to sell such investments or for those investments to access the public markets. As a result, we could realize significantly less than the value at which we have recorded our investments if we were required to sell them at a disadvantageous time.

The downgrade of the U.S. credit rating could negatively impact our business, financial condition and results of operations.

In August 2011, Standard & Poor’s Ratings Services (“S&P”) lowered its long-term sovereign credit rating for the United States from “AAA” to “AA+”. In June 2012, S&P affirmed this “AA+” rating, but maintained a negative outlook on the long-term rating for the United States, reflecting the view of S&P that this rating could be lowered as a result of the U.S. sovereign credit risks. Recent U.S. “fiscal cliff” and budget deficit concerns, together with signs of deteriorating sovereign debt conditions in Europe, have increased the possibility of additional credit rating downgrades and economic slowdowns. Although lawmakers passed legislation to raise the debt ceiling, any future uncertainty or political stalemate over the federal debt ceiling could threaten to lower the long-term sovereign credit rating on the United States. The impact of the August 2011 downgrade or any further downgrade to the U.S. government’s sovereign credit rating, or its perceived creditworthiness is inherently unpredictable and could adversely affect the U.S. and global financial markets and economic conditions. In addition, the economic downturn and the significant government interventions into the financial markets and fiscal stimulus spending over the last several years have contributed to significantly increased U.S. budget deficits. There can be no assurance that future fiscal or monetary measures to aid economic recovery will be effective. These developments and reactions of the credit markets toward these developments could cause interest rates and borrowing costs to rise, which may negatively impact our ability to obtain debt financing on favorable terms. In addition, any adverse economic conditions resulting from the August 2011 downgrade or any further downgrade of the U.S. government’s sovereign credit rating could have a material adverse effect on our business, financial condition and results of operations.

It is unclear how increased regulatory oversight and changes in the method for determining LIBOR may affect the value of the financial obligations to be held or issued us that are linked to LIBOR, or how such changes could affect our results of operations or financial condition.

As a result of concerns about the accuracy of the calculation of LIBOR, a number of British Bankers’ Association, or BBA, member banks entered into settlements with certain regulators and law enforcement agencies with respect to the alleged manipulation of LIBOR, and there are ongoing investigations by regulators and governmental authorities in various jurisdictions. Following a review of LIBOR conducted at the request of the U.K. government, on September 28, 2012, recommendations for reforming the setting and governing of LIBOR were released, which are referred to as the Wheatley Review. The Wheatley Review made a number of recommendations for changes with respect to LIBOR, including the introduction of S-5 statutory regulation of LIBOR, the transfer of responsibility for LIBOR from the BBA to an independent administrator, changes to the method of the compilation of lending rates and new regulatory oversight and enforcement mechanisms for rate setting and a reduction in the number of currencies and tenors for which LIBOR is published. Based on the Wheatley Review and on a subsequent public and governmental consultation process, on March 25, 2013, the U.K. Financial Services Authority published final rules for the U.K. Financial Conduct Authority’s regulation and supervision of LIBOR, which are referred to as the FCA Rules. In particular, the FCA Rules include requirements that (1) an independent LIBOR administrator monitor and survey LIBOR submissions to identify breaches of practice standards and/or potentially manipulative behavior, and (2) firms submitting data to LIBOR establish and maintain a clear conflicts of interest policy and appropriate systems and controls. The FCA Rules took effect on April 2, 2013. It is uncertain what additional regulatory changes or what changes, if any, in the method of determining LIBOR may be required or made by the U.K. government or other governmental or regulatory authorities. Accordingly, uncertainty as to the nature of such changes may adversely affect the market for or value of any LIBOR-linked securities, loans, derivatives and other financial obligations or extensions of credit held by or due to us or on our overall financial condition or results of operations. In addition, any further changes or reforms to the determination or supervision of LIBOR may result in a sudden or prolonged increase or decrease in reported LIBOR, which could have an adverse impact on the market for or value of any LIBOR-linked securities, loans, derivatives and other financial obligations or extensions of credit held by or due to us or on our overall financial condition or results of operations.

Price declines in the corporate leveraged loan market may adversely affect the fair value of our portfolio, reducing our net asset value through increased net unrealized depreciation.

Conditions in the medium- and large-sized U.S. corporate debt market may experience disruption or deterioration in the future, which may cause pricing levels to decline or be volatile. As a result, our net asset value could decline through an increase in unrealized depreciation and incurrence of realized losses in connection with the sale of our investments, which could have a material adverse impact on our business, financial condition and results of operations.

We will be dependent upon certain investment professionals of the Adviser for our future success.

We have no internal management capacity or employees other than our appointed executive officers and will be dependent upon the expertise, diligence, skill and network of business contacts of the Adviser’s senior investment professionals and, particularly, the CCS Team to achieve our investment objective. The investment professionals that the Adviser currently retains or may subsequently retain, will identify, evaluate, negotiate, structure, close, monitor, and manage our investments. Our future success will depend to a significant extent on the continued service and coordination of the Adviser, including the key investment professionals of the CCS Team, including Messrs. Ernberg and Hall. The departure of any of the Adviser’s key personnel, particularly Messrs. Ernberg or Hall, or a significant number of the Adviser’s investment professionals could have a material adverse effect on our business, financial condition, or results of operations.

Our ability to achieve our investment objective also depends on the ability of the Adviser to identify, analyze, invest in, finance, and monitor companies that meet our investment criteria. The Adviser’s capabilities in structuring the investment process, providing competent, attentive and efficient services to us, and facilitating access to financing on acceptable terms depend on the involvement of investment professionals in an adequate number and of adequate sophistication to match the corresponding flow of transactions. To achieve our investment objective, the Adviser may need to retain, hire, train, supervise, and manage new investment professionals to participate in our investment selection and monitoring process. The Adviser may not be able to find qualified investment professionals in a timely manner or at all. Any failure to do so could have a material adverse effect on our business, financial condition and results of operations.

In addition, the Investment Advisory Agreement has termination provisions that allow the agreement to be terminated by us upon 60 days’ notice without penalty, or by the Adviser upon 90 days’ written notice, and it automatically terminates in the event of an assignment. In addition, the Adviser may be removed upon an affirmative vote of the majority of our stockholders. See “Investment Advisory Agreement and Fees – Term; Effective Date; Removal of Adviser.”

Our future success will be dependent on our continuing relationship with Credit Suisse.

The principal differentiator of our business model is the Adviser’s deep relationships with Credit Suisse’s visionaries, thought leaders, and decision makers. Our future success will depend to a significant extent on the continued access to Credit Suisse’s personnel. Any significant disruption in the Adviser’s ability to access Credit Suisse personnel is likely to have a material adverse effect on our business, financial condition or results of operations.

Subject to our Board of Directors’ discretion and applicable legal restrictions, we expect to authorize and pay distributions quarterly beginning no later than March 31, 2015. We expect to pay these distributions out of assets legally available for distribution. However, we cannot assure you that we will achieve investment results that will allow us to make a targeted level of cash distributions or year-to-year increases in cash distributions. All distributions that we make will be at the discretion of our Board of Directors and will depend on our earnings, our financial condition, maintenance of our RIC status and other factors as our Board of Directors may deem to be relevant. Our ability to pay distributions might be adversely affected by the impact of the risks described in this prospectus. In addition, the inability to satisfy the asset coverage test applicable to us as a BDC may limit our ability to pay distributions. We cannot assure you that we will pay distributions to our stockholders in the future.

The distributions we pay to our stockholders may exceed earnings, particularly during the period before we have substantially invested the net proceeds from this offering. In the event that we encounter delays in locating suitable investment opportunities, we may pay our distributions from the proceeds of this offering or from borrowings in anticipation of future cash flow, which may constitute a return of your capital and will lower your tax basis in your shares. Distributions from the proceeds of this offering or from borrowings also could reduce the amount of capital we ultimately invest in portfolio companies. Accordingly, stockholders who receive the payment of a dividend or other distribution from us should not assume that such dividend or other distribution is the result of a net profit earned by us.

We expect that the Adviser will depend on our relationships with its fundless sponsors, family offices, management teams, financial institutions, investment bankers, private equity sponsors, accounting firms and law firms, and we will rely indirectly to a significant extent upon these relationships to provide us with potential investment opportunities. If the Adviser fails to maintain its existing relationships or develop new relationships or sources of investment opportunities, we may not be able to grow our investment portfolio. In addition, individuals with whom the Adviser has relationships are not obligated to provide us with investment opportunities, and, therefore, there is no assurance that such relationships will generate investment opportunities for us.

A number of entities compete with us to make the same types of investments that we make. We compete with commercial and investment banks and private funds, including hedge funds and private equity funds. Some competitors may have a lower cost of funds and access to funding sources that are not available to us. In addition, some of our competitors may have higher risk tolerances or different risk assessments, which could allow them to consider a wider variety of investments and establish more relationships than we can. We cannot assure you that the competitive pressures we face will not have a material adverse effect on our business, financial condition and results of operations. Also, as a result of this competition, we may not be able to secure attractive investment opportunities from time to time.

We may lose investment opportunities if we do not match our competitors’ pricing, terms and structure. As a result of operating in such a competitive environment, we may make investments that are on less favorable terms than what we may have originally anticipated, which may impact our return on these investments. Furthermore, many of our competitors are not subject to the regulatory restrictions that the 1940 Act imposes on us as a BDC or the source of income, asset diversification and distribution requirements we must satisfy to maintain our RIC status. The competitive pressures we face may have a material adverse effect on our business, financial condition, results of operations, and cash flows. As a result of this competition, we may not be able to take advantage of attractive investment opportunities from time to time. Also we may not be able to identify and make investments that are consistent with our investment objective.

The fair value of assets that are not publicly traded or whose market prices are not readily available will be determined in good faith by our Board of Directors. Our Board of Directors is expected to utilize the services of the Adviser and expects to utilize an independent third-party valuation service in determining the fair value of any securities. Investment professionals from the Adviser will prepare portfolio company valuations using sources and/or proprietary models depending on the availability of information on our assets and the type of asset being valued, all in accordance with our valuation policy.

Because fair valuations, and particularly fair valuations of private securities and private companies, are inherently uncertain, valuations may fluctuate over short periods of time and are often based to a large extent on estimates, comparisons and qualitative evaluations of private information we could have more difficulty accurately valuing our investments, which could lead to undervaluation or overvaluation of our assets. In addition, the valuation of these types of securities may result in substantial write-downs and earnings volatility.

Our net asset value as of a particular date may be materially greater than or less than the value that would be realized if our assets were to be liquidated as of such date. For example, if we were required to sell a certain asset or all or a substantial portion of our assets on a particular date, the actual price that we would realize upon the disposition of such asset or assets could be materially less than the value of such asset or assets as reflected in our net asset value. Volatile market conditions could also cause reduced liquidity in the market for certain assets, which could result in liquidation values that are materially less than the values of such assets as reflected in our net asset value. See “Determination of Net Asset Value.”

Our Board of Directors may change our operating policies, investment criteria and strategies without prior notice or stockholder approval, the effects of which may be adverse to our stockholders.

Our Board of Directors has the authority to modify or waive our current operating policies, investment criteria and strategies without prior notice and without stockholder approval. We cannot predict the effect any changes to our current operating policies, investment criteria and strategies would have on our business, net asset value, operating results and the value of our common stock. However, the effects might be adverse, which could negatively impact our ability to pay you distributions and may cause you to lose all or part of your investment. Moreover, we will have significant flexibility in investing the net proceeds of this offering and may use the net proceeds from this offering in ways with which investors may not agree.

If we internalize our management functions, your interest in us could be diluted, and we could incur other significant costs and face other significant risks associated with being self-managed.

Our Board of Directors may decide in the future to internalize our management functions. If we do so, we may elect to negotiate to acquire the Adviser’s assets and personnel. At this time, we cannot anticipate the form or amount of consideration or other terms relating to any such internalization transaction. Such consideration could take many forms, including cash payments, promissory notes and shares of our common stock. The payment of such consideration could result in dilution of your interests as a stockholder and could reduce the earnings per share attributable to your investment.

In addition, while we would no longer bear the costs of the various fees and expenses we expect to pay to the Adviser under the Investment Advisory Agreement, we would incur the compensation and benefits costs of our officers and other employees and consultants that we now expect will be paid by the Adviser or its affiliates.

We cannot reasonably estimate the amount of fees we would save or the costs we would incur if we became self-managed. If the expenses we assume as a result of an internalization are higher than the expenses we avoid paying to the Adviser, our earnings per share would be lower as a result of the internalization than they otherwise would have been, potentially decreasing the amount of funds available to distribute to our stockholders and the value of our shares. As currently organized, we will not have any employees. If we elect to internalize our operations, we would employ personnel and would be subject to potential liabilities commonly faced by employers, such as workers disability and compensation claims, potential labor disputes and other employee-related liabilities and grievances.

If we internalize our management functions, we could have difficulty integrating these functions as a stand-alone entity. In addition, we could have difficulty retaining such personnel employed. Currently, individuals employed by the Adviser and its affiliates perform management and general and administrative functions, including accounting and financial reporting, for multiple entities. These personnel have a great deal of know-how and experience. We may fail to properly identify the appropriate mix of personnel and capital needs to operate as a stand-alone entity. An inability to manage an internalization transaction effectively could result in our incurring excess costs and/or suffering deficiencies in our disclosure controls and procedures or our internal control over financial reporting. Such deficiencies could cause us to incur additional costs, and our management’s attention could be diverted from most effectively managing our investments.

Changes in laws or regulations governing our operations or the operations of our portfolio companies, changes in the interpretation thereof or newly enacted laws or regulations, and any failure by us or our portfolio companies to comply with these laws or regulations, could require changes to certain of our or our portfolio companies’ business practices, negatively impact our or our portfolio companies’ operations, cash flows or financial condition, impose additional costs on us or our portfolio companies or otherwise adversely affect our business or the business of our portfolio companies.

We and our portfolio companies are subject to regulation by laws and regulations at the local, state, federal and, in some cases, foreign levels. These laws and regulations, as well as their interpretation, are likely to change from time to time, and new laws and regulations may be enacted. Accordingly, any change in these laws or regulations, changes in their interpretation, or newly enacted laws or regulations and any failure by us or our portfolio companies to comply with these laws or regulations, could require changes to certain of our or our portfolio companies’ business practices, negatively impact us or our portfolio companies’ operations, cash flows or financial condition, impose additional costs on us or our portfolio companies or otherwise adversely affect our business or the business of our portfolio companies. In addition to the legal, tax and regulatory changes that are expected to occur, there may be unanticipated changes. The legal, tax and regulatory environment for business development companies and the instruments that they utilize (including, without limitation, derivative instruments) is continuously evolving.

There is significant uncertainty regarding recently enacted legislation (including the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”) and the regulations that have recently been adopted and future regulations that will need to be adopted pursuant to such legislation) and, consequently, the full impact that such legislation will ultimately have on us and the markets in which we invest is not fully known. Such uncertainty and any resulting confusion may itself be detrimental to the efficient functioning of the markets and the success of certain investment strategies. The Dodd-Frank Act impacts many aspects of the financial services industry. Some of the provisions of the Dodd-Frank Act have been enacted, while others have extended implementation periods and delayed effective dates and will require extensive rulemaking by regulatory authorities. While the full impact of the Dodd-Frank Act on us and our portfolio companies may not be known for an extended period of time, the Dodd-Frank Act, including current rules and regulations and future rules implementing its provisions and the interpretation of those rules, along with other legislative and regulatory proposals directed at the financial services industry or affecting taxation that are proposed or pending in the U.S. Congress, may negatively impact us and our portfolio companies’ operations, cash flows or financial condition, impose additional costs on us and our portfolio companies, intensify the regulatory supervision of us and our portfolio companies or otherwise adversely affect our business or the business of our portfolio companies.

Efforts to comply with the Sarbanes-Oxley Act will involve significant expenditures.

Upon commencement of this offering, we will be subject to the Sarbanes-Oxley Act of 2002, or the Sarbanes-Oxley Act, and the related rules and regulations promulgated by the SEC. Following the commencement of this offering, we will be required to report on our internal control over financial reporting pursuant to Section 404 of the Sarbanes-Oxley Act. We will also be required to review on an annual basis our internal control over financial reporting, and on a quarterly and annual basis to evaluate and disclose changes in our internal control over financial reporting. As a result, we expect to incur significant additional expenses in the near term, which may negatively impact our financial performance and our ability to make distributions. This process also will result in a diversion of our management’s time and attention. We cannot be certain of when our evaluation, testing, and remediation actions will be completed or the impact of the same on our operations. In addition, we may be unable to ensure that the process is effective or that our internal controls over financial reporting are or will be effective in a timely manner.

Until such time, if ever, that we determine that restrictions on ownership of our shares by “Benefit Plan Investors” (as defined below) are not necessary to prevent our assets from being treated as “plan assets” under ERISA or Section 4975 of the Code, we intend to use our best efforts to, but do not guarantee that we will, limit investments in us based on written or deemed representations from investors, including transferees.

To avoid having our assets treated as “plan assets,” we will restrict acquisitions and transfers of our common stock so that, following such transactions, less than 25% of the value of the common stock and any other class of security that is treated as equity interests for purposes of ERISA is held by (A) “employee benefit plans” (as defined in Section 3(3) of ERISA) that are subject to Title I of ERISA; (B) plans, accounts or other arrangements described in subject to Section 4975(e)(1) of the Code; and (C) entities whose underlying assets are deemed to include plan assets by reason of a plan’s investment in such entities (collectively, “Benefit Plan Investors”). For these purposes, an entity will be considered to hold plan assets only to the extent of the percentage of the equity interest held by Benefit Plan Investors, and the value of any equity interest held by a person (other than such an ERISA Benefit Plan Investor) who has discretionary authority or control with respect to the assets of the entity or any person who provides investment advice for a fee (direct or indirect) with respect to such assets, or any Affiliate of such a person, will be disregarded (a “Controlling Person”). Such restrictions could delay or preclude a stockholder’s ability to transfer our common stock.

If we were deemed to hold plan assets of Benefit Plan Investors, (i) ERISA’s fiduciary standards would apply to us and might materially affect our operations, and (ii) any transaction with us could be deemed a transaction with each Benefit Plan Investor and could cause transactions into which we might enter in the ordinary course of business to constitute prohibited transactions under ERISA and/or Section 4975 of the Code. If our underlying assets were considered plan assets of one or more Benefit Plan Investors, the Adviser would be considered a fiduciary of such Benefit Plan Investors and would need to manage us in compliance with the fiduciary duty requirements of ERISA and the Code.

We could experience fluctuations in our quarterly operating results due to a number of factors, including our ability or inability to make investments in companies that meet our investment criteria, the interest rate payable and default rates on the debt securities we acquire, the level of our expenses, variations in and the timing of the recognition of realized and unrealized gains or losses, the degree to which we encounter competition in our markets, and general economic conditions. As a result of these factors, results for any previous period should not be relied upon as indicative of performance in future periods. These occurrences could have a material adverse effect on our results of operations, the value of your investment in us and our ability to pay distributions to you and our other stockholders.

Terrorist attacks, acts of war or natural disasters may impact the businesses in which we invest and harm our business, operating results and financial condition.

Terrorist acts, acts of war or natural disasters may disrupt our operations, as well as the operations of the businesses in which we invest. Such acts have created, and continue to create, economic and political uncertainties and have contributed to recent global economic instability. Future terrorist activities, military or security operations, or natural disasters could further weaken the domestic/global economies and create additional uncertainties, which may negatively impact the businesses in which we invest directly or indirectly and, in turn, could have a material adverse impact on our business, operating results and financial condition. Losses from terrorist attacks and natural disasters are generally uninsurable.

Any unrealized losses we experience on our portfolio may be an indication of future realized losses, which could reduce our income available for distribution.

As a BDC, we are required to carry our investments at market value or, if no market value is ascertainable, at the fair value as determined in good faith by our Board of Directors. Decreases in the market values or fair values of our investments will be recorded as unrealized depreciation. Any unrealized losses in our portfolio could be an indication of a portfolio company’s inability to meet its repayment obligations to us with respect to the affected investments. This could result in realized losses in the future and ultimately in reductions of our income available for distribution in future periods. In addition, decreases in the market value or fair value of our investments will reduce our net asset value. See “Determination of Net Asset Value.”

We are a non-diversified investment company within the meaning of the 1940 Act, and therefore we are not limited with respect to the proportion of our assets that may be invested in securities of a single issuer.

We are classified as a non-diversified investment company within the meaning of the 1940 Act, which means that we are not limited by the 1940 Act with respect to the proportion of our assets that we may invest in securities of a single issuer. To the extent that we assume large positions in the securities of a small number of issuers, or within a particular industry, our net asset value may fluctuate to a greater extent than that of a diversified investment company as a result of changes in the financial condition or the market’s assessment of the issuer. We may also be more susceptible to any single economic or regulatory occurrence than a diversified investment company. However, we will be subject to the diversification requirements applicable to RICs under Subchapter M of the Code. See “Tax Matters.”

Our activities may be limited as a result of being controlled by a bank holding company.

As a foreign banking organization with U.S. banking operations, Credit Suisse is treated as a bank holding company (a “BHC”) under the Bank Holding Company Act of 1956, as amended (the “BHCA”), and the International Banking Act of 1978, as amended by the Foreign Bank Supervision Enhancement Act of 1991 (the “IBA”), and is thereby subject to supervision and regulation by the Board of Governors of the Federal Reserve System (the “Federal Reserve”). On March 23, 2000, Credit Suisse elected to be treated as a financial holding company (an “FHC”) under the BHCA, which is a status available to BHCs that meet certain criteria. FHCs may engage in a broader range of activities than BHCs that are not FHCs. However, the activities of FHCs and their affiliates remain subject to certain restrictions imposed by the BHCA and related regulations. Because Credit Suisse is expected to “control” us within the meaning of the BHCA, these restrictions will likely apply to us as well. Accordingly, the BHCA and other applicable banking laws, rules, regulations and guidelines, and their interpretation and administration by the appropriate regulatory agencies, including but not limited to the Federal Reserve, would restrict the transactions and relationships between the Adviser, Credit Suisse and their affiliates, on the one hand, and us, on the other hand, and may restrict our investments, transactions and operations. For example, the BHCA regulations applicable to Credit Suisse and us would, among other things, restrict our ability to make certain investments or the size of certain investments, impose a maximum holding period on some or all of our investments, and restrict the Adviser’s ability to participate in the management and operations of the companies in which we invest. In addition, certain BHCA regulations would require aggregation of the positions owned, held or controlled by related entities. Thus, in certain circumstances, positions held by Credit Suisse and its affiliates (including the Adviser) for client and proprietary accounts may need to be aggregated with positions held by us. In this case, where BHCA regulations impose a cap on the amount of a position that may be held, Credit Suisse may utilize available capacity to make investments for its proprietary accounts or for the accounts of other clients, which may require us to limit and/or liquidate certain investments.

These restrictions may materially adversely affect us by, among other things, affecting the Adviser’s ability to pursue certain strategies within our investment program or trade in certain securities. In addition, if Credit Suisse ceases to qualify as an FHC, we may be subject to additional restrictions. Moreover, there can be no assurance that the bank regulatory requirements applicable to Credit Suisse and us will not change, or that any such change will not have a material adverse effect on us.

Credit Suisse may in the future, in its sole discretion and without notice to investors, engage in activities impacting us and/or the Adviser in order to comply with the BHCA or other legal requirements applicable to, or reduce or eliminate the impact or applicability of any bank regulatory or other restrictions on, Credit Suisse, us or other funds and accounts managed by the Adviser and its affiliates. Credit Suisse may seek to accomplish this result

by causing the Adviser to resign as the Adviser, causing Credit Suisse personnel to resign as members of the Board of Directors, reducing the amount of Credit Suisse’s indirect investment in us, revoking our right to use the Credit Suisse name, or any combination of the foregoing, or by such other means as it determines in its sole discretion. Any replacement investment adviser appointed may be unaffiliated with Credit Suisse.

The Adviser, its investment professionals and employees have certain conflicts of interest.

The Adviser, its investment professionals and employees serve or may serve as investment advisers, officers, directors or principals of entities or private funds that operate in the same or a related line of business as we operate and/or of private funds managed by the Adviser or its affiliates. Accordingly, these individuals may have obligations to investors in those entities or private funds, the fulfillment of which might not be in our best interests or the best interests of our stockholders. In addition, we note that any affiliated investment vehicle currently formed or formed in the future and managed by the Adviser or its affiliates may have overlapping investment objectives with our own and, accordingly, may invest in asset classes similar to those targeted by us. As a result, the Adviser and/or its affiliates may face conflicts in allocating investment opportunities between us and such other entities. Although the Adviser and its affiliates will endeavor to allocate investment opportunities in a fair and equitable manner over time and consistent with applicable allocation procedures, it is possible that, in the future, we may not be given the opportunity to participate in investments made by other clients or entities managed by the Adviser or its affiliates. In any such case, if the Adviser forms other affiliates in the future, we may co-invest on a concurrent basis with such other affiliates, subject to compliance with applicable regulations and regulatory guidance, as well as applicable allocation procedures. In certain circumstances, negotiated co-investments may be made only if we receive an order from the SEC permitting us to do so. There can be no assurance when any such order would be obtained or that one will be obtained at all.

Credit Suisse, indirectly through its indirect wholly owned subsidiary, Credit Suisse Alternative Capital, LLC, and certain other investors affiliated with the Adviser own and may purchase additional shares of our common stock.

Credit Suisse, indirectly through its indirect wholly owned subsidiary, Credit Suisse Alternative Capital, LLC, and certain other investors affiliated with the Adviser, own and may purchase additional shares of our common stock for any reason deemed appropriate, including in connection with our purchase of our initial portfolio. Certain members of the CCS Team also own, and may purchase, shares of our common stock. The Adviser and its affiliates and members of the CCS Team will not acquire any shares of our common stock with the intention to resell or re-distribute such shares. The purchase of our common stock by employees and other affiliates of the Adviser could create certain risks because Credit Suisse Alternative Capital, LLC and the Adviser’s affiliates may have an incentive to dispose of our assets at an earlier date so as to recover their investment in our common stock.

Credit Suisse, including its affiliates and personnel, is a bank holding company and a worldwide, full-service investment banking, broker-dealer, asset management and financial services organization, and a major participant in global financial markets that provides a wide range of financial services to a substantial and diversified client base that includes corporations, financial institutions, governments and high-net-worth individuals. As such, it acts as an investor, investment banker, research provider, investment manager, financer, advisor, market maker, proprietary trader, prime broker, lender, agent and principal. In those and other capacities, Credit Suisse purchases, sells and holds a broad array of investments, actively trades securities, derivatives, loans, commodities, currencies, credit default swaps, indices, baskets and other financial instruments and products for its own accounts or for the accounts of its clients, and has other direct and indirect interests, in the global fixed income, currency, commodity, equity, bank loan and other markets in which we invest or may invest. Such additional businesses and interests will likely give rise to potential conflicts of interest and may restrict the way we operate our business. For example, we may not be able to conduct transactions relating to investments in portfolio companies because the Adviser is arguably in possession of material non-public information, which cannot be used in effecting purchases and sales in public securities transactions for us.

We do not expect to invest in, or hold securities of, companies that are controlled by the Adviser, certain of the Adviser’s affiliates or funds managed and controlled by the Adviser. However, the Adviser, certain of the Adviser’s affiliates or funds managed and controlled by the Adviser may invest in, and gain control over, one of our portfolio companies. If the Adviser, certain of the Adviser’s affiliates or funds managed and controlled by the Adviser, gains control over one of our portfolio companies, it may create conflicts of interest and may subject us to certain restrictions under the 1940 Act. As a result of these conflicts and restrictions, the Adviser may be unable to implement our investment strategy as effectively as it could have in the absence of such conflicts or restrictions. For example, as a result of a conflict or restriction, we may be unable to engage in certain transactions that the Adviser would otherwise pursue on our behalf. In order to avoid these conflicts and restrictions, the Adviser may choose to exit these investments prematurely on our behalf and, as a result, we would forego any positive returns associated with such investments. In addition, to the extent that another client holds a different class of securities than we hold as a result of such transactions, its interests may not be aligned.

The Management Fee and Incentive Fee may induce the Adviser to make certain investments, including speculative investments.

The Management Fee, which is based upon our gross assets, including any borrowings for investment purposes, and the Incentive Fee payable us to the Adviser may create an incentive for the Adviser to make investments on our behalf that are risky or more speculative than would be the case in the absence of such compensation arrangement. The way in which the Incentive Fee payable to the Adviser is determined, which is calculated separately in two components as a percentage of the income (subject to a performance threshold) and as a percentage of the realized gain on invested capital, may encourage the Adviser to use leverage to increase the return on our investments. With respect to both the Management Fee and the Incentive Fee, under certain circumstances, the use of leverage may increase the likelihood of default, which would disfavor the holders of our stock. In addition, the Adviser receives the Incentive Fee based, in part, upon net capital gains realized on our investments. Unlike the portion of the Incentive Fee based on income, there is no performance threshold applicable to the portion of the Incentive Fee based on net capital gains. As a result, the Adviser may have a tendency to invest more in investments that are likely to result in capital gains as compared to income-producing securities. Such a practice could result in our investing in more speculative securities than would otherwise be the case, which could result in higher investment losses, particularly during economic downturns. See “Investment Advisory Agreement and Fees.”

Sales incentives and related conflicts arising from the Adviser’s financial and other relationships with intermediaries.

The Adviser and its personnel, including employees of the Adviser, (i) may have relationships (both involving and not involving us, and including without limitation placement, brokerage, advisory and board relationships) with distributors, consultants and others who recommend, or engage in transactions with or for, us, and (ii) may recommend, or engage in transactions with or for, us. Such distributors, consultants and other parties (including the Adviser and its personnel) may receive compensation from the Adviser or us in connection with such relationships. As a result of these relationships, distributors, consultants and other parties (including the Adviser and its personnel) may have conflicts that create incentives for them to promote the sale of shares of our common stock.

The Adviser has no prior experience managing a BDC and the investment philosophy and techniques used by the Adviser and its CCS Team to manage us may differ from the investment philosophy and techniques previously employed by the Adviser and the CCS Team in identifying and managing past investments. Accordingly, we can offer no assurance that the Adviser will replicate any historical performance by the CCS Team and we caution you that our investment returns could be substantially lower than the returns previously achieved by the CCS Team. As a result, an investment in shares of our common stock may entail more risk than the shares of common stock of a comparable company with a substantial operating history.

The 1940 Act imposes numerous constraints on the operations of BDCs that do not apply to the other types of investment vehicles previously managed by the Adviser’s management team. For example, under the 1940 Act, BDCs are generally required to invest at least 70% of their total assets primarily in securities of qualifying U.S. private or thinly traded companies. The failure to comply with these provisions in a timely manner could prevent us from qualifying as a BDC, which could be material. The Adviser’s lack of experience in managing a portfolio of assets under such constraints may hinder our ability to take advantage of attractive investment opportunities and, as a result, achieve our investment objective.

We may be obligated to pay the Adviser the Incentive Fee even if we incur a net loss due to a decline in the value of our portfolio.

The Investment Advisory Agreement entitles the Adviser to receive an Incentive Fee based on our net investment income regardless of any capital losses. In such case, we may be required to pay the Adviser an Incentive Fee for a fiscal quarter even if there is a decline in the value of our portfolio or if we incur a net loss for that quarter. See “Investment Advisory Agreement and Fees – Incentive Fee”

Any Incentive Fee payable by us that relates to our net investment income may be computed and paid on income that may include interest that has been accrued but not yet received. If a portfolio company defaults on a loan that is structured to provide accrued interest, it is possible that accrued interest previously included in the calculation of the Incentive Fee will become uncollectible. The Adviser is not obligated to reimburse us for any part of the Incentive Fee it received that was based on accrued income that we never received as a result of a subsequent default, and such circumstances would result in us paying an Incentive Fee on income we never receive.

For federal income tax purposes, we are required to recognize taxable income in some circumstances in which we do not receive a corresponding payment in cash (such as deferred interest that is accrued as original issue discount) and to make distributions with respect to such income to maintain our status as a RIC. Under such circumstances, we may have difficulty meeting the annual distribution requirement necessary to obtain and maintain RIC tax treatment under the Code. This difficulty in making the required distribution may be amplified to the extent that we are required to pay an Incentive Fee with respect to such accrued income. As a result, we may have to sell some of our investments at times and/or at prices we would not consider advantageous, raise additional debt or equity capital, or forego new investment opportunities for this purpose. If we are not able to obtain cash from other sources, we may fail to qualify for RIC tax treatment and thus become subject to corporate-level income tax. For additional discussion regarding the tax implications of being a RIC, see “Tax Matters.”

Our ability to enter into transactions with certain of our affiliates will be restricted.

We will be prohibited under the 1940 Act from participating in certain transactions with certain of our affiliates without the prior approval of a majority of the independent directors, and, in some cases, the SEC. For example, any person that owns, directly or indirectly, five percent or more of our outstanding voting securities will generally be our affiliate for purposes of the 1940 Act, and we are generally prohibited from buying or selling any portfolio securities from or to such affiliate, or entering into certain “joint” transactions, absent the prior approval of the independent directors, and in some cases, such as when the ownership exceeds 25% of our common stock, an SEC exemptive order. In addition, the SEC has interpreted the 1940 Act prohibition governing transactions with affiliates to prohibit certain “joint transactions” involving certain entities that are controlled by a common investment adviser. As a result of these restrictions, we may be prohibited from buying or selling any portfolio securities from or to any portfolio company that is controlled by a fund managed and controlled by the Adviser or certain of its respective affiliates without the prior approval of the SEC, which may limit the scope of investment opportunities that would otherwise be available to us. The analysis of whether a particular transaction constitutes a joint transaction requires a review of the relevant facts and circumstances then existing. Similar restrictions limit our ability to purchase portfolio securities from or sell portfolio securities to the Adviser and Credit Suisse as well as their officers or directors or certain of their affiliates, which may have an adverse effect on our ability to take advantage of attractive investment opportunities.

We expect to apply for an exemptive order from the SEC that would permit us, among other things, to co-invest with certain other persons, including Credit Suisse, certain of its affiliates and certain funds managed and controlled by the Adviser. Any such order, if issued, will be subject to certain terms and conditions and there can be no assurance that such order will be granted by the SEC. Accordingly, we cannot provide you assurances that we will be permitted to co-invest with Credit Suisse, certain of our affiliates and other funds managed and controlled by the Adviser, other than in the limited circumstances currently permitted by applicable SEC staff guidance and interpretations or in the absence of a prohibited joint transaction.

We may, however, invest alongside other clients of the Adviser and its affiliates, including other entities they manage in certain circumstances where doing so is consistent with applicable law and SEC staff interpretations and guidance.

In situations where co-investment with other clients of the Adviser or its affiliates is not permitted under the 1940 Act and related rules, existing or future staff guidance, the Adviser will need to decide which client or clients will proceed with the investment. Generally, we will not have an entitlement to make a co-investment in these circumstances and, to the extent that certain other clients elect to proceed with the investment, we will not be permitted to participate. Moreover, except in certain circumstances, we will be unable to invest in any issuer in which the Adviser or a control affiliate holds a controlling interest. These restrictions may limit the scope of investment opportunities that would otherwise be available to us.

As a BDC, the 1940 Act prohibits us from acquiring any assets other than certain qualifying assets unless, at the time of and after giving effect to such acquisition, at least 70% of our total assets are qualifying assets. Therefore, we may be precluded from investing in what we believe are attractive investments if such investments are not qualifying assets. Conversely, if we fail to operate our business for the purpose of investing a sufficient portion of our assets in qualifying assets, we could lose our status as a BDC, which would have a material adverse effect on our business, financial condition, and result of operations. Similarly, these rules could, under certain circumstances, prevent us from making additional investments in existing portfolio companies, which could result in the dilution of our position.

Our failure to maintain our status as a BDC would reduce our operating flexibility.

If we do not remain a BDC, we might be regulated as a registered closed-end investment company under the 1940 Act, which would subject us to substantially more regulatory restrictions and correspondingly decrease our operating flexibility.

Regulations governing our operation as a BDC and RIC will affect our ability to raise capital and the way in which we raise additional capital or borrow for investment purposes, which may have a negative effect on our growth. As a BDC, the necessity of raising additional capital may expose us to risks, including the typical risks associated with leverage.

As a result of the annual distribution requirement to qualify as a RIC, we may need to access the capital markets periodically to raise cash to fund new investments. We may issue “senior securities,” including borrowing money from banks or other financial institutions only in amounts such that our asset coverage, as defined in the 1940 Act, equals at least 200% after such incurrence or issuance. If we issue senior securities, we will be exposed to typical risks associated with leverage, including an increased risk of loss. Our ability to issue different types of

securities is also limited. Compliance with these requirements may unfavorably limit our investment opportunities and reduce our ability in comparison to other companies to profit from favorable spreads between the rates at which we can borrow and the rates at which we can lend. As a BDC, therefore, we intend to issue equity continuously at a rate more frequent than our privately owned competitors, which may lead to greater stockholder dilution.

We may borrow for investment purposes. If the value of our assets declines, we may be unable to satisfy the asset coverage test, which would prohibit us from paying distributions and could prevent us from qualifying as a RIC, which would generally result in a corporate-level tax on any income and net capital gains. If we cannot satisfy the asset coverage test, we may be required to sell a portion of our investments and, depending on the nature of our debt financing, repay a portion of our indebtedness at a time when such sales or repayment may be disadvantageous. Also, any amount that we use to service our indebtedness would not be available for distributions to our common stockholders.

In addition, we anticipate that as market conditions permit, we may securitize our loans to generate cash for funding new investments. To securitize loans, we may create a wholly owned subsidiary, contribute a pool of loans to the subsidiary and have the subsidiary issue primarily investment grade debt securities to purchasers who we would expect to be willing to accept a substantially lower interest rate than the loans earn. We would retain all or a portion of the equity in the securitized pool of loans. Our retained equity would be exposed to any losses on the portfolio of loans before any of the debt securities would be exposed to such losses. Accordingly, if the pool of loans experienced a low level of losses due to defaults, we would earn an incremental amount of income on our retained equity but we would be exposed, up to the amount of equity we retained, to that proportion of any losses we would have experienced if we had continued to hold the loans in our portfolio. We would not treat the debt issued by such a subsidiary as senior securities.

We are uncertain of our sources for funding our future capital needs. If we cannot obtain debt or equity financing on acceptable terms, our ability to acquire investments and to expand our operations will be adversely affected.

The net proceeds from the sale of shares of common stock will be used for our investment opportunities, operating expenses, including repayment of borrowings outstanding under any credit facility and for payment of various fees and expenses such as the Management Fee, Incentive Fee, and other fees. Any working capital reserves we maintain may not be sufficient for investment purposes, and we may require debt or equity financing to operate. In addition, we will be required to distribute at least 90% of our net ordinary income and net short-term capital gains in excess of net long-term capital losses, if any, to our stockholders to maintain our RIC status. Accordingly, in the event that we need additional capital in the future for investments or for any other reason we may need to access the capital markets periodically to issue debt or equity securities or borrow from financial institutions in order to obtain such additional capital. These sources of funding may not be available to us due to unfavorable economic conditions, which could increase our funding costs, limit our access to the capital markets or result in a decision by lenders not to extend credit to us. Consequently, if we cannot obtain debt or equity financing on acceptable terms, our ability to acquire investments and to expand our operations will be adversely affected. As a result, we would be less able to achieve portfolio diversification and our investment objective, which may negatively impact our results of operations and reduce our ability to make distributions to our stockholders.

Our investments in prospective portfolio companies may be risky, and we could lose all or part of our investment.

We intend to pursue a strategy focused on investing primarily in the debt of privately owned U.S. companies with a focus on transactions sourced through the network of the Adviser. As such, we are subject to the risk that the issuer of a debt security (i.e., the borrower) will not be able to make principal and interest payments when due. Changes in a borrower’s credit rating or the market’s perception of a borrower’s creditworthiness may also affect the value of our investment in that borrower. The degree of credit risk depends on the issuer’s financial condition and on the terms of the securities.

Most loans in which we invest will not be rated by any rating agency and, if they were rated, they would be rated as below investment grade quality. Loans rated below investment grade quality are generally regarded as having predominantly speculative characteristics and may carry a greater risk with respect to a borrower’s capacity to pay interest and repay principal. The major risks of non-investment grade investments include:

The credit rating of a high yield security does not necessarily address its market value risk. Ratings and market value may change from time to time, positively or negatively, to reflect new developments regarding the issuer.

To the extent original issue discount constitutes a portion of our income, we will be exposed to risks associated with the deferred receipt of cash representing such income.

Our investments may include original issue discount instruments. To the extent original issue discount constitutes a portion of our income, we will be exposed to typical risks associated with such income being required to be included in taxable and accounting income prior to receipt of cash, including the following:

Our portfolio companies may incur debt or issue equity securities that rank equally with, or senior to, our investments in such companies.

Our portfolio companies may have, or may be permitted to incur, other debt or issue equity securities that rank equally with, or senior to, the debt in which we invest. By their terms, such debt instruments or equity securities may entitle the holders to receive payment of dividends, interest or principal on or before the dates on which we are entitled to receive payments with respect to our investments. These debt instruments or equity securities would usually prohibit the portfolio companies from paying interest on or repaying our investments in the event and during the continuance of a default under such debt or equity securities. Also, in the event of insolvency, liquidation, dissolution, reorganization or bankruptcy of a portfolio company, holders of debt instruments or equity securities ranking senior to our investment in that portfolio company would typically be entitled to receive payment in full before we receive any distribution in respect of our investment. After repaying such senior creditors, such portfolio company may not have any remaining assets to use for repaying its obligation to us. In the case of debt or equity securities ranking equally with debt instruments in which we invest, we would have to share on an equal basis any distributions with other creditors holding such debt in the event of an insolvency, liquidation, dissolution, reorganization or bankruptcy of the relevant portfolio company.

Subordinated liens on collateral securing debt investments that we will make to our portfolio companies may be subject to control by senior creditors with first priority liens. If there is a default, the value of the collateral may not be sufficient to repay in full both the first priority creditors and us.

Certain debt investments that we will make in portfolio companies will be secured on a second priority basis by the same collateral securing senior secured debt of such companies. The first priority liens on the collateral will secure the portfolio company’s obligations under any outstanding senior debt and may secure certain other future debt that may be permitted to be incurred by the company under the agreements governing the debt. The holders of obligations secured by the first priority liens on the collateral will generally control the liquidation of and be entitled to receive proceeds from any realization of the collateral to repay their obligations in full before we are so entitled. In addition, the value of the collateral in the event of liquidation will depend on market and economic conditions, the availability of buyers and other factors. There can be no assurance that the proceeds, if any, from the sale or sales of all of the collateral would be sufficient to satisfy the debt obligations secured by the second priority liens after payment in full of all obligations secured by the first priority liens on the collateral. If such proceeds are not sufficient to repay amounts outstanding under the debt obligations secured by the second priority liens, then we, to the extent not repaid from the proceeds of the sale of the collateral, will only have an unsecured claim against the company’s remaining assets, if any.

We may also make unsecured debt investments in portfolio companies, meaning that such investments will not benefit from any interest in collateral of such companies. Liens on such portfolio companies’ collateral, if any, will secure the portfolio company’s obligations under its outstanding secured debt and may secure certain future debt that is permitted to be incurred by the portfolio company under its secured debt agreements. The holders of obligations secured by such liens will generally control the liquidation of, and be entitled to receive proceeds from, any realization of such collateral to repay their obligations in full before we are so entitled. In addition, the value of such collateral in the event of liquidation will depend on market and economic conditions, the availability of buyers and other factors. There can be no assurance that the proceeds, if any, from sales of such collateral would be sufficient to satisfy its unsecured debt obligations after payment in full of all secured debt obligations. If such proceeds were not sufficient to repay the outstanding secured debt obligations, then its unsecured claims would rank equally with the unpaid portion of such secured creditors’ claims against the portfolio company’s remaining assets, if any.

The rights we may have with respect to the collateral securing the debt investments we make in our portfolio companies with senior debt outstanding may also be limited pursuant to the terms of one or more inter-creditor agreements that we enter into with the holders of senior debt. Under such an inter-creditor agreement, at any time that obligations that have the benefit of the first priority liens are outstanding, any of the following actions that may be taken in respect of the collateral will be at the direction of the holders of the obligations secured by the first priority liens: the ability to cause the commencement of enforcement proceedings against the collateral; the ability to control the conduct of such proceedings; the approval of amendments to collateral documents; releases of liens on the collateral; and waivers of past defaults under collateral documents. We may not have the ability to control or direct such actions, even if our rights are adversely affected.

There may be circumstances where our debt investments could be subordinated to claims of other creditors or we could be subject to lender liability claims.

Although we intend to generally structure certain of our investments as senior debt, if one of our portfolio companies were to go bankrupt, depending on the facts and circumstances, including the extent to which we actually provided managerial assistance to that portfolio company or our representative or the Adviser sat on the board of directors of such portfolio company, a bankruptcy court might re-characterize our debt investment and subordinate all or a portion of our claim to that of other creditors. In situations where a bankruptcy carries a high degree of political significance, our legal rights may be subordinated to other creditors.

In addition, lenders in certain cases can be subject to lender liability claims for actions taken by them when they become too involved in the borrower’s business or exercise control over a borrower. It is possible that we could become subject to a lender’s liability claim, including as a result of actions taken if we render significant managerial assistance to, or exercise control or influence over the board of directors of, the borrower.

We generally will not control the business operations of our portfolio companies and, due to the illiquid nature of our holdings in our portfolio companies, may not be able to dispose of our interests in our portfolio companies.

Various restrictions render our investments relatively illiquid, which may adversely affect our business. As we generally make investments in private companies, substantially all of these investments are subject to legal and other restrictions on resale or are otherwise less liquid than publicly traded securities. Additionally, due to the nature of our investment objective, we may obtain material non-public information when making certain investments, which may restrict us from engaging in certain transactions. We also do not expect to control most of our portfolio companies, even though we may have board representation or board observation rights, and our debt agreements may impose certain restrictive covenants on our borrowers. As a result, we are subject to the risk that a portfolio company in which we invest may make business decisions with which we disagree and the management of such company, as representatives of the holders of their common equity, may take risks or otherwise act in ways that do not serve our interests as debt investors. Due to the lack of liquidity for our investments in private companies, we may not be able to dispose of our interests in our portfolio companies as readily as we would like or at an appropriate valuation. As a result, we may make decisions that could decrease the value of our portfolio holdings.

We may acquire various structured financial instruments for purposes of “hedging” or reducing our risks, which may be costly and ineffective and could reduce our cash available for distribution to our stockholders.

We may seek to hedge against interest rate and currency exchange rate fluctuations and credit risk by using structured financial instruments such as futures, options, swaps and forward contracts, subject to the requirements of the 1940 Act. Use of structured financial instruments for hedging purposes may present significant risks, including the risk of loss of the amounts invested. Defaults by the other party to a hedging transaction can result in losses in the hedging transaction. Hedging activities also involve the risk of an imperfect correlation between the hedging instrument and the asset being hedged, which could result in losses both on the hedging transaction and on the instrument being hedged. Use of hedging activities may not prevent significant losses and could increase our losses. Further, hedging transactions may reduce cash available to pay distributions to our stockholders.

Economic recessions or downturns could impair our portfolio companies and harm our operating results.

Our portfolio companies may be susceptible to economic downturns or recessions. Therefore, during these periods the value of our portfolio may decrease if we are required to write down the values of our investments. Adverse economic conditions may also decrease the value of our equity investments and the value of collateral securing any debt instruments that we hold. Economic slowdowns or recessions could lead to financial losses in our portfolio and a decrease in revenues, net income and assets. These events could harm our operating results.

A portfolio company’s failure to satisfy financial or operating covenants imposed by us or other lenders could lead to defaults and, potentially, acceleration of the time when the loans are due and foreclosure on its assets representing collateral for its obligations, which could trigger cross defaults under other agreements and jeopardize the value of any equity securities we own and our portfolio company’s ability to meet its obligations under any debt that we hold. We may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting portfolio company.

Our portfolio may be focused in a limited number of portfolio companies, which will subject us to a risk of significant loss if any of these companies defaults on its obligations under any of their debt instruments or if there is a downturn in a particular industry.

To the extent that we assume large positions in the securities of a small number of issuers or industries, our net asset value may fluctuate to a greater extent than that of a more diversified investment company as a result of changes in the financial condition or the market’s assessment of the issuer. In addition, the aggregate returns we realize may be significantly adversely affected if a small number of investments perform poorly or if we need to write down the value of any one investment. Additionally, a downturn in any particular industry in which we are invested could significantly affect our aggregate returns.

An investment strategy focused primarily on privately held companies presents certain challenges, including the lack of available information about these companies.

We intend to invest primarily in privately held companies. Investments in private companies pose certain incremental risks as compared to investments in public companies including that they:

In addition, investments in private companies tend to be less liquid. The securities of private companies are not publicly traded or actively traded on the secondary market and are, instead, traded on a privately negotiated over-the-counter secondary market for institutional investors. These privately negotiated over-the-counter secondary

markets may be inactive during an economic downturn or a credit crisis. In addition, the securities in these companies will be subject to legal and other restrictions on resale or will otherwise be less liquid than publicly traded securities. Also, under the 1940 Act, if there is no readily available market for these investments, we are required to carry these investments at fair value as determined by our Board of Directors. As a result, if we are required to liquidate all or a portion of our portfolio quickly, we may realize significantly less than the value at which we had previously recorded these investments. We may also face other restrictions on our ability to liquidate an investment in a portfolio company to the extent that we, the Adviser or any of their respective affiliates have material nonpublic information regarding such portfolio company or where the sale would be an impermissible joint transaction. The reduced liquidity of our investments may make it difficult for us to dispose of them at a favorable price, and, as a result, we may suffer losses.

Finally, little public information generally exists about private companies and these companies may not have third-party debt ratings or audited financial statements. We must therefore rely on the ability of the Adviser to obtain adequate information through due diligence to evaluate the creditworthiness and potential returns from investing in these companies. Additionally, these companies and their financial information will not generally be subject to the Sarbanes-Oxley Act and other rules that govern public companies. If we are unable to uncover all material information about these companies, we may not make a fully informed investment decision, and we may lose money on our investments.

We may not have the funds or ability to make additional investments in our portfolio companies.

After our initial investment in a portfolio company, we may be called upon from time to time to provide additional funds to such company or have the opportunity to increase our investment through the exercise of a warrant or other right to purchase common stock. There is no assurance that we will make, or will have sufficient funds to make, follow-on investments. Even if we have sufficient capital to make a desired follow-on investment, we may elect not to make a follow-on investment because we may not want to increase our level of risk, we prefer other opportunities, we are limited in our ability to do so by compliance with BDC requirements, or to maintain our RIC status. Our ability to make follow-on investments may also be limited by the Adviser’s allocation policies. Any decisions not to make a follow-on investment or any inability on our part to make such an investment may have a negative impact on a portfolio company in need of such an investment, may result in a missed opportunity for us to increase our participation in a successful operation or may reduce the expected return on the investment.

Prepayments of our debt investments by our portfolio companies could adversely impact our results of operations and reduce our return on equity.

We are subject to the risk that the investments we make in our portfolio companies may be repaid prior to maturity. When this occurs, we will generally reinvest these proceeds in temporary investments, pending their future investment in new portfolio companies. These temporary investments will typically have substantially lower yields than the debt being prepaid and we could experience significant delays in reinvesting these amounts. Any future investment in a new portfolio company may also be at lower yields than the debt that was repaid. As a result, our results of operations could be materially adversely affected if one or more of our portfolio companies elect to prepay amounts owed to us. Additionally, prepayments, net of prepayment fees, could negatively impact our return on equity.

Investing in middle-market companies involves a number of significant risks.

Investing in middle-market companies involves a number of significant risks, including:

We may make investments in other funds, which could cause our stockholders to indirectly bear additional fees.

We may invest, to the extent permitted by law, in the securities and instruments of other investment companies, including private funds, and, to the extent we so invest, will bear our ratable share of any such investment company’s expenses, including management and performance fees. We will also remain obligated to pay the Management Fee and the Incentive Fee to the Adviser with respect to the assets invested in the securities and instruments of other investment companies. With respect to each of these investments, each of our stockholders will bear his or her share of the management and incentive fee of the Adviser as well as indirectly bearing the management and performance fees and other expenses of any investment companies in which we invest.

The success of this offering is dependent, in part, on the ability of the dealer manager to implement its business strategy and retain key employees. The dealer manager also serves as the dealer manager for the distribution of securities of other issuers and may experience conflicts of interest as a result.

The success of this offering and our ability to implement our business strategy is dependent upon the ability of the dealer manager to retain key employees, and implement its business strategy. If the dealer manager is unable to retain qualified employees and implement its business strategy, we may not be able to raise adequate proceeds through this offering to implement its investment strategy.

In addition, the dealer manager serves as the dealer manager for or participates in the distribution of the securities of other issuers. To the extent that the dealer manager serves as dealer manager for other issuers, the dealer manager may experience conflicts of interest in allocating its time between this offering and such other issuers, which could adversely affect our ability to raise adequate proceeds through this offering and implement our investment strategy.

Our continuous offering is being made on a best efforts basis, whereby our dealer manager is only required to use its best efforts to sell shares of our common stock and have no firm commitment or obligation to purchase any of the shares of our common stock. To the extent we are unable to sell a substantial amount of our common stock, the opportunity for diversification of our investments may be decreased and the returns achieved on those investments may be reduced as a result of allocating all of our expenses among a smaller capital base.

Our common stock is an illiquid investment for which there is not a secondary market nor is it expected that any will develop in the foreseeable future. In addition, the stockholders may not transfer their shares of common stock without the approval of the Adviser.

Although we intend to seek to complete a liquidity event for our stockholders within seven years following the first closing date of this offering or at such earlier time as our Board of Directors may determine, taking into consideration market conditions and other factors, we are not required to complete a liquidity event. We expect that our Board of Directors, in the exercise of the requisite standard of care applicable to directors under Delaware law, will determine to pursue a liquidity event when we believe that then-current market conditions are favorable for a liquidity event, and that such a transaction is in the best interests of our stockholders. A liquidity event could include: (i) listing our shares on a national securities exchange; (ii) a merger or another transaction approved by our Board of Directors in which our stockholders will receive cash or shares of a publicly traded company; or (iii) a sale of all or substantially all of our assets either on a complete portfolio basis or individually followed by a liquidation. While our intent is to seek to complete a liquidity event within seven years following the completion of our offering stage, there can be no assurance that a suitable transaction will be available or that market conditions will be favorable during that timeframe. Prior to a liquidity event, we may provide a limited opportunity for you to have your shares of common stock repurchased, subject to certain restrictions and limitations, at a price which may reflect a discount from the purchase price you paid for the shares being repurchased.

Also, since a portion of the public offering price from the sale of shares of common stock in this offering will be used to pay expenses or to repay outstanding borrowings under a credit facility, the full offering price paid by the stockholders may not be invested in portfolio companies. As a result, even if we do complete a liquidity event, you may not receive a return of all of your invested capital. If we do not successfully complete a liquidity event, liquidity for an stockholder’s shares will be limited to any repurchase offer that we may make in the future, and there is no assurance that we will do so.

If our shares are listed on a national securities exchange or quoted through a quotation system, we cannot assure you a public trading market will develop or, if one develops, that such trading market can be sustained. Shares of companies offered in an initial public offering often trade at a discount to the initial offering price due to underwriting discounts and related offering expenses. Also, shares of closed-end investment companies, including BDCs, frequently trade at a discount from their net asset value. This characteristic of closed-end investment companies is separate and distinct from the risk that our net asset value per share of common stock may decline. We cannot predict whether our common stock, if listed, will trade at, above or below net asset value.

Our common stock is not transferable without the Adviser’s prior written consent and transfer of shares of our common stock may only be made upon the Adviser’s receipt (or waiver) of an opinion from the legal counsel of the transferor or transferee of such shares of common stock that such transfer will not result in (among other things): (1) us being taxable as a corporation under the Code (as defined below), (2) a violation of applicable law (including securities law), or (3) our assets being deemed “plan assets” within the meaning of Department of Labor regulations.

A stockholder’s interest in us will be diluted if we issue additional shares of common stock, which could reduce the overall value of an investment in us.

Our stockholders do not have preemptive rights to subscribe to or purchase any additional issue of shares of common stock we issue in the future. Our certificate of incorporation authorizes us to issue up to 198,000,000 shares of common stock and 2,000,000 shares of preferred stock. After an investor purchases shares of our common stock, our board may elect to sell additional shares in the future or issue equity interests in private

offerings. To the extent we issue additional equity interests at or below net asset value, after an investor purchases shares of our common stock, an investor’s percentage ownership interest in us will be diluted. In addition, depending upon the terms and pricing of any additional offerings and the value of our investments, an investor may also experience dilution in the net asset and fair value of his or her shares.

Under the 1940 Act, we generally are prohibited from issuing or selling our common stock at a price below net asset value per share, which may be a disadvantage as compared with certain public companies. We may, however, sell our common stock, or warrants, options, or rights to acquire our common stock, at a price below the current net asset value of our common stock if our Board of Directors, including the independent directors, determine that such sale is in our best interests and the best interests of our stockholders, and our stockholders, including a majority of those stockholders that are not affiliated with us, approve such sale. In any such case, the price at which our securities are to be issued and sold may not be less than a price that, in the determination of our Board of Directors, is not less than a price which closely approximates the market value of such securities (less any distributing commission or discount). If we raise additional funds by issuing common stock or senior securities convertible into, or exchangeable for, our common stock, then the percentage ownership of our stockholders at that time will decrease and you will experience dilution.

Preferred stock could be issued in the future with rights, powers and preferences that would adversely affect holders of our common stock.

This offering does not include an offering of preferred stock. However, under the terms of our certificate of incorporation, our Board of Directors is authorized, to the fullest extent permitted by the 1940 Act, to issue shares of preferred stock in one or more series without stockholder approval. Our Board of Directors also has discretion to determine the powers, preferences and relative, participating, optional and other special rights, including voting rights, dividend rights, conversion rights, redemption privileges, and liquidation preferences of each series of preferred stock, and the qualifications, limitations or restrictions thereof, and the issuance of shares of preferred stock with certain powers, preferences and other rights could potentially adversely affect the interests of existing stockholders.

Certain provisions of the Delaware General Corporation Law, our certificate of incorporation and bylaws could deter takeover attempts.

Our certificate of incorporation and bylaws as well as the Delaware General Corporation Law contain provisions that may have the effect of discouraging a third party from making an acquisition proposal for us. Among other things, our certificate of incorporation and bylaws:

In addition, our certificate of incorporation includes a provisions that will make it more difficult for a third party to acquire us. Except as otherwise provided in our certificate of incorporation, the affirmative vote of at least 75% in voting power of all of the then-outstanding shares of common stock and at least 75% in voting power of all of the then-outstanding shares preferred stock entitled to vote thereon, each voting as a separate class, in addition to the affirmative vote of at least 75% of the Board of Directors is, to the fullest extent permitted by law, required to effect a number of actions, including certain business combinations, that the holders of our shares of our common stock may view as desirable or in their best interest.

These anti-takeover provisions may inhibit a change of control in circumstances that could give the holders of our common stock the opportunity to realize a premium over the market price for the common stock.

The investments we make in accordance with our investment objective may result in a higher amount of risk than alternative investment options and volatility or loss of principal. Our investments in portfolio companies may be highly speculative and aggressive and, therefore, an investment in our common stock may not be suitable for someone with lower risk tolerance.

The net asset value and liquidity, if any, of our common stock may be significantly affected by numerous factors, some of which are beyond our control and may not be directly related to our operating performance. These factors include:

We will be subject to corporate-level income tax if we are unable to qualify as a RIC under Subchapter M of the Code or to satisfy RIC distribution requirements.

To obtain and maintain RIC tax treatment under the Code, we must meet the following minimum annual distribution, income source and asset diversification requirements. See “Tax Matters.”

The minimum annual distribution requirement for a RIC will be satisfied if we distribute to our stockholders on an annual basis at least 90% of our net ordinary taxable income and realized net short-term capital gains in excess of realized net long-term capital losses, if any. Because we may use debt financing, we are subject to an asset coverage ratio requirement under the 1940 Act and may in the future become subject to certain financial covenants under loan and credit agreements that could, under certain circumstances, restrict us from making distributions necessary to satisfy the distribution requirements. If we are unable to obtain cash from other sources, we could fail to qualify for RIC tax treatment and thus become subject to corporate-level income tax.

The income source requirement will be satisfied if we obtain at least 90% of our income for each year from dividends, interest, gains from the sale of stock or securities, or similar sources.

The asset diversification requirement will be satisfied if we meet certain asset diversification requirements at the end of each quarter of our taxable year. To satisfy this requirement, at least 50% of the value of our assets must consist of cash, cash equivalents, U.S. Government securities, securities of other RICs, and other acceptable securities; and no more than 25% of the value of our assets can be invested in the securities, other than U.S. government securities or securities of other RICs, of one issuer, of two or more issuers that are controlled, as determined under applicable Code rules, by us and that are engaged in the same or similar or related trades or businesses or of certain “qualified publicly traded partnerships.” Failure to meet these requirements may result in our having to dispose of certain investments quickly in order to prevent the loss of RIC status. Because most of our investments will be in private companies, and therefore will be relatively illiquid, any such dispositions could be made at disadvantageous prices and could result in substantial losses.

If we fail to qualify for or maintain RIC tax treatment for any reason and is subject to corporate income tax, the resulting corporate taxes could substantially reduce our net assets, the amount of income available for distribution, and the amount of our distributions.

If we do not qualify as a “publicly offered regulated investment company,” as defined in the Code, non-corporate stockholders will be taxed as though they received a distribution of some of our expenses.

A “publicly offered regulated investment company” is a RIC whose shares are either (i) continuously offered pursuant to a public offering, (ii) regularly traded on an established securities market or (iii) held by at least 500 persons at all times during the taxable year. If we are not a publicly offered RIC for any period, a non-corporate stockholder’s allocable portion of our affected expenses, including our management fees, will be treated as an additional distribution to the stockholder and will be deductible by such stockholder only to the extent permitted under the limitations described below. For non-corporate stockholders, including individuals, trusts, and estates, significant limitations generally apply to the deductibility of certain expenses of a non-publicly offered RIC, including advisory fees. In particular, these expenses, referred to as miscellaneous itemized deductions, are deductible to an individual only to the extent they exceed 2% of such a stockholder’s adjusted gross income, and are not deductible for alternative minimum tax purposes. While we anticipate that we will constitute a publicly offered RIC following the date we convert to a corporation, there can be no assurance that we will in fact so qualify for any of our taxable years.

We may have difficulty paying our required distributions if we recognize income before or without receiving cash representing such income.

For federal income tax purposes, we may be required to recognize taxable income in circumstances in which we do not receive a corresponding payment in 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, increasing interest rates or debt instruments that were issued with warrants), we must include in income each 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. We may also have to include in income other amounts that we have not yet received in cash, such as deferred loan origination fees that are paid after origination of the loan or are paid in non-cash compensation such as warrants or stock. Furthermore, we may invest in non-U.S. corporations (or other non-U.S. entities treated as corporations for U.S. federal income tax purposes) that could be treated under the Code and U.S. Treasury regulations as “passive foreign investment companies” and/or “controlled foreign corporations.” The rules relating to investment in these types of non-U.S. entities are designed to ensure that U.S. taxpayers are either, in effect, taxed currently (or on an accelerated basis with respect to corporate level events) or taxed at increased tax rates at distribution or disposition. In certain circumstances this could require us to recognize income where we do not receive a corresponding payment in cash.

We anticipate that a portion of our income may constitute original issue discount or other income required to be included in taxable income prior to receipt of cash. Further, we may elect to amortize market discounts and include such amounts in our taxable income in the current year, instead of upon disposition, as an election not to do so would limit our ability to deduct interest expenses for tax purposes.

Because any original issue discount or other amounts accrued will be included in our investment company taxable income for the year of the accrual, we may be required to make a distribution to our stockholders in order to satisfy the annual distribution requirement, even if we will not have received any corresponding cash amount. As a result, we may have difficulty meeting the annual distribution requirement necessary to obtain and maintain RIC tax treatment under the Code. We may have to sell some of our investments at times and/or at prices we would not consider advantageous, raise additional debt or equity capital, make a partial share distribution, or forego new investment opportunities for this purpose. If we are not able to obtain cash from other sources, and chooses not to make a qualifying share distribution, we may fail to qualify for RIC tax treatment and thus become subject to corporate-level income tax.

Some of the statements in this prospectus may constitute forward-looking statements because they relate to future events or our future financial conditions. Forward-looking statements are typically identified by words or phrases such as “trend”, “opportunity”, “pipeline”, “believe”, “comfortable”, “expect”, “anticipate”, “current”, “intention”, “estimate”, “position”, “assume”, “potential”, “outlook”, “continue”, “remain”, “maintain”, “sustain”, “seek”, “achieve” and similar expressions, or future or conditional verbs such as “will”, “would”, “should”, “could”, “may” or similar expressions. The use of forecasts in this offering is prohibited. Any representations to the contrary or any predictions, written or oral, as to the amount or certainty of any present or future cash benefit or tax consequence which may flow from an investment in our common stock is not permitted. The forward-looking statements contained in this prospectus involve risks and uncertainties, including, but not limited to, statements as to:

We have based the forward-looking statements included in this prospectus on information available to us on the date of this prospectus, and we assume no obligation to update any such forward-looking statements. Except as required by the federal securities laws, we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise. You are advised to consult any additional disclosures that we may make directly to you or through reports that we may file in the future with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K. The forward-looking statements and projections contained in this prospectus are excluded from the safe harbor protection provided by Section 27A of the Securities Act.

We intend to use substantially all of the net proceeds from this offering, after payment of certain expenses, to make investments in accordance with the investment objective and strategies described in this prospectus, although we have not established limits on the use of proceeds nor have we established a limit on the amount of offering proceeds we may use for distributions. We may also use net proceeds to repay outstanding indebtedness under any credit facility and for working capital. Net proceeds received by us from the sale or liquidation of assets, to the extent not used to fund distributions, are expected to be reinvested by us in assets in accordance with our investment objective and investment strategies.

Based on prevailing market conditions, and depending on our evaluation of the investment opportunities then available, we thereafter anticipate that we will invest the proceeds from each subscription closing generally within 30 to 90 days. The precise timing will depend on the availability of investment opportunities that are consistent with our investment objective and strategies. Until we are able to find such investment opportunities, we intend to invest a substantial portion of the net proceeds of this offering primarily in cash, cash equivalents, U.S. government securities and high-quality debt instruments maturing in one year or less from the time of investment. This is consistent with our intent to elect to be regulated as a BDC under the 1940 Act and its intent to elect to be taxed as a RIC under the Code. During this time, we may also use the net proceeds to pay operating expenses and to fund distributions to our stockholders. We have not established limits on the amount of proceeds that we may use to fund distributions. In addition, during this time, we will pay management fees under the Investment Advisory Agreement as described elsewhere in this prospectus.

The following table sets forth the estimates of how we intend to use the gross proceeds from this offering assuming we sell $500,000,000 of shares of our common stock. The amount of net proceeds may be more or less than the amount depicted in the table below depending on the public offering price of the common stock and the actual number of shares of common stock we sell in the offering. The table below assumes that shares of our common stock are sold at the initial offering price of $10.00 per share, which is equal to our net asset value per share as of September 5, 2014.

The amounts in the table below assume that no fees and commissions are paid by us or any of our stockholders on any shares of our common stock offered to the public on a best efforts basis. Such fees and commissions will be borne by the Adviser and not by us or our stockholders. Because the amounts in the following table are estimates, they may not accurately reflect the actual receipt or use of the offering proceeds.

⁽¹⁾ We will be responsible for the payment of our offering expenses in an amount up to $1.5 million. The Adviser will pay any of our offering expenses in excess of $1.5 million, without reimbursement by us.

We estimate that we will incur in connection with this offering approximately $1.5 million of offering expenses (approximately 0.30% of the gross proceeds, assuming gross proceeds of $500,000,000 sold at $10.00 per share, our net asset value at September 5, 2014). In accordance with the terms of the Investment Advisory Agreement, the Adviser is responsible for the payment of our offering expenses to the extent they exceed $1.5 million, and we will not reimburse the Adviser for any offering expenses that exceed $1.5 million.

There can be no assurance that we will be able to sell all of the shares of common stock that we are registering. If we sell only a portion of the shares of common stock that we are registering, we may be unable to achieve our investment objective.

In addition to investments in U.S. middle-market companies, we may, subject to the limitations in the 1940 Act, invest a portion of our capital in opportunistic investments, such as in large U.S. companies, foreign companies, stressed or distressed debt, structured products or private equity. The proportion of these types of investments will change over time given our views on, among other things, the economic and credit environment in which it is operating, although these types of investments generally will constitute less than 30% of our total assets. See “Regulation – Business Development Company Regulation: Qualifying Assets.”

The CCS Groups founded in late 2011, was the middle-market direct lending platform within the Credit Suisse Investment Banking Division’s top-ranked leveraged finance business, deploying the bank’s capital directly into lending opportunities that fell outside Credit Suisse’s traditional syndicated loan effort. During this period, the CCS Group’s mandate was to source middle-market lending opportunities by leveraging the CCS Group’s proprietary network of middle-market participants, including, but not limited to, private equity firms, M&A/transaction/debt advisory services companies and intermediaries, lawyers and accountants as well as the origination channels and domain expertise of the broader Credit Suisse organization. These Credit Suisse origination channels have included both the Private Banking & Wealth Management and the Investment Banking divisions of Credit Suisse. On September 5, 2014, the CCS Group the CCS Team moved to the Adviser and became responsible for sourcing and managing investments for the company. The CCS team will employ the same investment strategy and mandate as the CCS Group will continue to and benefit from an on-going affiliation with Credit Suisse, which we believe represents a unique asset as it offers exclusive access to a broad and often proprietary flow of investment opportunities in addition to allowing the CCS Team to gather important market intelligence critical to the evaluation of prospective investments. Further, our affiliation with CIG, which focuses on larger companies than those targeted by the company, is expected to provide additional sourcing capabilities, as well as expertise, that should enable us to further enhance returns across a broad range of attractive middle-market lending opportunities.

We have executed a nonbinding term sheet for a senior secured revolving credit facility (the “Credit Facility”) with Capital One, N.A., as administrator, and various lenders, which we expect to become effective prior to the first closing of this offering. The Credit Facility is initially expected to provide for borrowings of up to $100 million and is expected to expire in 2019. The Credit Facility size may be increased up to $300 million, subject to certain conditions. Borrowings under the Credit Facility are generally expected to bear interest at LIBOR plus 2.75%. We intend to use the borrowings available under the Credit Facility to fund new and follow-on investments. The term sheet is not a formal commitment and we can make no assurances that we will enter into a formal agreement with Capital One, N.A.

We are a closed-end, non-diversified investment management company that will elect to be regulated as a BDC under the 1940 Act. As a BDC, we will be required to comply with numerous regulatory requirements. We are permitted to, and expect to, finance our investments using debt and equity. However, our ability to use debt is limited in certain significant respects. See “Regulation.” We intend to elect to be treated for federal income tax purposes as a RIC under Subchapter M of the Code. As a RIC, we generally will not have to pay corporate-level federal income taxes on any net ordinary income or capital gains that we distribute to our stockholders as dividends if we meet certain source-of-income, asset diversification and minimum distribution requirements.

Our principal executive offices are located at One Madison Avenue, New York, New York 10010, and our telephone number is (212) 325-2000.

services worldwide. The Asset Management business of the Private Banking & Wealth Management division of Credit Suisse is comprised of a number of legal entities around the world that are subject to distinct regulatory requirements. With offices in 18 countries, Credit Suisse’s Asset Management business operates as a globally integrated network to deliver Credit Suisse’s best investment ideas and capabilities to clients around the world. As of June 30, 2014, the Adviser, together with its global affiliates, managed assets of approximately $80.6 billion in the Americas and managed assets of approximately $425.2 billion worldwide.

The investment approach of the CCS Team is primarily to originate and invest in loans to middle-market companies and generally focuses on the following:

Although we do not have any performance history, since January 2012, the CCS Team has managed a portfolio of investments (the “CCS Team Portfolio”) on behalf of Credit Suisse utilizing substantially similar investment objectives, investment policies and investment strategies. The CCS Track Record is that of a Proprietary Investment Account and does not reflect our performance. In addition, the Proprietary Investment Account was not subject to certain investment limitations, diversification and distribution requirements and other restrictions imposed under the 1940 Act and the Code to which we, as a business development company, are subject and which, if applied to the CCS Team Portfolio managed by the CCS Team, may have adversely affected its performance.

On a pro forma basis, assuming the CCS Team Portfolio paid management and incentive fees similar to the Management Fee and the Incentive Fee paid by the us, the CCS Team would have generated a net return of 16.17% and 12.99% on the CCS Team Portfolio of $82.7 million and $139.3 million (at fair value), for the years ended December 31, 2012 and 2013, respectively. For the period January 1, 2014 through June 30, 2014, the CCS Team would have generated a year-to-date net return of 6.56% on the CCS Team Portfolio of $151.3 million (at fair value), if the CCS Team Portfolio had paid the Management Fee and Incentive Fee. Although the net performance data has been calculated as if our expense structure were applied to the performance of the CCS Team Portfolio, the performance of the CCS Team Portfolio could be higher or lower as a result of the varying performance fees charged to the CCS Team Portfolio.

Limited Availability of Capital for Middle-Market Companies. The Adviser believes that regulatory and structural changes in the market have reduced the amount of capital available to middle-market companies. Specifically, the Basel III accord, the adoption of the Dodd-Frank Act and recent regulations implemented by the Federal Reserve, the Office of the Comptroller of the Currency and the Federal Deposit Insurance Corporation are expected to significantly increase capital and liquidity requirements for banks, decreasing their capacity and appetite to hold non-investment grade loans on their balance sheets. In addition, the number of lenders serving the middle-market has declined as traditional participants, such as commercial banks and specialty finance companies, have consolidated and are pursuing larger opportunities and as many non-traditional lenders, often referred to as the “shadow banking sector” (e.g., hedge funds, private equity funds, mezzanine funds and structured vehicles) have struggled with illiquidity, been unable to satisfy investor expectations, or exited the market. Finally, while the institutional leveraged loan and high-yield bond markets have enjoyed significant investor interest in the past several years, middle-market companies are unable to access those markets as they fail to meet the size and liquidity requirements imposed by the institutional investor community.

to illiquidity, the directly negotiated nature of middle-market financings generally provides for more favorable terms to the lender, including more conservative leverage, stronger covenants and reporting packages, better call protection, and more restrictive change-of-control provisions. In addition, middle-market companies often have simpler capital structures than those of larger borrowers, which the Adviser believes facilitates a streamlined underwriting process and improves returns to lenders during a restructuring process. Further, middle-market default rates have historically been lower, and recovery rates higher, as compared to those of the larger, broadly syndicated market, which may lead to lower cumulative losses over time.

We believe that we have the following competitive advantages over other middle-market lenders:

Distinctive Origination Platform. The CCS Team has developed a deep sourcing network comprised of professional management teams, private equity sponsors, investment bankers, middle-market M&A advisers, debt placement intermediaries, law firms, accounting professionals, business consultants, and restructuring advisers. In addition, the CCS Team has broadened its reach through partnering with commercial banks, specialty finance companies and other “club” investors to leverage their substantial origination infrastructure to identify, structure and fund investment opportunities. Finally, the CCS Team expects to continue to access proprietary deal flow from its affiliation with Credit Suisse’s industry-leading Investment Banking and Private Banking & Wealth Management divisions.

loans, the CCS team also seeks to structure investments to include protections that minimize downside risks, such as requesting additional guarantees and requiring the company to agree to affirmative and negative covenants limiting, for example, its ability to incur additional debt or to distribute earnings or cash flows before the loans have been retired.

Active Portfolio Monitoring. The Adviser closely monitors the investments in the portfolio and takes a proactive approach to identifying and addressing sector- or company-specific risks. The CCS Team receives and reviews detailed financial information from portfolio companies no less than quarterly in addition to maintaining regular dialogue with company management teams regarding current and forecasted performance. The vast majority of our investments have financial covenants that provide an early warning of potential problems facing borrowers, allowing lenders, including us, to identify and carefully manage risk.

Origination and Sourcing. The Adviser sources portfolio investments from a variety of different investment sources, including among others, management teams, financial intermediaries and advisers, investment bankers, private equity sponsors, family offices, accounting firms and law firms. The Adviser has and will also continue to source deal flow and referrals from Credit Suisse, including the Investment Banking and Private Banking & Wealth Management divisions of Credit Suisse. We believe that the breadth and depth of experience of the CCS Team across different industries and transaction types makes the CCS Team particularly qualified to source, analyze and execute investment opportunities.

Our investment objective is generate current income, and to a lesser extent, capital appreciation through direct originations of secured debt, unsecured debt and, to a lesser extent, equity securities.

Debt Investments. The terms of our debt investments are tailored to the facts and circumstances of each transaction and prospective portfolio company. We negotiate the structure of each investment to protect our rights and manage our risk while providing funding to help the portfolio company achieve its business plan. We invest in the following types of debt:

Our debt investments are typically structured with the maximum seniority and collateral that we can reasonably obtain while seeking to achieve our total return target. We seek to limit the downside potential of our investments by:

Among the types of first-lien debt in which we invest, we generally is able to obtain higher effective interest rates on our “last out” first-lien loans than on other types of first-lien loans, since our “last-out” first-lien loans generally are more junior in the capital structure. Within our portfolio, we aim to maintain the appropriate proportion among the various types of first-lien loans, as well as second-lien debt and mezzanine debt, which allows us to achieve our target returns while maintaining our targeted amount of credit risk.

Our investment in a portfolio company may include an equity interest, such as a warrant or profit participation right. In certain instances, we will also make direct equity investments, although those situations are generally limited to those cases where we are making an investment in a more senior part of the capital structure of the issuer.

We compete for investments with a number of business development companies and other investment funds (including private equity funds and venture capital funds), special purpose acquisition company sponsors, investment banks with underwriting activities, hedge funds that invest in private investments in publicly listed

companies, traditional financial services companies such as commercial banks, and other sources of financing. Many of these entities have greater financial and managerial resources than we do. In addition, many of our competitors are not subject to the regulatory restrictions that the 1940 Act imposes on us as a BDC.

We do not currently have any employees and do not expect to have any employees. Our day-to-day operations will be managed by the Adviser pursuant to a Co-Administration Agreement and the Investment Advisory Agreement.

We do not own any real estate or other physical properties materially important to our operation. Our headquarters are located at One Madison Avenue, New York, New York 10010. All of our offices are provided by the Adviser pursuant to the Co-Administration Agreement with the Adviser. We believe that our office facilities are suitable and adequate for our business as we contemplate conducting it.

From time to time, we may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under loans to or other contracts with our portfolio companies. Neither we nor the Adviser are currently subject to any material legal proceedings, and, to their knowledge, no material legal proceeding is threatened against us.

Our business and affairs are managed under the direction of our Board of Directors. The responsibilities of the Board of Directors include, among other things, the oversight of our investment activities; the quarterly valuation of our assets, oversight of our financing arrangements and corporate governance activities. Our Board of Directors consists of three members, two of whom will not be “interested persons” of our Company or of the Adviser as defined in Section 2(a)(19) of the 1940 Act and are “independent,” as determined by our Board of Directors. We refer to these individuals as our independent directors. Our Board of Directors elects our executive officers, who serve at the discretion of the Board of Directors.

Under our certificate of incorporation, our directors will be divided into three classes. Each class of directors will hold office for a three-year term. However, the initial members of the three classes have initial terms of one, two and three years, respectively. At each annual meeting of our stockholders, the successors to the class of directors whose terms expire at such meeting will be elected to hold office for a term expiring at the annual meeting of stockholders held in the third year following the year of their election. Each director will hold office for the term to which he is elected and until his successor is duly elected and qualifies.

The address for each director is c/o Credit Suisse Corporate Credit Solutions, Inc., One Madison Avenue, New York, New York 10010.

Information regarding our executive officers who are not directors is as follows:

The address for each executive officer is c/o Credit Suisse Corporate Credit Solutions, Inc., One Madison Avenue, New York, New York 10010.

The following is information concerning the business experience of our Board of Directors and executive officers. Our directors have been divided into two groups — interested directors and independent directors. Interested directors are “interested persons” as defined in the 1940 Act.

John G. Popp has served as our Chief Executive Officer and President since August 2014. Mr. Popp has served as a Managing Director of Credit Suisse in the Asset Management business, based in New York since 2000. He has also served as the Global Head and Chief Investment Officer of the Credit Investments Group (CIG) since 2000, with primary responsibility for investment decisions, portfolio monitoring processes and business development for CIG’s global investment strategies. Mr. Popp has also served as the President and Chief Executive Officer of the Credit Suisse open-end funds (since 2010), and as the President and Chief Executive Officer (since 2010) and Director (since 2013) of the Credit Suisse Asset Management Income Fund, Inc., and President and Chief Executive Officer (since 2010) and Trustee (since 2012) of the Credit Suisse High Yield Bond Fund.

Mr. Popp was a Founding Partner and Head of Asset Management for First Dominion Capital, LLC from 1997 until the sale of the business to DLJ Asset Management LLC in September 2000, overseeing the management of $2.5 billion in CLO vehicles. From 1992 through 1997, Mr. Popp was a Managing Director of Indosuez Capital and also served as President of Indosuez Capital Asset Advisors, Inc., and President of 1211 Investors, Inc. While at Indosuez, Mr. Popp was responsible for building the firm’s asset management business, including the development of three CLO vehicles aggregating $1.3 billion. Mr. Popp has also previously served as Senior Vice President in the Corporate Finance Department of Kidder Peabody & Co., Inc. and as Vice President in the Mergers and Acquisitions department of Drexel Burnham Lambert.

Mr. Popp is a member of the Brookings Institution’s Foreign Policy Leadership Committee and a member of the Juilliard School Council. Mr. Popp graduated with a B.A. from Pomona College and has a M.B.A. from The Wharton School of the University of Pennsylvania. We believe Mr. Popp’s extensive experience in making investments, fund management, portfolio monitoring processes and business development bring important and valuable skills to our Board of Directors.

Enrique R. Arzac has served as a member of our Board of Directors since August 2014. Mr. Arzac has over 40 years of business and consulting experience in the areas of finance, trade and economics and academic experience as a professor of finance and economics. Mr. Arzac has been a Professor of Finance and Economics at the Graduate School of Business at Columbia University (education) since 1971. Mr. Arzac has been the Audit Committee Chairman and a Trustee (since 2005) of Credit Suisse Commodity Strategy Funds, Credit Suisse Opportunity Funds and Credit Suisse Trust. Mr. Arzac has been Audit Committee Chairman (since 2012) and Director (since 1990) of Credit Suisse Asset Management Income Fund, Inc. Mr. Arzac has been Chairman of the Audit Committee (since 2012) and Trustee (since 2001) of Credit Suisse High Yield Bond Fund. Mr. Arzac has also served as a director of The Adams Express Company since 1983, a director of Petroleum and Resources Corporation since 1987, and a director of Aberdeen Chile Fund, Inc. (since 1996), Aberdeen Indonesia Fund, Inc. (since 2000), Aberdeen Israel Fund, Inc. (since 1996), Aberdeen Latin America Equity Fund, Inc. (since 1996) and Aberdeen Emerging Markets Small Company Opportunities Fund, Inc. (since 1996) (each a closed-end investment company). Mr. Arzac has served as Director of Aberdeen Asia-Pacific Income Investment Company Limited (a Canadian closed-end fund) since 2010, trustee of Mirae Discovery Funds (open-end investment companies) (since 2010); director of Starcomms PLC (telecommunications company) (from 2008 to 2011); and director of Epoch Holding Corporation (an investment management and investment advisory services company) (from 2006 to March 2013). Mr. Arzac graduated with a CPN degree from the University of Buenos Aires and has an MBA, an MA and a Ph.D. from Columbia University. We believe Mr. Arzac’s extensive experience in the financial services industry and his business and consulting experience in the areas of finance, trade and economics bring important and valuable skills to our Board of Directors.

Steven N. Rappaport has served as the Chairman of our Board of Directors since August 2014. Mr. Rappaport has over 30 years of legal and business experience in the financial services industry. Mr. Rappaport has been a partner of RZ Capital, LLC (since July 2002), a private investment firm that also provides administrative services for a limited number of clients. Mr. Rappaport has been the Chairman of the Board and Nominating Committee Chairman (since 2005) and Trustee (since 1999) of Credit Suisse Commodity Strategy Funds, Credit Suisse Opportunity Funds and Credit Suisse Trust. Mr. Rappaport has been Chairman of the Board and the Nominating Committee Chairman (since 2012) and Director (since 2005) of Credit Suisse Asset Management Income Fund, Inc. Mr. Rappaport has been Chairman of the Board and Nominating Committee Chairman (since 2012) and Trustee (since 2005) of Credit Suisse High Yield Bond Fund. Mr. Rappaport also currently serves as Director of iCAD, Inc. (a surgical & medical instruments & apparatus company) (since 2006); Partner of Backstage Acquisition Holding, LLC (Publication Job Postings) (since 2013); Director of Aberdeen Chile Fund, Inc. (since

2003), Aberdeen Indonesia Fund, Inc. (since 2005), Aberdeen Israel Fund, Inc. (since 1992), Aberdeen Latin America Equity Fund, Inc. (since 2005) and Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. (since 2006) (each a closed-end investment company). Mr. Rappaport also served as Director of Presstek, Inc. (digital imaging technologies company) (from 2003 to 2012), and Director of Wood Resources, LLC (plywood manufacturing company) (from 2003 to October 2013).

From March 1995 to July 2002, Mr. Rappaport was Director, President and Principal of Loanet, Inc., an online real-time accounting service used by brokers and institutions to support domestic and international securities borrowing and lending activities. Loanet, Inc. was acquired by SunGard Data Systems in May 2001. From March 1992 to December 1994, Mr. Rappaport was Executive Vice President of Metallurg, Inc. (Metallurg), a producer and seller of high quality specialty metals and alloys, and President of Metallurg’s subsidiary, Shieldalloy Corporation. He also served as Director of Metallurg from 1985 to 1998. From March 1987 to March 1992, Mr. Rappaport was Director, Executive Vice President and Secretary of Telerate, Inc. (Telerate), an electronic distributor of financial information. Telerate was acquired by Dow Jones over a number of years commencing in 1985 and culminating in January 1990, when it became a wholly owned subsidiary. Mr. Rappaport practiced corporate and tax law at the New York law firm of Hartman & Craven from August 1974 to March 1987, and became a partner in the firm in 1979.

Mr. Rappaport graduated with a B.S. degree from Northeastern University and a J.D. from Washington University School of Law and an L.L.M. from New York University School of Law. We believe Mr. Rappaport’s extensive financial and legal experience bring important and valuable skills to our Board of Directors.

Bruce S. Rosenberg has served as our Chief Financial Officer since August 2014. Mr. Rosenberg has served in various capacities at Credit Suisse since 2008, including as a Director of Liquid Accounting of Credit Suisse since 2012, and as the Chief Financial Officer of Credit Suisse open-end funds, Credit Suisse Asset Management Income Fund, Inc. and Credit Suisse High Yield Bond Fund since 2012.

Emidio Morizio has served as our Chief Compliance Officer since August 2014. Mr. Morizio has served in various capacities at Credit Suisse since July 2000, including as Managing Director and Global Head of Asset Management Compliance of Credit Suisse since January 2010, Director and Global Head of Asset Management Compliance of Credit Suisse from January 2005 to December 2009, and Vice President at Credit Suisse from July 2000 to December 2004. Mr. Morizio has served as the Chief Compliance Officer of the Credit Suisse open-end funds, Credit Suisse Asset Management Income Fund, Inc. and Credit Suisse High Yield Bond Fund since 2004.

Joanne Doldo has served as our Chief Legal Officer since August 2014. Ms. Doldo has served as Vice President and Counsel at Credit Suisse since February 2013. Ms. Doldo has served as Chief Legal Officer of the Credit Suisse open-end funds, Credit Suisse Asset Management Income Fund, Inc. and Credit Suisse High Yield Bond Fund since February 2013. Previous to Credit Suisse, Ms. Doldo was an independent contractor from January 2009 to February 2012.

Karen Regan has served as our Vice President and Secretary since August 2014. Ms. Regan has served in various capacities at Credit Suisse since December 2004, including as Vice President at Credit Suisse since January 2008 and Assistant Vice President from December 2004 to December 2007. Ms. Regan has served as Vice President and Secretary of the Credit Suisse open-end funds since August 2010. Ms. Regan has served as Senior Vice President and Secretary of Credit Suisse Asset Management Income Fund Inc. and Credit Suisse High Yield Bond Fund since August 2010.

Rocco DelGuercio has served as our Treasurer since August 2014. Mr. DelGuercio has served as Vice President of Credit Suisse since May 2013. Mr. DelGuercio has served as Treasurer of the Credit Suisse open-end funds, Credit Suisse Asset Management Income Fund Inc. and Credit Suisse High Yield Bond Fund since May 2013 and in various other capacities at Credit Suisse from June 1996 to March 2004. From February 2012 to April 2013, Mr. DelGuercio was an independent contractor. Prior to that, Mr. DelGuercio served as Director of Legg Mason & Co., LLC from March 2004 to January 2012.

Overall responsibility for our oversight rests with our Board of Directors. We have engaged the Adviser to manage us on a day-to-day basis. Our Board of Directors is responsible for overseeing the Adviser and other service providers in our operations in accordance with the provisions of the 1940 Act, applicable provisions of state and other laws and our charter. Our Board of Directors is currently composed of three members, two of whom are directors who are not “interested persons” of our Company or our Adviser as defined in the 1940 Act. Our Board of Directors meets in-person at regularly scheduled quarterly meetings each year. In addition, our Board of Directors may hold special in-person or telephonic meetings or informal conference calls to discuss specific matters that may arise or require action between regular meetings. As described below, our Board of Directors has established a Nominating Committee and an Audit Committee, and may establish ad hoc committees or working groups from time to time, to assist our Board of Directors in fulfilling its oversight responsibilities. The independent directors also have engaged independent legal counsel to assist them in performing their oversight responsibilities.

Our Board of Directors has appointed Steven N. Rappaport, an Independent Director, to serve in the role of Chairman of our Board of Directors. The Chairman’s role is to preside at all meetings of our Board of Directors and to act as a liaison with the Adviser, counsel and other directors generally between meetings. The Chairman serves as a key point person for dealings between management and the directors. The Chairman also may perform such other functions as may be delegated by our Board of Directors from time to time. Our Board of Directors reviews matters related to its leadership structure annually. Our Board of Directors has determined that our Board of Directors’ leadership structure is appropriate because it allows our Board of Directors to exercise informed and independent judgment over the matters under its purview and it allocates areas of responsibility among committees of directors and the full Board in a manner that enhances effective oversight.

We are subject to a number of risks, including investment, compliance, operational and valuation risks, among others. Risk oversight forms part of our Board of Directors’ general oversight of us and is addressed as part of various Board and committee activities. Day-to-day risk management functions are subsumed within the responsibilities of the Adviser and other service providers (depending on the nature of the risk), which carry out our investment management and business affairs. The Adviser and other service providers employ a variety of processes, procedures and controls to identify various events or circumstances that give rise to risks, to lessen the probability of their occurrence and/or to mitigate the effects of such events or circumstances if they do occur. Each of the Adviser and other service providers has their own independent interest in risk management, and their policies and methods of risk management will depend on their functions and business models. Our Board of Directors recognizes that it is not possible to identify all of the risks that may affect us or to develop processes and controls to eliminate or mitigate their occurrence or effects. As part of its regular oversight of us, our Board of Directors interacts with and reviews reports from, among others, the Adviser, our Chief Compliance Officer, our independent registered public accounting firm and counsel, as appropriate, regarding risks faced by us and applicable risk controls. Our Board of Directors may, at any time and in its discretion, change the manner in which it conducts risk oversight.

Our Board of Directors has an Audit Committee and a Nominating Committee. The members of the Audit Committee and the Nominating Committee consist of all the Independent Directors, namely Messrs. Arzac, and Rappaport.

In accordance with its written charter adopted by our Board of Directors, the Audit Committee (a) assists the Board’s oversight of the integrity of our financial statements, the independent registered public accounting firm’s qualifications and independence, our compliance with legal and regulatory requirements and the performance of our independent registered public accounting firm; (b) prepares an audit committee report, if required by the SEC, to be included in our annual proxy statement; (c) oversees the scope of the annual audit of our financial statements, the quality and objectivity of our financial statements, our accounting and financial reporting policies and its internal controls; (d) determines the selection, appointment, retention and termination of our independent registered public accounting firm, as well as approving the compensation thereof; (e) pre-approves all audit and non-audit services provided to us and certain other persons by such independent registered public accounting firm; and (f) acts as a liaison between our independent registered public accounting firm and our Board of Directors.

In accordance with its written charter adopted by our Board of Directors, the Nominating Committee recommends to the Board persons to be nominated by the Board for election at our meetings of stockholders, special or annual, if any, or to fill any vacancy on our Board of Directors that may arise between stockholder meetings. The Nominating Committee also makes recommendations with regard to the tenure of the directors and is responsible for overseeing an annual evaluation of our Board of Directors and its committee structure to determine whether such structure is operating effectively.

The Nominating Committee will consider for nomination to our Board of Directors candidates submitted by our stockholders or from other sources it deems appropriate. Any recommendation should be submitted to our Secretary, c/o Credit Suisse Asset Management, LLC, One Madison Avenue, New York, New York 10010. Any submission should include at a minimum the following information: the name, age, business address, residence address and principal occupation or employment of such individual, the class, series and number of shares of our shares that are beneficially owned by such individual, the date such shares were acquired and the investment intent of such acquisition, whether such stockholder believes such individual is, or is not, an “interested person” of our Company (as defined in the 1940 Act), and information regarding such individual that is sufficient, in the Nominating Committee’s discretion, to make such determination, and all other information relating to such individual that is required to be disclosed in solicitation of proxies for election of directors in an election contest (even if an election contest is not involved) or is otherwise required pursuant to the rules for proxy materials under the 1934 Act. If we are holding a stockholder meeting, any such submission, in order to be included in our proxy statement, should be made no later than the 120th calendar day before the date our proxy statement was released to security holders in connection with the previous year’s annual meeting or, if we have changed the meeting date by more than 30 days or if no meeting was held the previous year, within a reasonable time before we begin to print and mail our proxy statement.

In order to expedite the ramp up of our investment activities and further our ability to meet our investment objective, on September 5, 2014, Credit Suisse Alternative Capital, LLC, an indirect, wholly owned subsidiary of Credit Suisse, made an approximately $221 million capital contribution to us. We then used the proceeds from the capital contribution to purchase from Credit Suisse Loan Funding LLC, an indirect, wholly owned subsidiary of Credit Suisse an approximately $206 million portfolio of primarily senior secured loans, originated and structured by the CCS Team over the last two and a half years while operating as part of the Global Credit Products business within the Investment Banking division of Credit Suisse using Credit Suisse’s proprietary capital. These loans were selected for our initial portfolio because they are similar to the type of investments we plan to originate. An independent third-party valuation service determined that the valuation of the initial portfolio we purchased was within an acceptable range of values. Separately, prior to the purchase of our portfolio, the valuation was ultimately approved by our Board of Directors based in part on a review of the third-party valuation report.

Our current portfolio is comprised of 99.2% senior secured loans (including 65.0% first lien debt, 31.3% first lien unitranche and/or criss-cross collateral debt and 2.9% second lien debt) and 0.8% equity and other investments at fair value, of which 88.7% of the initial portfolio is invested in floating-rate debt, 10.5% is invested in fixed-rate debt, and the remainder in equity and other investments. We do not believe that there are any material differences in the underwriting standards that were used to originate our initial portfolio and the underwriting standards described in this prospectus that we expect to implement going forward.

The following table sets forth certain information for each portfolio company in which we had a debt or equity investment as of September 5, 2014:

(2) Indicates fair value as determined by our Board of Directors. Except as otherwise noted, none of the portfolio companies has (a) been in payment default, (b) extended the original maturity of its loan, (c) converted from cash interest to PIK interest, or (d) otherwise entered into a material amendment to its credit facility related to a deteriorating financial performance.

(4) The credit facility for Homeland Healthcare, Inc., was amended on June 27, 2014, to include among other terms, the ability for the borrower to elect to pay interest in kind (PIK) at an annual rate of 15.00% through December 31, 2014.

(5) Excludes the value of our overriding royalty rate interest (“ORRI”), which we received as part of our investment for no additional cash consideration.

Set forth below is a brief description of select portfolio companies in which we have made an investment:

AbelConn, LLC; CBT Technology, LLC; SIE Computing Solutions, LLC. AbelConn, LLC is a leading provider of specialty, rugged and custom electronic assemblies including high-reliability backplanes, other assemblies, and interconnection solutions to the military and commercial aerospace markets. CBT Technology, LLC is the leading global manufacturer of engineered solutions for front panels and other components primarily used in the telecommunications, enterprise and networking industries. SIE Computing Solutions specializes in rugged electronics systems for mission-critical computing platforms to the military, transportation, medical, and telecommunications industries.

Affirmative Insurance Holdings, Inc. Affirmative Insurance Holdings, Inc. is a distributor and underwriter of non-standard personal automobile insurance policies for individual consumers in targeted geographic markets.

AMPORTS, Inc. AMPORTS, Inc., a leading portside automotive processing company in North America with 12 port facilities, including several owned properties, in the U.S. and Mexico, provides its customers an array of value-added solutions, including point-of-entry services, accessory installation, vehicle storage, underseal and engine coating, rail loading and unloading, and other services.

CF Entertainment Inc. CF Entertainment, Inc. (d.b.a. Entertainment Studios) is a production and global distribution company that produces original programming for first-run television syndication and cable networks in the U.S. and non-U.S. markets and also operates seven digital cable and satellite networks.

North Technology Group, LLC and North Sails Europe B.V. North Technology Group, LLC and its affiliate, North Sails Europe B.V., together comprise a global market leader in the manufacture and marketing of high-performance sails and spars for the sailboat racing and upper-end yacht market.

Nursery Supplies, Inc.; Sidco Associates, LLC; Summit Plastic Company; JanorPot, LLC. Nursery Supplies, Inc. and its affiliates together are a leading manufacturer of plastic containers, trays, and accessories for the nursery and greenhouse markets in North America and the U.K.

Petroflow Energy Corporation; TexOak Energy – Project 1C, LLC. Petroflow Energy Corporation and TexOak Energy – Project 1C, LLC are involved in the exploration, development and production of oil and natural gas, primarily in Oklahoma and Texas.

On September 12, 2014, we made a $15 million investment in a five-year senior secured unitranche loan for Forbes Media LLC. We originated and acted as lead arranger on the loan, which was used to support the leveraged buyout of the business by a private equity consortium. Forbes Media is based in New York and provides news and information on business, investing, technology, entrepreneurship, leadership, and affluent lifestyles. The company is the publisher of Forbes, Forbes Asia, and ForbesLife magazines and Forbes.com.

The management of our investment portfolio is the responsibility of the Adviser and its CCS Team led by Messrs. Ernberg and Hall. The members of the Adviser’s CCS Team are not employed by us, and receive no compensation from us in connection with their portfolio management activities.

The Adviser is part of Credit Suisse’s Asset Management business, which has approximately 2,100 employees globally. The CCS Team has four investment professionals, including Messrs. Ernberg and Hall. In addition, the Adviser may retain additional investment personnel to add to the CCS Team in the future based on its needs. The table below shows the dollar range of shares of common stock expected to be beneficially owned by Messrs. Ernberg and Hall, as the portfolio managers of our investment portfolio, as of the first closing of this offering:

Credit Suisse Asset Management, LLC serves as our investment adviser. The Adviser is registered as an investment adviser under the Advisers Act. Subject to the overall supervision of our Board of Directors, the Adviser manages the day-to-day operations of, and provides investment advisory and management services to, us. The Adviser is part of Credit Suisse’s Asset Management business, which has approximately 2,100 employees globally. Credit Suisse, one of the world’s leading banks, provides its clients with investment banking, private banking and wealth management services worldwide. The Asset Management business of Credit Suisse is comprised of a number of legal entities around the world that are subject to distinct regulatory requirements. With offices in 18 countries, Credit Suisse’s Asset Management business is operated as a globally integrated network to deliver Credit Suisse’s best investment ideas and capabilities to clients around the world. As of June 30, 2014, the Credit Suisse Asset Management business managed assets of approximately $80.6 billion in the Americas and managed assets of approximately $425.5 billion worldwide.

The CCS Team consists of four investment professionals who focus on the sourcing, transaction development and ongoing monitoring of our investments. Biographical information for the senior members of the CCS Team responsible for our day-to-day management is set forth below.

Jens Ernberg has served in various capacities at Credit Suisse from 2000 to 2004 and 2007 to the present, including as Managing Director at the Adviser, Co-Founder and Portfolio Manager of Credit Suisse Corporate Credit Solutions (Loan Trading/Global Credit Products) since 2012; Co-Head of CS Special Situations from 2011 to 2014; and Director of Credit Suisse (distressed debt research analyst) from 2007 to 2010. In 2004, Mr. Ernberg was recruited as the first employee to help found and build Legacy Partners Group, LLC (“Legacy Partners”), a middle-market M&A advisory firm, where he served as Senior Vice President until its sale in 2007. Mr. Ernberg joined Credit Suisse in 2000 when it merged with Donaldson, Luftkin & Jenrette where he served as an Associate and Vice President in its M&A advisory group. Previous to that, Mr. Ernberg served as Sr. Associate Management Consultant at Markon Associates from 1998 to 1999, and a Sr. Design Engineer, Hospital for Special Surgery from 1993 to 1996. Mr. Ernberg graduated with a MSc degree in Mechanical Engineering from The Royal Institute of Technology (Stockholm, Sweden) and an M.B.A. from The Wharton School of the University of Pennsylvania.

Thomas Hall has served in various capacities at Credit Suisse from 2004 to the present, including as Director at the Adviser, Co-Founder and Portfolio Manager of Credit Suisse Corporate Credit Solutions (Loan Trading/Global Credit Products) since 2012; Director of Credit Suisse (Syndicated Loan Sales & Trading) from 2009—2012; Vice President and Director of Credit Suisse (Syndicated Loan Capital Markets in both New York and London) from 2005—2008; and Vice President of Credit Suisse (Corporate Banking) from 2004—2005. Previous to that, Mr. Hall served as Associate and Vice President in various roles within the Media & Telecom Group at TD Securities, including Structured Finance, Corporate & Investment Banking and Loan Workout. Prior to that, Mr. Hall served as a mutual fund accountant at Investors Bank & Trust from 1995—1996 and at Bankers Trust from 1996—1997 and in the middle office and as a fixed income derivatives sales assistant in the Global Relative Value Group at Deutsche Bank from 1997—1999. Mr. Hall is a CFA charterholder, graduated with a BS degree in Finance from Lehigh University and an M.B.A. from the Goizueta Business School at Emory University.

Our investment process will be provided through the efforts of the Adviser, which benefits from the business and specific industry knowledge, transaction expertise and deal-sourcing capabilities of Credit Suisse. The Adviser will be responsible for the overall management of our activities and for the day-to-day management of our investment portfolio. The Adviser will provide its services under an Investment Advisory Agreement with us. The activities of the Adviser are subject to the supervision and oversight of our Board of Directors.

Under the terms of the Investment Advisory Agreement, the Adviser will be responsible for the following:

The Adviser will be primarily responsible for initially identifying, evaluating, negotiating, structuring and effectuating our investments. These activities will be carried out by the CCS Team and subject to the oversight of the Adviser’s investment personnel and, ultimately, our Board of Directors. Certain affiliated co-investment transactions may require the additional approval of our independent directors.

The Adviser’s services under the Investment Advisory Agreement are not exclusive, and it is free to furnish similar services to other entities so long as its services to us are not impaired.

The Investment Advisory Agreement was approved by our Board of Directors on August 20, 2014 and became effective as of September 5, 2014. A discussion regarding the basis for our Board of Directors’ approval of the Investment Advisory Agreement will be included in the first periodic report we file with the SEC following the commencement of this offering. Unless earlier terminated as described below, the agreement will remain in effect for a period of two years from the date it first became effective and will remain in effect from year-to-year thereafter if approved annually by a majority of our Board of Directors, including a majority of independent directors, or by the holders of a majority of our outstanding voting securities.

The Investment Advisory Agreement will automatically terminate within the meaning of the 1940 Act and related SEC guidance and interpretations in the event of its assignment. In accordance with the 1940 Act, we may terminate the Investment Advisory Agreement with the Adviser upon 60 days’ written notice. The decision to terminate the agreement may be made by a majority of our independent directors or the holders of a majority of the outstanding shares of our common stock. In addition, the Adviser may terminate the Investment Advisory Agreement with us upon 90 days written notice.

The Adviser may be removed by the Board of Directors or by the affirmative vote of a Majority of the Outstanding Shares (defined below). Upon removal of the Adviser, any member of the Board of Directors that is an employee of Credit Suisse or an affiliate thereof shall be required to resign. “Majority of the Outstanding Shares” means the lesser of (1) 67% or more of the outstanding Shares present at a meeting, if the holders of more than 50% of the outstanding Shares are present or represented by proxy or (2) a majority of outstanding Shares. In the event of any such vote, stockholders that are affiliated with us including Credit Suisse employees and Credit Suisse

Alternative Capital, LLC, an indirect, wholly owned subsidiary of Credit Suisse and any other Credit Suisse, shall mirror vote their shares pro rata in proportion to the vote by the unaffiliated stockholders. Upon any such removal of the Adviser in accordance with this provision, the Adviser will be entitled to any Management Fees, Incentive Fee or other reimbursable expenses that have accrued but remain unpaid as of such removal date.

We will pay the Adviser a fee for its services under the Investment Advisory Agreement consisting of two components: a Management Fee and an Incentive Fee. We believe that this fee structure benefits our stockholders by aligning the compensation of the Adviser with its overall investment performance. The cost of both the Management Fee and the Incentive Fee will ultimately be borne by our stockholders.

After September 30, 2014 and until December 31, 2015, the Management Fee will be payable monthly in arrears at an annual rate of 1.50% of our average gross assets, excluding cash and cash equivalents but including assets purchased with borrowed amounts, at the end of our two most recently completed calendar months. Thereafter, and until such time as our shares are listed on a national securities exchange, the Management Fee will be payable quarterly in arrears at an annual rate of 1.50% of our average gross assets, excluding cash and cash equivalents but including assets purchased with borrowed amounts, at the end of our two most recently completed calendar quarters. In the event of the listing of our common stock on a national securities exchange, the Management Fee will be increased to an annual rate of 1.75% of our average gross assets, including cash and cash equivalents and borrowed amounts, at the end of each of the two most recently completed calendar quarters. The Management Fee for any partial month or quarter, as the case may be, will be appropriately prorated and adjusted for any share issuances or repurchases during the relevant calendar months or quarters, as the case may be. For purposes of the Investment Advisory Agreement, gross assets means our total assets determined on a consolidated basis in accordance with generally accepted accounting principles in the United States, excluding cash and cash equivalents, but including assets purchased with borrowed amounts. In the event our shares are listed on a national securities exchange, gross assets shall include cash and cash equivalents and borrowed amounts.

“Ordinary Income” means consolidated interest income, dividend income and any other income (including any other fees, such as commitment, origination, structuring, diligence and consulting fees but excluding fees for providing significant managerial assistance) accrued by us during the calendar quarter, minus our operating expenses for the quarter (including the Management Fee, any expenses whether incurred directly by us or incurred by the Adviser on our behalf, including expenses under any Placement Agent Agreement and any administration agreement with an administrator, including the Co-Administration Agreement between us and the Adviser, and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the Incentive Fee (both on income and capital gains). Ordinary Income includes, in the case of investments with a deferred interest feature (such as market discount, debt instruments with payment-in-kind interest, preferred stock with payment-in-kind dividends and zero coupon securities), consolidated accrued income that we have not yet received in cash. Ordinary Income does not include any realized capital gains, realized capital losses or unrealized capital depreciation.

(A) No Incentive Fee in any calendar quarter in which our Ordinary Income does not exceed the hurdle rate;

(B) 100% of our Ordinary Income with respect to that portion of such Ordinary Income, if any, that exceeds the hurdle rate but is less than 2.1875% in any calendar quarter (8.75% annualized); and

These calculations will be appropriately pro rated for any period of less than three months and appropriately adjusted for any share issuances or repurchases during the current quarter.

The portion of the Incentive Fee based on capital gains is calculated on an annual basis and payable in arrears as of the end of each calendar year (or upon termination of the Investment Advisory Agreement, as applicable). For each period beginning on January 1 of each calendar year and ending on December 31 of the calendar year or, in the case of our first and last year, the appropriate portion thereof (each, an “Annual Period”), the Adviser will receive an Incentive Fee equal to 20% of the difference, if positive, of the sum of our aggregate realized capital gains, if any, computed net of our aggregate realized capital losses, if any, and our aggregate unrealized capital depreciation, if any, in each case from the beginning of the annual period until the end of such annual period. For the avoidance of doubt, unrealized capital gains are excluded from the calculation above. The capital gains-based Incentive Fee is payable commencing with the annual period in which the date of the effectiveness of the Investment Advisory Agreement occurred.

The fees that are payable under the Investment Advisory Agreement for any partial period will be appropriately prorated.

Pre-incentive fee net investment income does not exceed hurdle rate, therefore there is no incentive fee.

Pre-incentive net investment income exceeds hurdle rate, therefore there is an income incentive fee payable by us to the Adviser.

* The hypothetical amounts of returns shown are based on a percentage of our total net assets and assume no leverage. There is no guarantee that positive returns will be realized and actual returns may vary from those shown in this example.

The Investment Advisory Agreement provides that the Adviser (and any of its affiliates, directors, officers, members, employees, agents, or representatives) shall not be liable to us for any action taken or omitted to be taken by the Adviser in connection with the performance of any of its duties or obligations under the Investment Advisory Agreement or otherwise as an investment adviser to us, except to the extent specified in Section 36(b) of the 1940 Act concerning loss resulting from a breach of fiduciary duty (as the same is finally determined by judicial proceedings) with respect to the receipt of compensation for services, and we shall indemnify, defend and protect the Adviser (and its affiliates, directors, officers, members, employees, agents, and representatives, each of whom shall be deemed a third party beneficiary hereof) (collectively, the “Indemnified Parties”) and hold them harmless from and against all damages, liabilities, costs and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) incurred by the Indemnified Parties in or by reason of any pending, threatened or completed action, suit, investigation or other proceeding (including an action or suit by or in the right of the Company or our security holders) arising out of or otherwise based upon the performance of any of the Adviser’s duties or obligations under the Investment Advisory Agreement or otherwise as our investment adviser. Notwithstanding the preceding sentence, nothing contained in the Investment Advisory Agreement shall protect or be deemed to protect the Indemnified Parties against or entitle or be deemed to entitle the Indemnified Parties to indemnification in respect of, any liability to us or our security holders to which the Indemnified Parties would otherwise be subject by reason of willful misfeasance, bad faith or gross negligence in the performance of the Adviser’s duties, by reason of the reckless disregard of the Adviser’s duties and obligations under the Investment Advisory Agreement (as the same shall be determined in accordance with the 1940 Act) or by reason of a material and knowing violation of United States securities laws.

We have entered into a Co-Administration Agreement with the Adviser and an Administration Agreement with State Street (the “Administration Agreement”) pursuant to which the Adviser and /or State Street will perform or oversee the performance of various administrative services that we require.

The Co-Administration Agreement was approved by our Board of Directors on August 20, 2014 and became effective as of September 5, 2014. Unless earlier terminated as described below, the Administration Agreement will remain in effect for a period of one year from the effective date and will remain in effect from year to year thereafter if approved annually by a vote of a majority of the Board of Directors and a vote of a majority of the members of the Board of Directors who are not interested persons.

Pursuant to the Co-Administration Agreement with the Adviser, subject to the supervision and direction of the Board of Directors, the Adviser will, among other services, assist in supervising all aspects of our operations, except those performed by other parties pursuant to written agreements with us, preparing and filing SEC reports, preparing, printing and disseminating stockholder reports and generally overseeing the payment of our expenses and the performance of administrative and professional services rendered to us by others. The Adviser will also provide corporate governance services and compliance services, and provide us with facilities and access to personnel necessary for our business. Additionally, as a BDC, we must generally offer managerial assistance to our portfolio companies. This managerial assistance may include monitoring the operations of our portfolio companies, participating in board and management meetings, consulting with and advising officers of our portfolio companies and providing other organizational and financial guidance. The Adviser will make available such managerial assistance under the Co-Administration Agreement, on our behalf, to our portfolio companies whether or not they request this assistance. The Adviser will bear all expenses in connection with the performance of its services under the Co-Administration Agreement, provided that we may reimburse the Adviser for reasonable out-of-pocket expenses.

Pursuant to the Co-Administration Agreement with the Adviser, we will indemnify, defend and protect the Adviser and certain of its related parties, and hold them harmless from and against all damages, liabilities, costs and expenses (including reasonable attorney’s fees and amounts reasonably paid in settlement) incurred by the Adviser and such related parties arising out of or otherwise based upon the performance of any of its obligations under the agreement. Such indemnity does not apply in instances of willful misfeasance, bad faith or gross negligence in the performance of the Adviser’s duties, by reason of reckless disregard of its duties and obligations under the Co-Administration Agreement or by reason of a material and knowing violation of United States securities laws.

We may terminate the Co-Administration Agreement, without penalty, on 60 days’ written notice, upon approval by the Board of Directors, including a majority of our independent directors or by the affirmative vote of (1) 67% or more of the outstanding voting securities present at a meeting if the holders of more than 50% of our outstanding voting securities are present or represented by proxy or (2) 50% of our outstanding voting securities. The Adviser may terminate the Co-Administration Agreement on 90 days’ written notice, without penalty.

The Administration Agreement was approved by our Board of Directors on August 20, 2014 and became effective as of August 21, 2014.

Pursuant to the Administration Agreement, State Street will provide us with accounting services, including but not limited to, general ledger accounting, maintenance of capital account details of each investor, communications with investors regarding capital contributions, fund accounting, and preparation and dissemination of financial reports and investor capital statements. State Street will also provide investor services, including the maintenance of an investor database for dissemination of communication, coordination of distribution of capital call and distribution notices. State Street will also coordinate an independent tax review in conjunction with our tax advisor, including the preparation of any necessary tax schedules.

For providing these services we will pay State Street, in advance quarterly, reasonable compensation for its services as may be agreed upon from time to time in writing.

Pursuant to the Administration Agreement with State Street, we will indemnify, hold harmless and defend State Street against any loss, liability, claim or expense (including reasonable attorney’s fees and disbursements) suffered or incurred by State Street in connection with the performance of its duties as Administrator incurred as a result of our acts or omissions, and in certain other circumstances. However, such indemnity will not apply to any liability or expense to the extent it is directly caused by State Street’s fraud, gross negligence or willful misconduct in fulfillment of its duties.

The Administration Agreement may be terminated by us or State Street on 90 days’ written notice without penalty. The Administration Agreement may also be terminated immediately if either party goes into liquidation or a receiver is appointed over either party’s assets. Moreover, State Street may terminate the agreement at its option if we appoint a new or successor adviser. In the event we terminate the agreement without cause prior to its one year anniversary, we will remain liable for the remaining fees payable under the agreement.

Credit Suisse is a worldwide, full-service investment banking, broker-dealer, asset management and financial services organization and a major participant in global financial markets. As such, Credit Suisse provides a wide range of financial services to a substantial and diversified client base. In those and other capacities, Credit Suisse advises clients in all markets and types of transactions, and purchases, sells, holds and recommends a broad array of investments for its own accounts and for the accounts of clients and of its personnel, through client accounts and the relationships and products it sponsors, manages and advises. Credit Suisse has direct and indirect interests in the global fixed income, currency, commodity, equities, bank loan and other markets, and the securities and issuers, in which we may directly and indirectly invest. We also are a party to various agreements with Credit Suisse and its affiliates, including Credit Suisse Alternative Capital, LLC, which owns a significant amount of our common stock. As a result, Credit Suisse’s activities and dealings, including on our behalf, may affect us in ways that may disadvantage or restrict us and/or benefit Credit Suisse or other accounts.

Subject to applicable law, Credit Suisse, certain of its affiliates and certain funds managed and controlled by the Adviser may invest alongside us. In certain circumstances, negotiated co-investments by us and Credit Suisse, certain of its affiliates and certain funds managed and controlled by the Adviser may be made only if we receive an order from the SEC permitting us to do so. There can be no assurance whether, or when, any such order would be obtained, if sought. In the absence of an SEC order, when the Adviser identifies certain investments, it will be forced to choose which clients should make the investment. Although Credit Suisse will endeavor to allocate investment opportunities in a fair and equitable manner over time, it is possible that we will not be given the opportunity to participate in investments made by other clients managed by the Adviser.

We will be prohibited under the 1940 Act from participating in certain transactions with certain of our affiliates without the prior approval of the majority of the independent directors and, in some cases, of the SEC. Any person that owns, directly or indirectly, five percent or more of our outstanding voting securities will be our affiliate for purposes of the 1940 Act, and such affiliate is generally prohibited from buying or selling any portfolio securities from or to us, or entering into certain “joint” transactions (which could include investments in the same portfolio company) with us, absent the prior approval of our independent directors. The Adviser and its affiliates, including persons that control, or are under common control with, us or the Adviser, are also considered to be our affiliates under the 1940 Act, and such affiliates are generally prohibited from buying or selling any security from or to, or entering into “joint” transactions with, us without prior approval of the independent directors and, in some cases, exemptive relief from the SEC.

We may, however, invest alongside Credit Suisse, certain of its affiliates and other funds managed and controlled by Credit Suisse and its affiliates in certain circumstances where doing so is consistent with applicable law and SEC staff interpretations. For example, we may invest alongside such funds consistent with guidance promulgated by the staff of the SEC permitting us and such other funds to purchase interests in the same class of privately placed securities so long as certain conditions are met, including that the Adviser, acting on our behalf and on behalf of such funds, negotiates no term other than price. We may also invest alongside Credit Suisse, certain of its affiliates and certain funds managed and controlled by the Adviser as otherwise permissible under regulatory guidance, applicable regulations and the allocation policy of the Adviser.

To address conflicts arising from transactions of the type disclosed above, the Adviser has developed allocation policies and procedures that provide that personnel of the Adviser making portfolio decisions for accounts will make purchase and sale decisions and allocate investment opportunities among accounts consistent with its fiduciary obligations. To the extent permitted by applicable law, these policies and procedures may result in the pro rata allocation of limited opportunities across eligible accounts managed by a particular portfolio management team, but in many other cases the allocations reflect numerous other factors as described below. Accounts managed by different portfolio management teams are generally viewed separately for allocation purposes. There will be cases where certain accounts receive an allocation of an investment opportunity when we do not and vice versa.

Personnel of the Adviser involved in decision-making for accounts may make allocation-related decisions for us and other accounts by reference to one or more factors, including without limitation: the account’s portfolio and its investment horizons, objectives, guidelines and restrictions (including legal and regulatory restrictions affecting certain accounts or affecting holdings across accounts); strategic fit and other portfolio management considerations, including different desired levels of investment for different strategies; the expected future capacity of the applicable accounts; limits on brokerage discretion; cash and liquidity considerations; and the availability of other appropriate investment opportunities. Suitability considerations, reputational matters and other considerations may also be considered. The application of these considerations may cause differences in the performance of different accounts that have similar strategies. In addition, in some cases the Adviser’s personnel may make investment recommendations to accounts where the accounts make the investment independently of Credit Suisse, which may result in a reduction in the availability of the investment opportunity for other accounts (including us) irrespective of the Adviser’s policies regarding allocation of investments.

The Adviser may, from time to time, develop and implement new trading strategies or seek to participate in new investment opportunities and trading strategies. These opportunities and strategies may not be employed in all accounts or pro rata among accounts where they are employed, even if the opportunity or strategy is consistent with the objectives of such accounts.

During periods of unusual market conditions, Credit Suisse may deviate from its normal trade allocation practices. For example, this may occur with respect to the management of unlevered and/or long-only accounts that are typically managed on a side-by-side basis with levered and/or long-short accounts.

We may or may not receive, but in any event will have no guaranteed rights with respect to, opportunities sourced by Credit Suisse businesses and its affiliates. Such opportunities or any portion thereof may be offered to other accounts, Credit Suisse, all or certain of our investors, or such other persons or entities as determined by Credit Suisse in its sole discretion. We will have no guaranteed rights and will not receive any compensation related to such opportunities.

Our executive officers and members of the CCS Team may serve as directors of, or in a similar capacity with, companies in which we invest or in which we are considering making an investment. Through these and other relationships with a company, these individuals may obtain material non-public information that might restrict our ability to buy or sell the securities of such company under the policies of the company or applicable law.

We have entered into a dealer manager agreement with Credit Suisse Securities (USA), LLC. Pursuant to the dealer manager agreement, we will indemnify the dealer manager, its officers, directors and any person who controls the dealer manager, in certain circumstances. In addition, pursuant to the dealer manager agreement, we will not pay any fees or expenses to the dealer manager in connection with rendering its services; provided, we will pay for any costs associated with preparing certain disclosure documents and marketing materials.

Pursuant to the dealer manager agreement with Credit Suisse Securities (USA), LLC, we agree to indemnify, defend and hold harmless the dealer manager, and certain of its related parties, against any and all claims, demands, liabilities and expenses (including the cost of investigating and defending such claims, demands or liabilities, including attorney’s fees) incurred by the dealer manager arising out of or based upon (a) any untrue statement or alleged untrue statement of a material fact contained in any of our documents; (b) any omission or alleged omission to state a material fact required to be stated in any of our documents or necessary to make the statements in such documents not misleading; provided, however, that our agreement to indemnify the dealer manager certain of its related parties shall not be deemed to cover any claims, demands, liabilities or expenses arising out of or based upon any statements or representations made by the dealer manager or its representatives or agents that are inconsistent with or vary from statements and representations contained in any of our documents and in such financial and other statements relating to the Company as provided to the dealer manager by us; or (c) our breach of the dealer manager agreement.

We have entered into the Investment Advisory Agreement with the Adviser and will pay the Adviser a Management Fee and Incentive Fee. The Incentive Fee will be computed and paid on income that we may not have yet received in cash. This fee structure may create an incentive for the Adviser to invest in certain types of securities that may have a high degree of risk. Additionally, we rely on investment professionals from the Adviser to assist our Board of Directors with the valuation of our portfolio investments. The Adviser’s Management Fee and Incentive

Fee are based on the value of our investments and there may be a conflict of interest when personnel of the Adviser are involved in the valuation process for our portfolio investments. In addition, the dealer manager has a right to receive a fixed percentage of the profits generated by the Adviser from the Management Fee, but otherwise has no equity interest in, or control of, the Adviser.

The Investment Advisory Agreement provides that the Adviser (and any of its affiliates, directors, officers, members, employees, agents, or representatives) shall not be liable to us for any action taken or omitted to be taken by the Adviser in connection with the performance of any of its duties or obligations under the Investment Advisory Agreement or otherwise as an investment adviser to us, except to the extent specified in Section 36(b) of the 1940 Act concerning loss resulting from a breach of fiduciary duty (as the same is finally determined by judicial proceedings) with respect to the receipt of compensation for services, and we shall indemnify, defend and protect the Adviser (and its affiliates, directors, officers, members, employees, agents, and representatives, each of whom shall be deemed a third party beneficiary hereof) (collectively, the “Indemnified Parties”) and hold them harmless from and against all damages, liabilities, costs and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) incurred by the Indemnified Parties in or by reason of any pending, threatened or completed action, suit, investigation or other proceeding (including an action or suit by or in the right of us or our security holders) arising out of or otherwise based upon the performance of any of the Adviser’s duties or obligations under the Investment Advisory Agreement or otherwise as our investment adviser. Notwithstanding the preceding sentence, nothing contained in the Investment Advisory Agreement shall protect or be deemed to protect the Indemnified Parties against or entitle or be deemed to entitle the Indemnified Parties to indemnification in respect of, any liability to us or our security holders to which the Indemnified Parties would otherwise be subject by reason of willful misfeasance, bad faith or gross negligence in the performance of the Adviser’s duties, by reason of the reckless disregard of the Adviser’s duties and obligations under the Investment Advisory Agreement (as the same shall be determined in accordance with the 1940 Act) or by reason of a material and knowing violation of United States securities laws.

Under the Investment Advisory Agreement, we recognize that directors, officers and employees of the Adviser may from time to time serve as directors, trustees, officers and employees of corporations and business trusts (including other investment companies) and that such other corporations and trusts may include the name “CS” or “Credit Suisse” as part of their names, and that the Adviser or its affiliates may enter into advisory or other agreements with such other corporations and trusts. If the Adviser ceases to act as our investment adviser, we agree that, at the Adviser’s request, our license to use the words “CS” or “Credit Suisse”, or any derivation thereof, will terminate and that we will immediately take all necessary action to change its name to a name not including the words “CS” or “Credit Suisse” or any derivation thereof.

Credit Suisse Alternative Capital, LLC, an indirect, wholly owned subsidiary of Credit Suisse, intends to, and any Credit Suisse entity or any employees of any such Credit Suisse entity that intend to purchase our common stock will be required to, enter into a voting agreement with us. We expect that the voting agreement will provide that so long as Credit Suisse Alternative Capital, LLC, any Credit Suisse entity and any employees of any such Credit Suisse entity own any shares our common stock, Credit Suisse Alternative Capital, LLC, any Credit Suisse entity and any such employee of any such Credit Suisse entity will agree to mirror vote their shares of our common stock in the same manner as our other non-affiliated stockholders with respect to any vote to terminate the Investment Advisory Agreement with the Adviser and any subsequent replacement of the Adviser. In addition, we expect that the voting agreement will include a provision that so long as Credit Suisse Alternative Capital, LLC, any Credit Suisse entity and any employees of any such Credit Suisse entity own in the aggregate 50% or more of our common stock, they will agree to mirror vote their shares of our common stock in the same manner as our other non-affiliated stockholders with respect to any vote by our stockholders.

Our certificate of incorporation provides that, in connection with any transaction involving a merger, conversion or consolidation, either directly or indirectly, involving us and the issuance of securities of a surviving entity after the successful completion of such transaction, or “roll-up,” an appraisal of all our assets will be obtained from a competent independent appraiser which will be filed as an exhibit to the registration statement registering the roll-up transaction. Such appraisal will be based on all relevant information and shall indicate the value of our assets as of a date immediately prior to the announcement of the proposed roll-up. The engagement of such independent appraiser shall be for the exclusive benefit of our stockholders. A summary of such appraisal shall be included in a report to our stockholders in connection with a proposed roll-up. All stockholders will be afforded the opportunity to vote to approve such proposed roll-up, and shall be permitted to receive cash in an amount of such stockholder’s pro rata share of the appraised value of our net assets.

The following table sets forth information with respect to the expected beneficial ownership of our common stock as of the date of this prospectus, by:

Beneficial ownership is determined in accordance with the rules of the SEC and includes voting or investment power with respect to the securities. There is no common stock subject to options that are currently exercisable or exercisable within 60 days of the offering. Percentage of beneficial ownership is based on [•] shares of common stock expected to be outstanding as of the date of this prospectus.

Messrs. Popp, Arzac and Rappaport intend to purchase approximately $[•], $[•] and $[•] shares of our common stock, respectively, as soon as practicable on or after the first closing of this offering.

The following table sets forth, as of the date of this prospectus the dollar range of our equity securities that is expected to be beneficially owned by each of our directors.

(2) The dollar range of equities securities expected to be beneficially owned by our directors is based on the initial public offering price of $10.00 per share.

Subject to our Board of Directors’ discretion and applicable legal restrictions, we expect to authorize and pay quarterly distributions to our stockholders beginning at the end of the first full calendar quarter after the first closing of this offering. We will distribute pro rata to our stockholders funds received by us that we deem unnecessary for us to retain. Any distributions to our stockholders will be declared out of assets legally available for distribution. Once we commence making distributions to our stockholders, we expect to continue making quarterly distributions unless our results of operations, our general financial condition, general economic conditions, or other factors prohibit us from doing so. From time to time, but not less than quarterly, we will review our accounts to determine whether distributions to our stockholders are appropriate. We have not established any limit on the extent to which we may use borrowings, if any, our equity capital, or proceeds from this offering to fund distributions (which may reduce the amount of capital we ultimately invest in assets). Such distributions reflect a return of capital, rather than a distribution of net profits. Accordingly, stockholders who receive the payment of a dividend or other distribution from us should not assume that such dividend or other distribution is the result of a net profit earned by us. There can be no assurance that we will be able to sustain distributions at any particular level.

Each year a statement on Internal Revenue Service Form 1099-DIV (or such successor form) identifying the source of the distribution (i.e., paid from ordinary income, paid from net capital gain on the sale of securities, or a return of capital) will be mailed to our stockholders. Our distributions may exceed our earnings, which we refer to as a return of capital, especially during the period before we have substantially invested the proceeds from this offering. As a result, a portion of the distributions we make may represent a return of capital for tax purposes. Our use of the term “return of capital” merely means distributions in excess of our earnings and as such may constitute a return on your individual investments and does not mean a return on capital. The tax basis of shares must be reduced by the amount of any return of capital distributions, which will result in an increase in the amount of any taxable gain (or a reduction in any deductible loss) on the sale of shares. Return of capital distributions in excess of a stockholder’s remaining tax basis will be taxable as capital gains. Therefore investors are advised that they should be aware of the differences with our use of the term “return of capital” and “return on capital.”

We intend to elect to be treated, beginning with our first taxable year ending subsequent to the date that we convert to a corporation, and intend to qualify annually thereafter, as a RIC under the Code. To obtain and maintain RIC tax treatment, we must, among others things, distribute at least 90% of our net ordinary income and net short-term capital gains in excess of net long-term capital losses, if any, to our stockholders. In order to avoid certain excise taxes imposed on RICs, we currently intend to distribute during each calendar year an amount at least equal to the sum of: (i) 98% of our ordinary income for the calendar year, (ii) 98.2% of our capital gains in excess of capital losses for the one-year period generally ending on October 31 of the calendar year (unless we make an election to use our taxable year) and (iii) any ordinary income and net capital gains for preceding years that were not distributed during such years and on which we paid no federal income tax.

We currently intend to distribute net capital gains (i.e., net long-term capital gains in excess of net short-term capital losses), if any, at least annually out of the assets legally available for such distributions. However, we may decide in the future to retain such capital gains for investment and elect to treat such gains as deemed distributions to you. If this happens, you will be treated for U.S. federal income tax purposes as if you had received an actual distribution of the capital gains that we retain and reinvested the net after tax proceeds in it. In this situation, you would be eligible to claim a tax credit (or, in certain circumstances, a tax refund) equal to your allocable share of the tax we paid on the capital gains deemed distributed to you. We can offer no assurance that we will achieve results that will permit the payment of any cash distributions and, if we issue senior securities, we may be prohibited from making distributions if doing so causes us to fail to maintain the asset coverage ratios stipulated by the 1940 Act or if distributions are limited by the terms of any of our borrowings. See “Tax Matters.”

The information in this section contains forward-looking statements that involve risks and uncertainties. Please see “Risk Factors” and “Special Note Regarding Forward-Looking Statements” for a discussion of the uncertainties, risks and assumptions associated with these statements. You should read the following discussion in conjunction with the financial statements and related notes and other financial information appearing elsewhere in this prospectus.

Under our Investment Advisory Agreement, we have agreed to pay the Adviser a Management Fee as well as an Incentive Fee based on our investment performance. Also, under the Co-Administration Agreement, the Adviser will bear all expenses in connection with the performance of its services under the Co-Administration Agreement, provided that we may reimburse the Adviser for reasonable out-of-pocket expenses. Under the Administration Agreement, we will pay State Street reasonable compensation, as may be agreed upon from time to time in writing.

While the construction of our portfolio will vary over time, we anticipate that the portfolio will be comprised primarily of investments in secured debt, including first and second lien debt, unsecured debt, including mezzanine debt and, to a lesser extent, in equities, investing primarily in middle-market companies organized in the United States. We expect that the majority of our debt investments will bear interest at floating interest rates, but our portfolio may also include fixed-rate investments.

Notwithstanding the foregoing, we may purchase interests in loans through secondary market transactions. We may also invest in equity securities in the form of common or preferred equity in our target companies or receive equity interests such as warrants or options as additional consideration in connection with one of our debt investments. In addition, a portion of our portfolio may be comprised of other securities such as corporate bonds, mezzanine debt, CLOs, and other debt investments. However, such investments are not expected to comprise a significant portion of our portfolio.

The level of our investment activity depends on many factors, including the amount of debt and equity capital available to prospective portfolio companies, the level of merger, acquisition and refinancing activity for such companies, the availability of credit to finance transactions, the general economic environment and the competitive environment for the types of investments we make. Based on prevailing market conditions, we anticipate that we will invest the proceeds from each subscription closing generally within 30 to 90 days. The precise timing will depend on the availability of investment opportunities that are consistent with our investment objective and strategies. Any distributions we make during such period may be substantially lower than the distributions that we expect to pay when our portfolio is fully invested.

As a BDC, we will be required to comply with certain regulatory requirements. For instance, we will generally have to invest at least 70% of our total assets in “qualifying assets,” including securities of private or thinly traded public U.S. companies, cash, cash equivalents, U.S. government securities and high-quality debt investments that mature in one year or less. In addition, we will only be allowed to borrow money such that our asset coverage, as defined in the 1940 Act, equals at least 200% after such borrowing, with certain limited exceptions. To obtain and maintain our RIC status, we will have to meet specified source-of-income and asset diversification requirements. To be eligible for tax treatment under Subchapter M for U.S. federal income tax purposes, we will have to distribute at least 90% of our net ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any, for the taxable year.

We plan to generate revenue in the form of interest on the debt securities that we hold and distributions and capital gains on other interests that we acquire in our portfolio companies. We expect that the senior debt we invest in will generally have stated terms of three to ten years and that the subordinated debt we invest in will generally have stated terms of five to ten years. Our senior and subordinated debt investments are expected to bear interest at a fixed or floating rate. Interest on debt securities is generally payable quarterly or semiannually. In some cases, some of our investments may provide for deferred interest payments or PIK interest. The principal amount of the debt securities and any accrued but unpaid interest generally will become due at the maturity date. In addition, we may generate revenue in the form of commitment and other fees in connection with transactions. Original issue discounts and market discounts or premiums will be capitalized, and we will accrete or amortize such amounts as interest income. We will record prepayment premiums on loans and debt securities as interest income. Dividend income, if any, will be recognized on an accrual basis to the extent that we expect to collect such amounts.

We have executed a nonbinding term sheet for a Credit Facility with Capital One, N.A., as administrator, and various lenders, which we expect to become effective prior to the first closing of this offering. The Credit Facility is initially expected to provide for borrowings of up to $100 million and is expected to expire in 2019. The Credit Facility size may be increased up to $300 million, subject to certain conditions. Borrowings under the Credit Facility are generally expected to bear interest at LIBOR plus 2.75%. We intend to use the borrowings available under the Credit Facility to fund new and follow-on investments. The term sheet is not a formal commitment and we can make no assurances that we will enter into a formal agreement with Capital One, N.A.

We expect our primary annual operating expenses to be the payment of investment advisory fees and the reimbursement of expenses under our Investment Advisory Agreement and Co-Administration Agreement with the Adviser and our Administration Agreements with State Street. The expenses borne by us include, among other things:

We will generate cash primarily from the net proceeds of this offering and from cash flows from interest, dividends and fees earned from our investments and principal repayments and proceeds from sales of our investments. Our primary use of cash will be investments in portfolio companies, payments of our expenses and cash distributions to our stockholders. We intend to sell our shares of common stock on a continuous basis at a per share price that is equal to our most recently determined net asset value per share. Promptly following any adjustment to the offering price per share, we will file a prospectus supplement with the SEC disclosing the adjusted offering price.

We may borrow funds to make investments, including before we have held our first closing or have fully invested the proceeds of this offering, to the extent we determine that leveraging our portfolio would be appropriate. We have not decided whether, and to what extent, we will finance portfolio investments using debt or the specific form that any such financing would take. Accordingly, we cannot predict with certainty what terms any such financing would have or the costs we would incur in connection with any such arrangement. We currently do not anticipate issuing any preferred stock.

We do not have any current plans, agreements or understandings to issue additional securities through private placements following the commencement of this offering, although we can offer no assurance that this will not happen in the future.

This discussion of our expected operating plans is based upon our expected financial statements, which will be prepared in accordance with accounting principles generally accepted in the United States, or GAAP. The preparation of these financial statements will require our management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Changes in the economic environment, financial markets and any other parameters used in determining such estimates could cause actual results to differ. In addition to the discussion below, we will describe our critical accounting policies in the notes to our future financial statements.

We will measure the value of our investments in accordance with fair value accounting guidance promulgated under GAAP, which establishes a hierarchical disclosure framework that prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is affected by a number of factors, including the type of investment and the characteristics specific to the investment. Investments with readily available actively quoted prices or for which fair value can be measured from actively quoted prices, generally, will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

Investments measured and reported at fair value will be classified and disclosed in one of the following categories:

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and we consider factors specific to the investment.

We record interest income on an accrual basis to the extent that we expect to collect such amounts. For loans and debt securities with contractual PIK interest, which represents contractual interest accrued and added to the principal balance, we generally will not accrue PIK interest for accounting purposes if the portfolio company valuation indicates that such PIK interest is not collectible. We do not accrue as a receivable interest on loans and debt securities for accounting purposes if we have reason to doubt our ability to collect such interest. Original issue discounts, market discounts or premiums are accreted or amortized using the effective interest method as interest income. We record prepayment premiums on loans and debt securities as interest income. Dividend income, if any, is recognized on an accrual basis to the extent that we expect to collect such amount. As accrual standards for tax purposes differ, in certain cases income may be recognized for tax purposes but not for accounting purposes.

Net Realized Gains or Losses and Net Change in Unrealized Appreciation or Depreciation

We will measure net realized gains or losses by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment, without regard to unrealized appreciation or depreciation previously recognized, but considering unamortized upfront fees and prepayment penalties. Net change in unrealized appreciation or depreciation will reflect the change in portfolio investment values during the reporting period, including any reversal of previously recorded unrealized appreciation or depreciation, when gains or losses are realized.

We may have investments in our portfolio that contain a PIK interest provision. Any PIK interest will be added to the principal balance of such investments and is recorded as income, if the portfolio company valuation indicates that such PIK interest is collectible. In order to maintain our status as a RIC, substantially all of this income must be paid out to stockholders in the form of dividends, even if we have not collected any cash.

Organization costs include, among other things, the cost of organizing as a Delaware limited liability company and converting to a Delaware corporation, including the cost of legal services and other fees pertaining to our organization, which are expensed as incurred. As of , 2014, we have incurred approximately $ of organization costs.

Offering costs include, among other things, legal fees and other costs pertaining to the preparation of our registration statement in connection with the public offering of our shares. We will capitalize offering costs when incurred and amortize them over a twelve month period as an adjustment to capital in excess of par value following the effective date of the offering and upon commencement of operations. The unamortized balance of these costs will be reflected in the balance sheet as deferred charges, net. As of , 2014, we have incurred approximately $ of offering costs. The Adviser is responsible for the payment of our offering expenses to the extent they exceed $1.5 million, and we will not reimburse the Adviser for any offering expenses that exceed $1.5 million.

We intend to elect to be treated for federal income tax purposes, and intend to qualify annually thereafter, as a RIC under Subchapter M of the Code. As a RIC, we generally will not have to pay corporate-level federal income taxes on any ordinary income or capital gains that we distribute to our stockholders from our tax earnings and profits. To obtain and maintain our RIC tax treatment, we must, among other things, meet specified source-of-income and asset diversification requirements and distribute annually at least 90% of our ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any. See “Tax Matters.”

We have entered into certain contracts under which we have material future commitments. On September 5, 2014, we entered into the Investment Advisory Agreement with the Adviser in accordance with the 1940 Act. The Adviser will serve as our investment adviser in accordance with the terms of the Investment Advisory Agreement. Payments under the Investment Advisory Agreement in each reporting period will consist of (i) a Management Fee equal to a percentage of the value of our average gross assets and (ii) an Incentive Fee based on our performance.

We have entered into a Co-Administration Agreements with the Adviser and an Administration Agreement with State Street pursuant to which the Adviser and/or State Street will perform or oversee the performance of various administrative services that we require.

The Co-Administration Agreement with the Adviser was approved by our Board of Directors on August 20, 2014 and became effective as of September 5, 2014. Unless earlier terminated as described below, the Co-Administration Agreement will remain in effect for a period of one year from the effective date and will remain in effect from year-to-year thereafter if approved annually by a majority of our Board of Directors who are not interested persons and either our Board of Directors or the holders of a majority of our outstanding voting securities, including a majority of our directors who are independent.

and providing other organizational and financial guidance. The Adviser will make available such managerial assistance under the Co-Administration Agreement, on our behalf, to our portfolio companies whether or not they request this assistance. The Adviser will bear all expenses in connection with the performance of its services under the Co-Administration Agreement, provided that we may reimburse the Adviser for reasonable out-of-pocket expenses.

We may terminate the Co-Administration Agreement, without penalty, on 60 days’ written notice, upon approval by the Board of Directors, including a majority of our independent directors or by the affirmative vote of (1) 67% or more of the voting securities present at a meeting if the holders of more than 50% of our outstanding voting securities are present or represented by proxy or (2) 50% of our voting securities. The Adviser may terminate the Co-Administration Agreement on 90 days’ written notice, without penalty.

The Administration Agreement with State Street was approved by our Board of Directors on August 20, 2014 and became effective as of August 21, 2014. Pursuant to the Administration Agreement with State Street, State Street will provide us with accounting services, including but not limited to, general ledger accounting, maintenance of capital account details of each investor, communications with investors regarding capital contributions, fund accounting, and preparation and dissemination of financial reports and investor capital statements. State Street will also provide investor services, including the maintenance of an investor database for dissemination of communication, coordination of distribution of capital call and distribution notices. State Street will also coordinate an independent tax review in conjunction with our tax advisor, including the preparation of any necessary tax schedules.

We will pay State Street, in advance quarterly, reasonable compensation for its services as may be agreed upon from time to time in writing.

Other than contractual commitments and other legal contingencies incurred in the normal course of our business, we do not expect to have any off-balance sheet financings or liabilities.

We will be subject to financial market risks, including changes in interest rates. To the extent that we borrow money to make investments, our net investment income will be dependent upon the difference between the rate at which we borrow funds and the rate at which we invest these funds. In periods of rising interest rates, our cost of funds would increase, which may reduce our net investment income. As a result, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income.

In addition, any investments we make that are denominated in a foreign currency will be subject to risks associated with changes in currency exchange rates. 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.

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

The following description summarizes the material provisions of the Delaware General Corporation Law (“DGCL”) and our certificate of incorporation and bylaws. This summary may not contain all of the information that is important to you, and we refer you to the DGCL and our certificate of incorporation and bylaws for a more detailed description of the provisions summarized below.

Under the terms of our certificate of incorporation, our authorized capital stock consists solely of 198,000,000 shares of common stock, par value $0.01 per share, and 2,000,000 shares of preferred stock, par value $0.01 per share. As of September 5, 2014, no shares of common stock or preferred stock were outstanding. There is currently no market for our capital stock, and we can offer no assurances that a market for our shares will develop in the future. We do not intend for the shares offered under this prospectus to be listed on any national securities exchange, although it is possible that they would be listed in the future. There are no outstanding options or warrants to purchase our capital stock. No capital stock has been authorized for issuance under any equity compensation plans. Under Delaware law, our stockholders generally are not personally liable for the debts of the Company, except as they may be liable by reason of their own conduct or acts. Unless the Board of Directors determines otherwise, we will issue all shares of our capital stock in uncertificated form.

None of our shares of common stock are subject to further calls or to assessments, sinking fund provisions, obligations of the Company or potential liabilities associated with ownership of the security (not including investment risks).

Under the terms of our certificate of incorporation, all shares of our common stock have equal rights as to dividends, distributions and voting and, when they are issued, will be duly authorized, validly issued, fully paid and nonassessable. Dividends and distributions may be paid to the holders of our common stock if, as and when declared by our Board of Directors out of funds legally available therefor. Shares of our common stock will have no preemptive, exchange, conversion or redemption rights. As provided in our certificate of incorporation, shares of common stock issued prior to the initial closing of this offering may not be transferred without our prior written consent until a date to be established by us, which may be up to 180 days after the consummation of the initial closing of this offering. Following the time at which the transfer restrictions contained in the certificate of incorporation terminate, shares of our common stock will be freely transferable, except where 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 will be entitled to one vote on all matters submitted to a vote of stockholders, including the election of directors. Subject to the rights of any class or series of preferred stock, the holders of our common stock will possess exclusive voting power. There will be no cumulative voting in the election of directors. Cumulative voting entitles a stockholder to as many votes as equals the number of votes which such holder would be entitled to cast for the election of directors multiplied by the number of directors to be elected and allows a stockholder to cast a portion or all of the stockholder’s votes for one or more candidates for seats on the board of directors. Without cumulative voting, a minority stockholder may not be able to secure as many seats on the Board

of Directors as the stockholder would be able to secure if cumulative voting were permitted. Subject to the special rights of the holders of any class or series of preferred stock to elect directors, each director will be elected by a majority of the votes cast with respect to such director’s election at any meeting of common stock at which a quorum is present, except in the case of a “contested election,” (as defined in our certificate of incorporation) in which case directors will be elected by a plurality of the votes cast at the meeting.

This offering does not include an offering of preferred stock. However, under the terms of our certificate of incorporation, our Board of Directors is authorized to issue shares of preferred stock in one or more series without stockholder approval to the extent permitted by the 1940 Act. The Board of Directors has discretion to determine the powers, preferences and relative, participating, optional and other special rights, including voting rights, dividend rights, conversion rights and redemption privileges of each series of preferred stock, and the qualifications, limitations or restrictions thereof. We do not currently anticipate issuing preferred stock in the near future. In the event we issue preferred stock, we will make any required disclosure to holders of our common stock. We will not offer preferred stock to the Adviser or our affiliates except on the same terms as offered to all other stockholders.

Preferred stock could be issued with rights, powers and preferences that would adversely affect the holders of common stock. Preferred stock could also be used as an anti-takeover device through the issuance of shares of a series of preferred stock with terms and conditions which could have the effect of delaying, deferring or preventing a transaction or a change in control. Every issuance of preferred stock will be required to comply with the requirements of the 1940 Act. The 1940 Act requires that: (1) 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 50% of our total assets after deducting the amount of such dividend, distribution or purchase price, as the case may be, and (2) the holder of shares of preferred stock, if any are issued, must be entitled as a class voting separately to elect two directors at all times and to elect a majority of the directors if dividends on such preferred stock are in arrears by two full years or more. Certain matters under the 1940 Act require the affirmative vote of the holders of at least a majority of the outstanding shares of preferred stock (as determined in accordance with the 1940 Act) voting together as a separate class. For example, the vote of such holders of preferred stock would be required to approve a proposal involving a plan of reorganization adversely affecting such securities. We believe that the availability for issuance of preferred stock will provide us with increased flexibility in structuring future financings and acquisitions.

Limitation on Liability of Directors; Indemnification and Advance of Expenses

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 DGCL as it now exists or may hereafter be amended.

Under our bylaws, we will indemnify, to the fullest extent permitted by law, and hold harmless each person who is or was serving as our director or officer, and each person who, while a director or officer of the Company, is or was serving at our request as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise (a “Covered Person”) who was or is made a party to or is threatened to be made a party to or is otherwise involved in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a “Proceeding”), against all expense, liability and loss (including attorneys’ fees, judgments, fines, ERISA excise taxes or penalties and amounts paid in settlement) reasonably incurred or suffered by such Covered Person in connection therewith, except in certain circumstances. Our bylaws also provide that expenses incurred by our officers or directors in defending any Proceeding shall, subject to certain conditions set forth in the bylaws, be paid in advance of the final disposition of the Proceeding.

So long as we are regulated under the 1940 Act, the above limitation of liability and rights to indemnification and advancement of expenses will be limited by the 1940 Act and related SEC guidance or by any valid rule, regulation or order of the SEC thereunder. The 1940 Act provides, among other things, that a company may not indemnify any director or officer against liability to us or our stockholders to which he or she might otherwise be subject by reason of his or her willful misfeasance, bad faith, gross negligence or reckless disregard of

the duties involved in the conduct of his or her office unless a determination is made by final decision on the merits of a court, by vote of a majority of a quorum of directors who are disinterested, non-party directors or by independent legal counsel in a written opinion that the liability for which indemnification is sought did not arise out of the foregoing conduct.

The DGCL also provides that rights to indemnification and advancement of expenses provided by the DGCL, or granted pursuant thereto, shall not be deemed exclusive of any other rights to which those seeking indemnification and advancement of expenses may be entitled under any bylaw, agreement, vote of stockholders or otherwise.

Our bylaws permit us to purchase and maintain insurance on behalf of any Covered Person against any expense, liability or loss, regardless of whether the DGCL would permit indemnification. We have obtained liability insurance for our officers and directors.

Delaware Law and Certain Certificate of Incorporation and Bylaw Provisions; Anti-Takeover Measures

Delaware law contains, and our certificate of incorporation and bylaws also 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 have elected in our certificate of incorporation not to be subject to Section 203 of the DGCL, an antitakeover law. Notwithstanding the foregoing, except as otherwise provided in our certificate of incorporation, the affirmative vote of at least 75% in voting power of all of the then-outstanding shares of common stock and at least 75% in voting power of all of the then-outstanding shares preferred stock entitled to vote thereon, each voting as a separate class, in addition to the affirmative vote of at least 75% of the members of the Board of Directors, shall, to the fullest extent permitted by law, be necessary to effect any of the following actions:

Our certificate of incorporation also provides that, from and after the initial closing of this offering, the Board of Directors shall be divided into three classes, as nearly equal in size as possible, with each class of directors serving for a staggered three-year term. Additionally, from and after the initial closing of this offering, directors may be removed only for cause by the affirmative vote of the holders of three-quarters (75%) in voting power of all the then-outstanding shares of our capital stock entitled to vote thereon, voting as a single class. Our certificate of incorporation also provides that, except as provided otherwise by applicable law, including the 1940 Act and subject to any rights of holders of one or more series of preferred stock to elect additional preferred directors, any vacancy on the Board of Directors, however the vacancy occurs, and any newly created directorship resulting from an increase in the size of the Board of Directors, may only be filled by vote of the directors then in office, although less than a quorum or by a sole remaining director; provided that when the holders of any class, classes or series of our capital stock are entitled under the certificate of incorporation to elect directors, vacancies in directorships elected by such class, classes or series may be filled by a majority of the remaining directors so elected. In addition, our certificate of incorporation provides that subject to any rights of holders of one or more series of preferred stock to elect additional preferred directors, the total number of directors will be fixed from time to time exclusively pursuant to a resolution adopted by the Board of Directors.

These provisions could delay or hinder stockholder actions which are favored by the holders of a majority of our outstanding voting securities. These provisions may also discourage another person or entity from making a tender offer for our common stock, because such person or entity, even if it acquired a majority of our outstanding voting securities, would be able to take action as a stockholder (such as electing new directors or approving a merger) only at a duly called stockholders meeting, and not by written consent. In addition, although the advance notice and information requirements in our bylaws do not give our Board of Directors any power to disapprove stockholder nominations for the election of directors or business proposals that are made in compliance with applicable advance notice procedures, 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 our own slate of directors or to approve our own proposal without regard to whether consideration of such nominees or proposals might be harmful or beneficial to us and our stockholders.

The DGCL generally provides that any amendment to the certificate of incorporation must be approved and declared advisable by the Board of Directors and adopted by the affirmative vote of holders of at least a majority of the outstanding shares of capital stock entitled to vote thereon, and by the holders of at least a majority of the outstanding stock of each class entitled to vote thereon as a class. The DGCL also provides that, after a corporation has received payment for its capital stock, the power to adopt, amend or repeal the bylaws shall be in the stockholders entitled to vote, but any corporation may, in its certificate of incorporation, confer the power to adopt, amend or repeal bylaws upon the directors. Our certificate of incorporation provides that the Board of Directors, by vote of a majority of the members of the Board of Directors, may adopt, alter, amend or repeal the bylaws. The DGCL also provides that the certificate of incorporation may contain provisions requiring for any corporate action the vote of a larger portion of the stock or of any class or series thereof than is required by the DGCL. Our certificate of incorporation provides that any amendment to the following provisions of our certificate of incorporation, among others, shall require, in addition to any other vote required by applicable law or the certificate of incorporation, the affirmative vote of the holders of at least three-quarters (75%) in voting power of all the then-outstanding shares of our capital stock entitled to vote thereon, voting as a single class, unless three-quarters (75%) of the continuing directors, approve such amendment in which case the minimum vote of stockholders required under applicable law shall be required to approve such amendment:

In addition, under our certificate of incorporation, the adoption, alteration, amendment or repeal of any provision of the bylaws by the stockholders requires, in addition to any other vote of the holders of any class or series of our capital stock required by the certificate of incorporation, the bylaws, or by applicable law, the affirmative vote of the holders of at least three-quarters (75%) in voting power of all the then-outstanding shares of our capital stock entitled to vote thereon, voting as a single class, unless the three-quarters (75%) of the continuing directors approve such amendment, in which case the minimum vote of stockholders required under applicable law shall be required to approve such amendment.

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

We will make available our quarterly report on Form 10-Q to all stockholders of record. In addition, we will make available our annual report on Form 10-K to all stockholders of record. This annual report shall contain a breakdown of the expenses reimbursed by us to our affiliates. These reports will also be available on the SEC’s website at www.sec.gov. These reports should not be considered a part of or as incorporated by reference into the prospectus, or the registration statement of which the prospectus is a part.

Subject to availability, you may authorize us to provide prospectuses, prospectus supplements, annual reports and other information, or documents, electronically by so indicating on your subscription agreement, or by sending us instructions in writing in a form acceptable to us to receive such documents electronically. Unless you elect in writing to receive documents electronically, all documents will be provided in paper form by mail. You must have internet access to use electronic delivery. While we impose no additional charge for this service, there may be potential costs associated with electronic delivery, such as on-line charges. You may access and print all documents provided through this service. As documents become available, we will notify you of this by sending you an e-mail message that will include instructions on how to retrieve the document. You may revoke your consent to receive notice by electronic transmission by written notice to us and, upon such revocation, we will resume sending you a paper copy of all required documents. Such consent will be deemed revoked if we are unable to deliver to two consecutive notices given by electronic transmission in accordance with such consent and such inability becomes known to our secretary, assistant secretary or to the transfer agent or other person responsible for the giving of notice. An inadvertent failure to treat such inability as a revocation shall not invalidate any meeting or other action. We currently anticipate that if our e-mail notification is returned to us as “undeliverable,” we will contact you to obtain your updated e-mail address. If we are unable to obtain a valid e-mail address for you, we will resume sending a paper copy by regular U.S. mail to your address of record. We will provide you with paper copies at any time upon request. Such request will not constitute revocation of your consent to receive required documents electronically.

The net asset value per share of our outstanding share of common stock will be determined by dividing the value of total assets minus total liabilities by the total number of shares outstanding.

After December 31, 2015, we intend to determine the net asset value of our investment portfolio each quarter. Prior to such date, we intend to determine the net asset value monthly. Securities that are publicly-traded will be valued at the reported closing price on the valuation date. Securities that are not publicly-traded will be valued at fair value as determined in accordance with procedures approved and established by the Board of Directors.

Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosures, or ASC Topic 820, issued by the FASB, clarifies the definition of fair value and requires companies to expand their disclosure about the use of fair value to measure assets and liabilities in interim and annual periods subsequent to initial recognition. ASC Topic 820 defines fair value as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 also establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include:

We intend to value all of our assets by using an independent third-party pricing service, which will provide prevailing bid and ask prices that are screened for validity by the service from dealers on the date of the relevant period end. For investments for which the third-party pricing service is unable to obtain quoted prices, we intend to obtain bid and ask prices directly from dealers who make a market in such investments. For investments for which third-party pricing service and dealer quotes are unavailable, the following procedures will be followed:

We will periodically benchmark the bid and ask prices received from the third-party pricing service and valuations received from the third-party valuation service, as applicable, against the actual prices at which we purchase and sell our investments when applicable. We believe that these prices will be reliable indicators of fair value.

To purchase shares in this offering, you must complete and sign a subscription agreement, like the one contained in this prospectus as Appendix A, and deliver both (i) a hard copy to American Stock Transfer & Trust Company, LLC, as transfer agent, and (ii) deliver an electronic copy to ai.fundclosings@credit-suisse.com. You should arrange for payment of the full purchase price of the common stock to be made either (i) by bank-wire transfer of immediately available funds to the account of American Stock Transfer & Trust Company, LLC, as escrow agent on our behalf pursuant to the wiring information set forth in the subscription agreement or (ii) by delivering a check to American Stock Transfer & Trust Company, LLC, as escrow agent on our behalf at the address set forth in the subscription agreement. You should exercise care to ensure that the applicable subscription agreement is filled out correctly and completely. By executing the subscription agreement, you will attest that you meet the minimum income and net worth standards described in this prospectus. Subscriptions will be effective only upon our acceptance, and we reserve the right to reject any subscription in whole or in part. We may not accept a subscription for shares until at least five business days after the date you receive the final prospectus. The proceeds from your subscription will be deposited in a segregated escrow account and will be held in trust for your benefit, pending our acceptance of your subscription. Within ten business days of our receipt of each completed subscription agreement, we will accept or reject the subscription. We expect to close on subscriptions that we received and accepted on a monthly basis between January 2, 2015 and December 31, 2015. Thereafter, we expect to close on subscriptions that we received and accepted on a quarterly basis. If we accept the subscription, we will mail a confirmation within three business days. If for any reason we reject the subscription, we will promptly return the check or wire back proceeds, as applicable, and the subscription agreement, without interest, within ten business days after rejecting it.

We are offering on a continuous basis shares of our common stock to the public at our most recently determined net asset value per share, which was $10.00 as of September 5, 2014. The dealer manager is Credit Suisse Securities (USA), LLC. The shares are being offered on a “best efforts” basis, which means generally that the dealer manager is required to use only its best efforts to sell the shares and it has no firm commitment or obligation to purchase any of the shares. We intend that the shares of common stock offered pursuant to this prospectus will not be listed on any national securities exchange, and neither the dealer manager nor the participating broker-dealers intend to act as market-makers with respect to our common stock.

We intend to file post-effective amendments to the registration statement of which this prospectus is a part, that are subject to SEC review, to allow us to continue this offering for two years from the date of this prospectus, unless extended. This offering must be registered in every state in which we offer or sell shares. Generally, such registrations are for a period of one year. Thus, we may have to stop selling shares in any state in which our registration is not annually renewed or otherwise extended.

All subscription payments will be placed in an account held by the escrow agent, American Stock Transfer & Trust Company, LLC, pending release to us.

We reserve the right to terminate this offering at any time prior to the stated termination date. In addition, if we extend the offering for another year and file another registration statement during the one-year extension in order to sell additional shares, we could continue to sell shares in this offering until the earlier of 180 days after the third anniversary of the commencement of this offering or the effective date of the subsequent registration statement.

We expect to hold our first closing as soon as practicable on or after January 2, 2015. Between January 2, 2015 and December 31, 2015, we will accept subscriptions as of the final business day of each month. Thereafter, we will accept subscriptions as of the final business day of each calendar quarter. We will sell our shares on a continuous basis at monthly and quarterly closings, as the case may be, at an offering price equal to our then most recently determined net asset value per share. However, we may determine not to hold a closing and not to accept subscriptions in any given month or quarter, as applicable, at our discretion. In addition, in months or quarters, as applicable, in which we determine to, in our sole discretion, offer to repurchase shares of our common stock, we expect to conduct repurchases on the same date that we hold our closing for the month or quarter, as applicable.

The dealer manager is Credit Suisse Securities (USA), LLC, which is a member of FINRA and the SIPC. The dealer manager is headquartered at One Madison Avenue, New York, New York 10010. Our dealer manager will act as a distributor of our shares of common stock offered by this prospectus. We will not pay to the dealer manager selling commissions in connection with shares of common stock sold in the offering. The Adviser will pay the dealer manager a fee of up to 1.50% of the gross proceeds from the sales of our shares in this offering. The Adviser will also pay the dealer manager an annual fee of up to 0.50% of our gross assets. The fees paid by the Adviser to the dealer manager are not subject to reimbursement by us. The maximum amount of any compensation to be received by the dealer manager or any other member of the Financial Industry Regulatory Authority, Inc. will not be greater than 10% of the gross proceeds of the offering of any common stock being registered.

To the extent permitted under applicable law and our certificate of incorporation and bylaws, we have agreed to indemnify the dealer manager against certain liabilities arising under the Securities Act and liabilities arising from breaches of our representations and warranties contained in the dealer manager agreement.

The dealer manager is required to deliver a copy of the prospectus to each potential investor. We may make this prospectus, its subscription agreement, certain offering documents, administrative and transfer forms, as well as certain marketing materials, available electronically to the dealer manager as an alternative to paper copies when possible. If the dealer manager chooses to offer electronic delivery of these documents to an investor, it will comply with all applicable requirements of the SEC and FINRA and any laws or regulations related to the electronic delivery of documents.

There is no minimum offering requirement. Investments are made by completing and properly executing a subscription agreement. The minimum initial purchase by each individual investor is $50,000 in shares of our common stock. The minimum initial subsequent investment is $10,000 in shares of our common stock. Thereafter, the minimum subsequent investment is $1,000 in shares of our common stock. Any minimum investment requirement may be reduced in our sole discretion. The investment minimums for subsequent purchases do not apply to shares purchased pursuant to our distribution reinvestment plan. Your investment funds must be submitted with the subscription agreement. We expect to close on subscriptions that we received and accepted on a monthly basis between January 2, 2015 and December 31, 2015. Thereafter, we expect to close on subscriptions that we received and accepted on a quarterly basis. We intend to sell our shares on a continuous basis at a price equal to our most recently determined net asset value per share, which was $10.00 as of September 5, 2014.

In addition to this prospectus, we intend to use supplemental sales material in connection with the offering of our shares, although only when accompanied by or preceded by the delivery of this prospectus, as supplemented. The supplemental sales material will not contain all of the information material to an investment decision and should only be reviewed after reading this prospectus. The sales material expected to be used in permitted jurisdictions includes:

All of the foregoing material will be prepared by the adviser or its affiliates with the exception of the third-party article reprints, if any. In certain jurisdictions, some or all of such sales material may not be available.

We are offering common stock in this offering only by means of this prospectus, as the same may be supplemented and amended from time to time. Although the information contained in our supplemental sales materials will not conflict with any of the information contained in this prospectus, as amended or supplemented, the supplemental materials do not purport to be complete and should not be considered a part of or as incorporated by reference into this prospectus, or the registration statement of which this prospectus is a part.

ERISA and Section 4975 of the Code impose certain restrictions on (a) employee benefit plans (as defined in Section 3(3) of ERISA) that are subject to Title I of ERISA, (b) plans (as defined in Section 4975(e)(l) of the Code) that are subject to Section 4975 of the Code, including individual retirement accounts or Keogh plans, (c) any entities whose underlying assets include plan assets by reason of an investment in such entity by one or more plans referred to in (a) and (b) (each of (a), (b) and (c), a “plan”), and (d) persons who have certain specified relationships to plans (referred to as “parties in interest” under ERISA and “disqualified persons” under the Code). ERISA also imposes certain duties on persons who are fiduciaries of plans subject to ERISA including, but not limited to, (i) the obligation to exercise one’s fiduciary duties with respect to the plan for the exclusive purpose of providing benefits to participants and their beneficiaries and to defray reasonable expenses of administering the plan, (ii) the obligation to discharge fiduciary duties with the care, skill, prudence and diligence of a prudent fiduciary; (iii) the obligation to comply with the diversification requirements of Section 404(a)(1)(C) of ERISA; and (iv) the requirement that the investment of plan assets be made in accordance with the plan’s governing instruments.

ERISA Section 406 and Section 4975 of the Code prohibit a broad range of transactions involving a plan’s assets and parties in interest or disqualified persons with respect to such plan, unless a statutory or administrative exemption is available. Parties in interest and disqualified persons that participate in a prohibited transaction may be subject to a penalty imposed under ERISA and/or an excise tax imposed pursuant to Section 4975 of the Code, unless a statutory or administrative exemption is available.

In general, ERISA does not cover employee benefit plans established or maintained by governmental entities, churches for their employees, or plans maintained solely to comply with applicable workers compensation, unemployment, or disability laws. ERISA also does not cover plans maintained outside the United States primarily for the benefit of nonresident aliens or unfunded excess benefit plans. However, non-United States or state laws or regulations governing the investment and management of the assets of such plans may contain fiduciary and prohibited transaction requirements similar to those under ERISA and the Code. Accordingly, fiduciaries of plans not subject to ERISA (“other plans”), in consultation with their advisers, should consider the impact of their respective state or non-U.S. pension codes on an investment in us and, to the extent applicable, the considerations discussed above. It is expected that when a governmental plan invests in us, the asset of the governmental plan with respect to that investment will be our shares and will not include an interest in our underlying assets. For this reason, it is expected that neither we, nor the Adviser nor Credit Suisse Securities (USA), LLC nor any of their agents or affiliates (collectively referred to herein as the “Manager”) will be a fiduciary to the other plan investors within the meaning of the applicable non-U.S. or state pension codes, and the management of our business, operation and transactions will not be subject to the fiduciary and prohibited transaction requirements applicable, under the respective non-U.S. or state pension codes, to the management and investment of the assets of the other plan investors.

Benefit Plan Investors, as defined in Section 3(42) of ERISA, include (1) any employee benefit plan subject to Part 4 of Title I of ERISA, (2) any plan subject to Section 4975 of the Code, and (3) any entity whose underlying assets include plan assets by reason of a plan’s investment in the entity for purposes of ERISA or Section 4975 of the Code. Benefit Plan Investors do not include employee benefit plans that are not subject to ERISA or Section 4975 of the Code, such as governmental plans, certain church plans and non-U.S. plans and such plans are not subject to the restrictions we are imposing on transfers of our shares to Benefit Plan Investors.

Whether the prohibited transaction rules applicable to transactions involving plan assets and parties in interest or disqualified individuals or the obligations imposed on plan fiduciaries under ERISA will apply to us depends, in part, on whether we are deemed to hold plan assets of a plan under 29 C.F.R. 2510.3-101, as modified by Section 3(42) of ERISA (the “Plan Asset Regulation”). Under the Plan Asset Regulation, the assets of an investment fund such as us that has one or more “benefit plan investors” will be considered to hold plan assets of a plan unless:

(a) the interest in the investment fund acquired by the “benefit plan investor” is a “publicly-offered security” within the meaning of the Plan Asset Regulation;

(c) “benefit plan investors” hold less than 25% of the total value of each class of equity interests of the investment fund, determined without regard to the holdings of any person (other than a “benefit plan investor”) who has discretionary authority or control with respect to the assets of the entity or any person who provides investment advice for a fee (direct or indirect) with respect to such assets, or any affiliate of such a person (any such person, a “Controlling Person”); or

(d) the investment fund is an “operating company,” as defined in the Plan Asset Regulation.

For purposes of the Plan Asset Regulation, a “publicly-offered security” is a security that is “freely transferrable,” part of a class of securities that is widely held, and either (i) part of a class of securities registered under section 12(b) or 12(g) of the Securities Exchange Act of 1934, or (ii) sold to the plan as part of an offering of securities to the public pursuant to an effective registration statement under the Securities Act of 1933 and the class of securities of which such security is a part is registered under the Securities Exchange Act of 1934 within 120 days (or such later time as may be allowed by the Securities and Exchange Commission after the end of the fiscal year of the issuer during which the offering of such securities to the public occurred. For these purposes, a class of securities is “widely-held” only if it is a class of securities that is owned by 100 or more investors independent of the issuer and of one another, and whether a security is “freely transferable” is a factual question to be determined on the basis of all relevant facts and circumstances.

In light of these restrictions, until such time, if ever, that we determine that restrictions on ownership of our shares by Benefit Plan Investors are not necessary to prevent our assets from being treated as “plan assets” under ERISA or Section 4975 of the Code, we intend to use our best efforts to, but do not guarantee that we will, limit investments in us based on written or deemed representations from investors, including transferees, so that less than 25% of the total shares are held by “benefit plan investors” as defined in Section 3(42) of ERISA, excluding shares held by Controlling Persons. Thus, our underlying assets are not expected to be considered plan assets of a plan for purposes of Title I of ERISA or Section 4975 of the Code. Each investor will be required to represent, agree and warrant in a Subscription Agreement that it will not transfer any of our shares to a Benefit Plan Investor or a Controlling Person, and that it will indemnify us for any loss caused by its breach of such representation. We retain the right to repurchase shares held by any person who makes or is deemed to make a representation as to its status as a Benefit Plan Investor or a Controlling Person that we determine to be false or misleading.

Certain prospective plans and individual retirement funds investors may currently maintain relationships with us or a Manager or other entity which is affiliated with a Manager. Each of such entities may be deemed to be a party in interest to and/or a fiduciary of any plan or individual retirement fund to which we or any Manager provides investment management, investment advisory or other services. ERISA prohibits the assets of a plan to be used for the benefit of a party in interest and also prohibits a plan fiduciary from using its position to cause the plan to make an investment from which it or certain third parties in which such fiduciary has an interest would receive a fee or other consideration. Similar provisions are imposed by the Code with respect to individual retirement funds.

As a result, shares may not be purchased with the assets of a plan, including an IRA, if we, a Manager, any broker-dealer who makes offers or sales of shares, or any of their respective affiliates or employees (a) has investment discretion with respect to the investment of such plan assets, (b) has authority or responsibility to render or regularly renders investment advice with respect to such plan assets for a fee or other compensation, direct or indirect, with respect to any moneys or other property of the plan, or has any authority to do so, or (c) is otherwise a “party in interest” (as defined in Section 3(14) of ERISA) or a “disqualified person” (as defined in Section 4975(e)(2) of the Code) with respect to such plan.

Any plan purchaser of our shares shall be deemed to have represented in its corporate and fiduciary capacity that it or its fiduciary has independently made the decision to invest in the shares, and in making its investment decision to invest in the shares has not relied on any advice from us, any Manager, any broker-dealer who makes offers or sales of shares, any of their respective affiliates or employees except in their capacities as sellers of our shares. Accordingly, fiduciaries of Plans should consult their own investment advisers regarding the prudence of the investment and their own legal counsel regarding the consequences under ERISA and the Code of such investment.

Fiduciaries of any plans should understand the illiquid nature of an investment in us and that it is not expected that there will be any public market for our shares unless and until our shares are listed on a securities exchange. Accordingly, such fiduciaries should review both anticipated and unanticipated liquidity needs for their respective plans.

A fiduciary of certain types of plans is required to determine annually the fair market value of the assets of the plan as of the close of the plan’s fiscal year. Because it is not expected that there will be any public market for the shares unless and until our shares are listed on a securities exchange, it may not be possible to assign a precise fair market value to the shares from year to year.

ERISA and its accompanying regulations are complex and, to a great extent, have not yet been interpreted by the courts or the administrative agencies. This discussion does not purport to constitute a thorough analysis of ERISA.

EACH INVESTOR SUBJECT TO ERISA SHOULD CONSULT WITH HIS OR HER OWN LEGAL COUNSEL CONCERNING THE IMPLICATIONS UNDER ERISA OF PURCHASING OUR SHARES. “BENEFIT PLAN INVESTORS” MUST MAKE INDEPENDENT INVESTMENT DECISIONS WITH RESPECT TO THEIR INVESTMENT IN US AND MUST NOT RELY UPON US FOR INVESTMENT ADVICE REGARDING SUCH PARTICIPATION.

We have adopted an automatic dividend reinvestment plan (the “Plan”). Pursuant to the Plan, unless a stockholder specifically elects to receive cash, all dividends and distributions (collectively referred to as “distributions”) declared by the Board of Directors will be payable in shares of our common stock, and no action will be required on the stockholder’s part to receive a distribution in common stock. American Stock Transfer & Trust Company, LLC will act as agent for stockholders in administering the Plan (the “Plan Administrator”).

Distributions will be payable on such date or dates as may be fixed from time to time by the Board of Directors to stockholders of record at the close of business on the record date(s) established by the Board of Directors for the distribution involved. We intend to use newly issued shares. Whenever we declare distributions payable either in shares or in cash, non-participants in the Plan will receive cash and participants in the Plan will receive the equivalent in shares of common stock. The number of newly issued shares to be credited to each participant’s account will be determined by dividing the dollar amount of the dividend by the then current net asset value per share on the date the shares of common stock are issued under the Plan. A stockholder may, however, elect to receive his, her or its distributions in cash. To exercise this option, such stockholder will notify the Plan Administrator in writing so that such notice is received by the Plan Administrator five days prior to the record date fixed by the Board of Directors for the distribution involved. Such election will remain in effect until the participant (as defined below) notifies the Plan Administrator in writing of such participant’s withdrawal of elections, which notice will be delivered to the Plan Administrator by the record date fixed by the Board of Directors for the distribution involved. Persons who hold their shares of common stock through a broker or other nominee and who wish to elect to receive any distribution in cash must contact their broker or nominee.

The Plan Administrator will set up an account for shares of common stock acquired pursuant to the Plan for each stockholder who has not elected to receive distributions in cash. The Plan Administrator will hold each participant’s shares, together with the shares of other participants, in non-certificated form in the Plan Administrator’s name or that of its nominee. In the case of stockholders such as banks, brokers or nominees that hold common stock for others who are the beneficial owners, the Plan Administrator will administer the Plan on the basis of the number of shares of common stock certified from time to time by the record stockholder and held for the account of beneficial owners who participate in the Plan.

The Plan Administrator will confirm to each participant each acquisition made pursuant to the Plan as soon as practicable but not later than ten business days after the date thereof. Although each participant may from time to time have an undivided fractional interest (computed to three decimal places) in a share of our common stock. However, distributions on fractional shares will be credited to each participant’s account. In the event of termination of a participant’s account under the Plan, the Plan Administrator will adjust for any such undivided fractional interest in cash at the market price per share of the common stock at the time of termination.

In the event that we make available to our stockholders rights or warrants to purchase additional shares or other securities, the shares of common stock held by the Plan Administrator for each participant under the Plan will be added to any other shares of common stock held by the participant (in book-entry or certificated form) in calculating the number of rights or warrants to be issued to the participant.

The Plan Administrator’s service fee, if any, and expenses for administering the Plan will be paid for by us.

Each participant may terminate his, her or its account under the Plan by so notifying the Plan Administrator in writing, by telephone or on the Plan Administrator’s website at www.amstock.com. Such termination will be effective immediately if the participant’s notice is received by the Plan Administrator by the 20^th day of the month, or not less than 30 days prior to the record date fixed by the Board of Directors for the distribution; otherwise such termination will be effective only with respect to any subsequent distribution. 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 distribution by us. Persons who hold their shares of common stock through a broker or other nominee and who wish to terminate his or its account under the Plan may do so by notifying their broker or nominee.

These terms and conditions may be amended or supplemented by us at any time but, except when necessary or appropriate to comply with applicable law or the rules or policies of the SEC or any other regulatory authority, only by mailing to each participant appropriate written notice at least 30 days prior to the effective date thereof. The amendment or supplement will be deemed to be accepted by each participant unless, prior to the effective date thereof, the Plan Administrator receives written notice of the termination of his, her or its account under the Plan. Any such amendment may include an appointment by the Plan Administrator in its place and stead of a successor agent under these terms and conditions, with full power and authority to perform all or any of the acts to be performed by the Plan Administrator under the Plan. Upon any such appointment of any agent for the purpose of receiving dividends and distributions, we will be authorized to pay to such successor agent, for each participant’s account, all dividends and distributions payable on our shares held in the participant’s name or under the Plan for retention or application by such successor agent as provided in these terms and conditions.

The Plan Administrator will at all times act in good faith and use its best efforts to ensure its full and timely performance of all services to be performed by it under the Plan and to comply with applicable law, but assumes no responsibility and will not be liable for loss or damage due to errors unless such error is caused by the Plan Administrator’s negligence, bad faith, or willful misconduct or that of its employees or agents.

Neither we nor the Plan Administrator will be liable for any act performed in good faith or for any good faith omission to act or failure to act, including, without limitation, any claim of liability (a) arising out of failure to terminate a participant’s account, sell shares held in the Plan or reinvest dividends; (b) with respect to the prices at which stock is purchased or sold for the participant’s account and the time such purchases or sales are made. Without limiting the foregoing, the Plan Administrator will not be liable for any claim made more than 30 days after any instruction to buy or sell stock was given to the Plan Administrator.

All correspondence concerning the Plan should be directed to American Stock Transfer & Trust Company, LLC, P.O. Box 99, Wall Street Station, New York, NY 10269-0560, or (800) 278-4353.

We intend to seek to complete a liquidity event for our stockholders within seven years following the first closing of this offering, although we may determine to complete a liquidity event earlier. We will view our offering stage as complete as of the termination date of our most recent public equity offering, which will include this offering and any follow-on offering. We may determine not to pursue a liquidity event if we believe that then-current market conditions are not favorable for a liquidity event, and that such conditions will improve in the future. A liquidity event could include: (i) listing our shares on a national securities exchange; (ii) a merger or another transaction approved by our Board of Directors in which our stockholders will receive cash or shares of a publicly traded company; or (iii) a sale of all or substantially all of our assets either on a complete portfolio basis or individually followed by a liquidation. We refer to the aforementioned scenarios as “liquidity events.” While our intention is to seek to complete a liquidity event within seven years following the completion of our offering stage, there can be no assurance that a suitable transaction will be available or that market conditions for a liquidity event will be favorable during that timeframe.

In making a determination of what type of liquidity event is in the best interest of our stockholders, our Board of Directors, including our independent directors, may consider a variety of criteria, including, but not limited to, portfolio diversification, portfolio performance, our financial condition, potential access to capital as a listed company, market conditions for the sale of our assets or listing of our securities, internal management considerations and the potential for stockholder liquidity. If we determine to pursue a listing of our securities on a national securities exchange in the future, at that time we may consider either an internal or an external management structure. There can be no assurance that we will complete a liquidity event.

Prior to the completion of a liquidity event, share repurchases by us may provide a limited opportunity for you to have your shares repurchased, subject to certain restrictions and limitations, at a price which may reflect a discount from the purchase price you paid for the shares being repurchased. Beginning with the calendar quarter ending December 31, 2015, we may, from time to time in our sole discretion, determine to repurchase shares of our common stock to allow our stockholders to sell their shares back to us at a price equal to our most recently determined net asset value per share. We expect that any such share repurchases will include numerous restrictions that limit your ability to sell your shares. Our Board of Directors will determine, in its sole discretion, the number of shares to be repurchased during any period; provided that any such repurchases during a calendar quarter will be limited to up to 5.0% of the shares of common stock outstanding at the end of the immediately preceding calendar quarter. The limitations and restrictions relating to any share repurchases by us may prevent us from accommodating all repurchase requests made in any quarter.

To the extent that the number of shares of our common stock submitted to us for repurchase exceeds the number of shares that we are able to purchase, we will repurchase shares on a pro rata basis from among the requests for repurchase received by us. Further, we will have no obligation to repurchase shares if the repurchase would violate the restrictions on distributions under federal law or Delaware law, which prohibits distributions that would cause a corporation to fail to meet statutory tests of solvency.

The Board of Directors has the right to suspend or terminate any share repurchase offer to the extent that it determines that it is in our best interest to do so. We will promptly notify our stockholders of any changes to any share repurchase offer, including any suspension or termination of it in our periodic or current reports or by means of a separate mailing to you. Moreover, we do not expect to repurchase any shares of our common stock after the date that our shares are listed on a national securities exchange, are included for quotation in a national securities market or, in the sole determination of our Board of Directors, a secondary trading market for the shares otherwise develops. All shares to be repurchased pursuant to a share repurchase offer by us must be (i) fully transferable and not be subject to any liens or other encumbrances and (ii) free from any restrictions on transfer. If we determine that a lien or other encumbrance or restriction exists against the shares requested to be repurchased, we will not repurchase any such shares.

The limitations and restrictions described above may prevent us from accommodating all repurchase requests made in any quarter. Any share repurchase by us would have many limitations, including the limitations described above, and should not in any way be viewed as the equivalent of a secondary market. There is no assurance that we will repurchase any of your shares or that there will be sufficient funds available to accommodate all of our stockholders’ requests for repurchase. As a result, we may repurchase less than the full amount of shares

that you request to have repurchased. If we do not repurchase the full amount of your shares that you have requested to be repurchased, or we determine not to make repurchases of our shares, you will likely not be able to dispose of your shares, even if we under-perform. Any periodic repurchase offers will be subject in part to our available cash and compliance with the RIC qualification and diversification rules and the 1940 Act. Stockholders will not pay a fee in connection with any share repurchase by us.

We have elected to be regulated as a BDC under the 1940 Act. A BDC is a special category of investment company under the 1940 Act that was added by Congress to facilitate the flow of capital to private companies and small public companies that do not have efficient or cost-effective access to public capital markets or other conventional forms of corporate financing. BDCs generally make investments in private or thinly-traded public companies in the form of long-term debt and/or equity capital, with the goal of generating current income or capital growth.

BDCs are closed-end funds that elect to be regulated as BDCs under the 1940 Act. As such, BDCs are subject to only certain provisions of the 1940 Act, as well as the Securities Act (if their shares are publicly offered) and the Exchange Act. BDCs are provided greater flexibility under the 1940 Act than are other investment companies in dealing with their portfolio companies, issuing securities, and compensating their managers. BDCs can be internally or externally managed and may qualify to elect to be taxed as RICs for federal tax purposes. The 1940 Act contains prohibitions and restrictions relating to transactions between BDCs and their affiliates, principal underwriters, and affiliates of those affiliates or underwriters. The 1940 Act requires that a majority of a BDC’s directors be persons other than “interested persons,” as that term is defined in the 1940 Act. In addition, the 1940 Act provides that we may not change the nature of our business so as to cease to be, or withdraw our election as a BDC unless approved by a majority of our outstanding voting securities.

The 1940 Act defines “a majority of the outstanding voting securities” as the lesser of: (1) 67% or more of the voting securities present at a meeting if the holders of more than 50% of our outstanding voting securities are present or represented by proxy or (2) 50% of our voting securities.

We will generally not be able to issue and sell our common stock at a price below our net asset value per share. We may, however, sell our common stock, or warrants, options, or rights to acquire our common stock, at a price below the then-current net asset value of our common stock if our Board of Directors determines that such sale is in our best interests and the best interests of our stockholders, and our stockholders approve such sale. In addition, we may generally issue new shares of our common stock at a price below net asset value in rights offerings to existing stockholders, in payment of dividends, and in certain other limited circumstances.

As a BDC, we will not generally be permitted to invest in any portfolio company in which a fund managed and controlled by the Adviser currently has a controlling interest, or to make any co-investments with such fund without an exemptive order from the SEC. We may, however, invest alongside Credit Suisse, certain of its affiliates and certain funds managed and controlled by the Adviser in certain circumstances where doing so is consistent with applicable law and SEC staff interpretations. For example, we may invest alongside such other funds consistent with guidance promulgated by the SEC Staff permitting us and such other funds to purchase interests in the same class of privately placed securities so long as certain conditions are met, including that no investment adviser, acting on its behalf or on behalf of other clients, negotiates any term other than price. We expect to apply for an exemptive order from the SEC that would permit us, among other things, to co-invest with certain other persons, including Credit Suisse, certain of its affiliates and certain funds managed and controlled by the Adviser. Any such order would be subject to certain terms and conditions and there can be no assurance that such order will be granted by the SEC. Accordingly, we cannot provide assurances that we will be permitted to co-invest with Credit Suisse, certain of our affiliates and other funds managed and controlled by the Adviser or its affiliates, other than in the limited circumstances currently permitted by applicable SEC staff guidance and interpretations or in the absence of a prohibited joint transaction.

If we were to be granted a co-investment exemptive order by the SEC, under current requirements of exemptive orders recently granted by the SEC, investment opportunities that are presented to funds managed and controlled by the Adviser must be referred to us and vice versa. For each such referral, the Adviser would independently analyze and evaluate whether the co-investment transaction is appropriate for us. In addition, co-investment transactions under an exemptive order are generally subject to the review and approval by our independent directors. For each co-investment transaction under an exemptive order, we would follow the conditions of the exemptive order, which are designed to ensure the fairness to us of the co-investment transaction.

We may invest up to 100% of our assets in securities acquired directly from issuers in privately negotiated transactions. With respect to such securities, we may, for the purpose of public resale, be deemed a “principal underwriter” as that term is defined under the Securities Act. We may purchase or otherwise receive warrants which offer an opportunity (not a requirement) to purchase common stock of a portfolio company in connection with an acquisition financing or other investments. Similarly, we may acquire rights that obligate an issuer of acquired securities or their affiliates to repurchase the securities at certain times, under certain circumstances.

We do not intend to acquire securities issued by any investment company whereby our investment would exceed the limits imposed by the 1940 Act. Under these limits, we generally cannot (1) acquire more than 3% of the total outstanding voting stock of any investment company, (2) invest more than 5% of the value of our total assets in the securities of one investment company, or (3) invest more than 10% of the value of our total assets in the securities of investment companies in general. These limitations do not apply where we (i) make investments in portfolio companies through a wholly owned subsidiary or (ii) acquire interests in a money market fund as long as we do not pay a sales charge or service fee in connection with the purchase. With respect to the portion of our portfolio invested in securities issued by investment companies, it should be noted that such investments might subject our stockholders to additional expenses.

Private funds that are excluded from the definition of “investment company” pursuant to either Section 3(c)(1) or 3(c)(7) of the 1940 Act are also subject to certain of the limits under the 1940 Act noted above. Specifically, such private funds may not acquire directly or through a controlled entity more than 3% of our total outstanding voting stock (measured at the time of the acquisition). Investment companies registered under the 1940 Act are also subject to the restriction as well as other limitations under the 1940 Act that would restrict the amount that they are able to invest in our securities. As a result, certain investors would be required to hold a smaller position in our shares than if they were not subject to such restrictions.

We do not currently intend to issue any preferred stock. However, if we were to issue any preferred stock in the future, any such issuance must comply with the requirements of the 1940 Act. Additionally, the 1940 Act requires, among other things, that (1) 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 50% of our total assets after deducting the amount of such dividend, distribution or purchase price, as the case may be, and (2) the holder 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 on such preferred stock are in arrears by two full years or more. Certain other matters under the 1940 Act require a separate class vote of the holders of any issued and outstanding preferred stock. For example, holders of preferred stock would be entitled to vote separately as a class from the holders of common stock on a proposal involving a plan of reorganization adversely affecting such securities.

Under the 1940 Act, a BDC may not acquire any asset other than assets of the type listed in Section 55(a) of the 1940 Act, which we refer to as qualifying assets, unless, at the time the acquisition is made, qualifying assets (not including certain assets specified in the 1940 Act) represent at least 70% of the company’s total assets. As discussed in greater detail below, the 1940 Act defines qualifying assets as principally including certain investments by a BDC in eligible portfolio companies. An eligible portfolio company is defined under the 1940 Act as any issuer which:

As relevant to its proposed business, the principal categories of qualifying assets under the 1940 Act are the following:

In addition, a BDC must have been organized and have its principal place of business in the United States and be operated for the purpose of making investments in the types of securities described in (1), (2) or (3) above.

Business Development Company Regulation: Control and Managerial Assistance to Portfolio Companies

Pending investment in other types of “qualifying assets,” as described above, our investments may consist of cash, cash equivalents, U.S. Government securities, or high-quality debt securities maturing in one year or less from the time of investment so that 70% of our total assets are qualifying assets. Typically, we intend to invest in U.S. Treasury bills or in repurchase agreements, provided that such agreements are fully collateralized by cash or securities issued by the U.S. government or its agencies. A repurchase agreement involves the purchase by an investor, such as us, of a specified security and the simultaneous agreement by the seller to repurchase it at an agreed-upon future date and at a price that is greater than the purchase price by an amount that reflects an agreed-

upon interest rate. There is no percentage restriction on the proportion of our assets that may be invested in such repurchase agreements. However, if more than 25% of our total assets constitute repurchase agreements from a single counterparty, we may not meet the diversification requirements in order to qualify as a RIC for federal income tax purposes. Thus, we do not intend to enter into repurchase agreements with a single counterparty in excess of this limit. We expect that the Adviser will monitor the creditworthiness of the counterparties with which we enter into repurchase agreement transactions.

We are permitted, under specified conditions, to issue multiple classes of debt and one class of stock senior to our common stock if our asset coverage, as defined in the 1940 Act, is at least equal to 200% immediately after each such issuance. In addition, while any senior securities remain outstanding, we must 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.

We and the Adviser have each adopted a code of ethics, as required by federal securities laws. Under these codes of ethics, employees who are designated as access persons may engage in personal securities transactions, including transactions involving securities that are being considered for our portfolio or that are currently held by us, subject to certain general restrictions and procedures. The personal securities transactions of our access persons and those of the Adviser will be governed by the applicable code of ethics.

The Adviser and its affiliates manage other investment companies and accounts. The Adviser may give advice and take action with respect to any of the other funds it manages, or for its own account, that may differ from action taken by the Adviser on our behalf. Similarly, with respect to our portfolio, the Adviser is not obligated to recommend, buy or sell, or to refrain from recommending, buying or selling any security that the Adviser and its access persons, as defined by applicable federal securities laws, may buy or sell for its or their own account or for the accounts of any other fund. The Adviser is not obligated to refrain from investing in securities held by us or for any other funds it manages.

These codes of ethics can be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling the SEC at (202) 551-8090. Copies of these codes of ethics are also available on the EDGAR Database on the SEC’s Internet site at http://www.sec.gov, and copies of these codes of ethics may be obtained, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov, or by writing the SEC’s Public Reference Section, Washington, D.C. 20549-0102.

We and the Adviser have each adopted and implemented written compliance policies and procedures reasonably designed to prevent violation of the federal securities laws and are required to review these compliance policies and procedures annually for their adequacy and the effectiveness of their implementation, and designate a chief compliance officer to be responsible for administering such policies and procedures. Our chief compliance officer is responsible for administering our compliance policies and procedures and the Adviser’s chief compliance officer is responsible for administering the compliance policies and procedures for the Adviser.

We adopted the Adviser’s Proxy Voting Policies and Procedures as our policies and procedures, which are set forth in Appendix B, hereto. These policies are reviewed periodically by the Adviser as well as the Board of Directors, and, accordingly, are subject to change.

As an investment adviser registered under the Advisers Act, the Adviser has a fiduciary duty to act in the best interests of its clients. As part of this duty, it recognizes that it must vote client securities in a timely manner free of conflicts of interest and in the best interests of its clients. These policies and procedures for voting proxies for the investment advisory clients of the Adviser are intended to comply with Section 206 of, and Rule 206(4)-6 under, the Advisers Act.

You may obtain information, without charge, regarding how the Adviser voted proxies with respect to our portfolio securities by making a written request for proxy voting information to: Chief Compliance Officer, c/o Credit Suisse Corporate Credit Solutions, Inc. at One Madison Avenue, New York, New York 10010.

We are subject to the reporting and disclosure requirements of the Exchange Act, including the filing of quarterly, annual and current reports, proxy statements and other required items. In addition, we are subject to the Sarbanes-Oxley Act of 2002, which imposes a wide variety of regulatory requirements on publicly-held companies and their insiders. Many of these requirements will affect us. For example:

The Sarbanes-Oxley Act requires us to review our policies and procedures to determine whether we comply with the Sarbanes-Oxley Act and its regulations. We intend to monitor our compliance with all regulations that are adopted under the Sarbanes-Oxley Act and will take actions necessary to ensure that we are in compliance.

We are required to provide and maintain a bond issued by a reputable fidelity insurance company to protect us against larceny and embezzlement.

Credit Suisse is treated as a BHC under the BHCA and IBA, and is thereby subject to supervision and regulation by the Federal Reserve. On March 23, 2000, Credit Suisse elected to be treated as an FHC under the BHCA, which is a status available to BHCs that meet certain criteria. The BHCA generally prohibits BHCs from acquiring an equity interest in non-banking entities unless certain exemptions apply. FHCs may engage in a broader range of activities than BHCs that are not FHCs, including a wide range of activities that are “financial in nature,” including certain banking, funds management, securities and merchant banking activities. However, the activities of FHCs and their affiliates remain subject to certain restrictions imposed by the BHCA and related regulations. Because Credit Suisse is expected to “control” us within the meaning of the BHCA, these restrictions will likely apply to us as well.

Credit Suisse and the Adviser intend to rely on Credit Suisse’s FHC status to conduct their advisory and related activities involving us, and Credit Suisse intends to rely on its merchant banking authority (as described below) to hold its equity investment in us. Because Credit Suisse is expected to “control” us within the meaning of the BHCA, the Adviser intends to conform our equity investments and other investments and activities to the requirements of the BHCA as well.

We may be able to rely on Section 4(c)(6) of the BHCA to make equity investments. Pursuant to Section 4(c)(6), Credit Suisse and its subsidiaries, including us, may, as a general matter, make investments in the aggregate of not more than (i) 5% of a class of voting securities of a portfolio company, and (ii) 24.99% of the total equity of such company. Under the BHCA and applicable Federal Reserve Board interpretations, so-called “Section 4(c)(6) investments” must be “non-controlling” and “passive” – standards that substantially restrict business inter-relationships, common employees (e.g., officers and directors), cross-referrals, joint marketing and the like between the investor and its affiliates (i.e., Credit Suisse the Adviser and their affiliates), on the one hand, and the portfolio company, on the other. Unlike a Merchant Banking Investment (as defined below), a Section 4(c)(6) investment is not subject to a maximum holding period.

A proposed equity investment that would not be permissible as a Section 4(c)(6) or Section 4(c)(7) investment may be permitted as part of Credit Suisse’s merchant banking activities (in which event, such investment would be a “Merchant Banking Investment”).

Certain rules (the “Merchant Banking Rules”) adopted by the Federal Reserve and the United States Secretary of the Treasury governing the merchant banking activities of an FHC (i) place certain restrictions on Credit Suisse’s (and its subsidiaries’) involvement in the routine management and operations of a Merchant Banking Investment; (ii) provide guidelines that may restrict lending by the United States banking branch of Credit Suisse (the “CS United States Banking Office”) to us and its Merchant Banking Investments; (iii) limit other transactions by the CS United States Banking Office with portfolio companies and cross-marketing by the CS United States Banking Office with Merchant Banking Investments; (iv) require that Merchant Banking Investments only be held for such period of time as is necessary to enable disposition on a reasonable basis, and impose a maximum holding period on our Merchant Banking Investments (in general, 10 years, possibly extendable under certain circumstances and with certain restrictions with prior Federal Reserve approval); and (v) in general, only authorize Merchant Banking Investments in portfolio companies engaged in non-financial activities. The Merchant Banking Rules also contain certain record-keeping and reporting requirements.

In addition to the foregoing investment authorities, under the BHCA and the Federal Reserve’s Regulation K, Credit Suisse entities are authorized to invest in, control, and engage in the routine management and operation of any portfolio company which is not engaged in business in the United States (i.e., does not have an office, other than a representative office, or a subsidiary with an office, other than a representative office, in the United States) or, if it is so engaged in business in the United States, satisfies certain requirements as to the nature and scope of such business.

As a result of BHCA restrictions, we do not expect to invest in United States depository organizations or their holding companies.

Because Credit Suisse is expected to control us, we may be deemed to be a “banking entity” subject to the Volcker Rule. The Volcker Rule prohibits banking entities from engaging in “proprietary trading” and from acquiring or retaining any equity, partnership or other ownership interest in, or sponsoring, a covered fund, in each case other than pursuant to one of a number of enumerated exemptions. The Volcker Rule became effective on July 21, 2012, and banking entities are required to come into conformance with the Volcker Rule by the end of the Volcker Rule’s conformance period, which is currently expected to end on July 21, 2015. Final rules implementing the Volcker Rule’s provisions were published in the Federal Register on January 31, 2014.

Under the final Volcker Rule regulation, upon the expiration of the conformance period, we may be prohibited from taking positions in securities, derivatives or certain commodities contracts principally for the purpose of short-term resale, price movement benefits, or realization of arbitrage profits or from entering into a hedge on one of these positions, subject to certain exemptions (including exemptions for trading in U.S. government securities, underwriting and market-making, risk mitigating hedging activities and liquidity management). The final rules contain a rebuttable presumption that trading is short-term “proprietary trading” if a position is held for 60 days or less. We may also be prohibited from acquiring or retaining any equity, partnership or other ownership interest in, or sponsoring, a covered fund, subject to certain limited exemptions. The Volcker Rule may limit our ability to take short-term positions in equity and debt securities, derivatives and certain commodities contracts, and to make investments in covered funds; however, we do not expect it will have a material impact on our core business of making and realizing long-term growth equity investments. The final rules are highly complex, and many aspects of the Volcker Rule remain unclear. Because the final implementing regulations for the Volcker Rule are likely to be subject to further guidance, interpretation and analysis, their full impact on us cannot be predicted with certainty at this time.

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. 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 tax consequences that may 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, pension plans and trusts, and financial institutions. This summary assumes that investors hold our common stock as capital assets (within the meaning of the Code). The discussion is based upon the Code, Treasury regulations, and administrative and judicial interpretations, each as of the date of this prospectus 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 IRS, regarding this offering. 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.

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

A “Non-U.S. stockholder” generally 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 stockholder that is a partner in a partnership holding shares of our common stock should consult his, her or its tax advisers 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 will depend on the facts of his, her or its particular situation. We encourage investors to consult their own tax advisers regarding the specific consequences of such an investment, including tax reporting requirements, the applicability of 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.

We intend to elect, beginning with our first taxable year subsequent to the date that we convert to a corporation, to be treated as a RIC under Subchapter M of the Code. As a RIC, we generally will not have to pay corporate-level federal income taxes on any income that we distribute to our stockholders from its tax earnings and profits. To obtain and maintain our qualification as a RIC, we must, among other things, meet certain source-of-income and asset diversification requirements (as described below). In addition, in order to obtain and maintain RIC tax treatment, we must distribute to our stockholders, for each taxable year, at least 90% of our “investment company taxable income,” which is generally our net ordinary income plus the excess, if any, of realized net short-term capital gains over realized net long-term capital losses, or the Annual Distribution Requirement.

then we will not be subject to federal income tax on the portion of our income we distribute (or are deemed to distribute) to stockholders. We will be subject to U.S. federal income tax at the regular corporate rates on any income or capital gains not distributed (or deemed distributed) to our stockholders.

We will be subject to a 4% nondeductible federal excise tax on certain undistributed income unless we distribute in a timely manner an amount at least equal to the sum of (1) 98% of our net ordinary income for each calendar year, (2) 98.2% of our capital gain net income for the one-year period ending October 31 in that calendar year and (3) any income recognized, but not distributed, in preceding years and on which we paid no federal income tax, or the Excise Tax Avoidance Requirement. We generally will endeavor in each taxable year to avoid any U.S. federal excise tax on our earnings.

In order to maintain our qualification as a RIC for federal income tax purposes, we must, among other things:

Because any original issue discount or other amounts accrued will be included in our investment company taxable income for the year of the accrual, we may be required to make a distribution to our stockholders in order to satisfy the Annual Distribution Requirement, even though we will not have received any corresponding cash amount. As a result, we may have difficulty meeting the annual distribution requirement necessary to obtain and maintain RIC tax treatment under the Code. We may have to sell some of our investments at times and/or at prices we would not consider advantageous, raise additional debt or equity capital or forego new investment opportunities for this purpose. If we are not able to obtain cash from other sources, we may fail to qualify for RIC tax treatment

and thus become subject to corporate-level income tax. Our ability to dispose of assets to meet our distribution requirements may be limited by (1) the illiquid nature of our portfolio and/or (2) other requirements relating to our status 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 may make such dispositions at times that, from an investment standpoint, are not advantageous.

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 “Regulation — Senior Securities.” As a result, we may be prohibited from making distributions necessary to satisfy the Annual Distribution Requirement. Even if we are not prohibited from making distributions, our ability to raise additional capital to satisfy the Annual Distribution Requirement may be limited. If we are not able to make sufficient distributions to satisfy the Annual Distribution Requirement, we may fail to qualify for RIC tax treatment and thus become subject to corporate-level income tax.

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

If we purchase shares in a “passive foreign investment company” (a “PFIC”), we may be subject to federal income tax on our allocable share of a portion of any “excess distribution” received on, or any gain from the disposition of, such shares even if our allocable share of such income is distributed as a taxable dividend to our 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 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 its 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 may be able to elect to mark-to-market at the end of each taxable year its shares in a PFIC; in this case, we will recognize as ordinary income our allocable share of any increase in the value of such shares, and as ordinary loss our allocable share of any decrease in such value to the extent that any such decrease does not exceed prior increases included in our income. Under either election, we may be required to recognize in a year income in excess of distributions from PFICs and proceeds from dispositions of PFIC stock during that year, and such income will nevertheless be subject to the Annual Distribution Requirement and will be taken into account for purposes of the 4% excise tax.

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

Distributions by us 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 realized net short-term capital gains in excess of realized net long-term capital losses) 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 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, such distributions, or Qualifying Dividends, may be eligible for a maximum tax rate of 20%. 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 20% maximum rate applicable to Qualifying Dividends. 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 that are currently taxable at a maximum rate of 20% in the case of individuals, trusts or estates, regardless of the U.S. stockholder’s holding period for our 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.

We may retain some or all of our realized net long-term capital gains in excess of realized net short-term capital losses, but designate the retained net capital gain 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 his, her or its share of the deemed distribution in income as if it had been actually distributed to the U.S. stockholder, and the U.S. stockholder will be entitled to claim a credit equal to his, her or its allocable share of the tax paid thereon by us. Because we expect to pay tax on any retained capital gains at our regular corporate tax rate, and because that rate is in excess of the maximum rate currently payable by individuals on long-term capital gains, the amount of tax that individual U.S. stockholders will be treated as having paid will exceed the tax they owe on the capital gain distribution and such excess generally may be refunded or claimed as a credit against the U.S. stockholder’s other U.S. federal income tax obligations or may be refunded to the extent it exceeds a stockholder’s liability for federal income tax. A stockholder that is not subject to federal income tax or otherwise required to file a federal income tax return would be required to file a federal income tax return on the appropriate form in order to claim a refund for the taxes we paid. The amount of the deemed distribution net of such tax will be added to the U.S. stockholder’s cost basis for his, her or its common stock. 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.”

In accordance with certain applicable Treasury regulations and private letter rulings issued by the Internal Revenue Service, a RIC may treat a distribution of our own stock as fulfilling our RIC annual distribution requirements if each stockholder may elect to receive his or her entire distribution in either cash or stock of the RIC, subject to a limitation that the aggregate amount of cash to be distributed to all stockholders must be at least 20% of the aggregate declared distribution. If too many stockholders elect to receive cash, each stockholder electing to receive cash must receive a pro rata amount of cash (with the balance of the distribution paid in stock). In no event will any stockholder, electing to receive cash, receive less than 20% of his or her entire distribution in cash. If these and certain other requirements are met, for U.S. federal income tax purposes, the amount of the dividend paid in stock will be equal to the amount of cash that could have been received instead of stock. We have no current intention of paying dividends in shares of our stock in accordance with these Treasury regulations or private letter rulings.

For purposes of determining (1) whether the Annual Distribution Requirement is satisfied for any year and (2) the amount of distributions paid for that year, we may, under certain circumstances, elect to treat a distribution that is paid during the following taxable year as if it had been paid during the taxable year in question. If we make such an election, the U.S. stockholder will still be treated as receiving the distribution in the taxable year in which the distribution is made. However, any distribution 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 year, will be treated as if it had been received by our U.S. stockholders on December 31 of the year in which the distribution was declared.

If an investor purchases shares of our common stock shortly before the record date of a distribution, the price of the shares will include the value of the distribution and the investor will be subject to tax on the distribution even though economically it may represent a return of his, her or its investment.

A stockholder generally will recognize taxable gain or loss if the stockholder sells or otherwise disposes of his, her or its shares of its common stock. The amount of gain or loss will be measured by the difference between such stockholder’s adjusted tax basis in the common stock sold and the amount of the proceeds received in exchange. Any gain arising from such sale or disposition generally will be treated as long-term capital gain or loss if the stockholder has held his, her or its shares for more than one year. Otherwise, it will 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 may 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 general, individual U.S. stockholders currently are subject to a maximum federal income tax rate of 20% on their long-term capital gain, including any long-term capital gain derived from an investment in our shares. Such rate is lower than the maximum rate on ordinary income currently payable by individuals. In addition, individuals with income in excess of $200,000 ($250,000 in the case of married individuals filing jointly) and certain estates and trusts are subject to an additional 3.8% tax on their “net investment income,” which generally includes net income from interest, dividends, annuities, royalties and rents, and net capital gains (other than certain amounts earned from trades or businesses). Corporate U.S. stockholders currently are subject to federal income tax on net capital gain at the maximum 35% rate also applied to ordinary income. Non-corporate stockholders with net capital losses for a year (i.e., capital losses in excess of capital gains) generally may deduct up to $3,000 of such losses against their ordinary income each year; any net capital losses of a non-corporate stockholder in excess of $3,000 generally may be carried forward and used in subsequent years as provided in the Code. Corporate stockholders generally may not deduct any net capital losses for a year, but may carry back such losses for three years or carry forward such losses for five years.

If we are not a publicly offered RIC for any period, a non-corporate stockholder’s allocable portion of our affected expenses, including our management fees, will be treated as an additional distribution to the stockholder and will be deductible by such stockholder only to the extent permitted under the limitations described below. For non-corporate stockholders, including individuals, trusts, and estates, significant limitations generally apply to the deductibility of certain expenses of a non-publicly offered RIC, including advisory fees. In particular, these expenses, referred to as miscellaneous itemized deductions, are deductible to an individual only to the extent they exceed 2% of such a stockholder’s adjusted gross income, and are not deductible for alternative minimum tax purposes. While we anticipate that we will constitute a publicly offered RIC after our first tax year, there can be no assurance that we will in fact so qualify for any of our taxable years.

We have adopted a distribution reinvestment plan through which a stockholder may elect to receive distributions in the form of additional shares of its common stock. See “Distribution Reinvestment Plan.” Any distributions made to a U.S. stockholder that are reinvested under the plan will nevertheless remain taxable to the U.S. stockholder. The U.S. stockholder will have an adjusted tax basis in the additional shares of our common stock purchased through the plan equal to the amount of the reinvested distribution. The additional shares will have a new holding period commencing on the day following the day on which the shares are credited to the U.S. stockholder’s account.

We will report to each of our U.S. stockholders, as promptly as possible after the end of each calendar year, 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 federal tax status of each year’s distributions generally will be reported to the IRS (including the amount of distributions, if any, eligible for the 20% maximum rate). Distributions paid by us generally will not be eligible for the dividends-received deduction or the preferential tax rate applicable to qualifying dividends because our income generally will not consist of dividends. Distributions may also be subject to additional state, local and foreign taxes depending on a U.S. stockholder’s particular situation.

We may be required to withhold federal income tax, or backup withholding, from all 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 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 allowed as a credit against the U.S. stockholder’s federal income tax liability, provided that proper information is provided to the IRS.

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

Distributions of our investment company taxable income to Non-U.S. stockholders (including interest income and realized net short-term capital gains in excess of realized long-term capital losses, which generally would be free of withholding if paid to Non-U.S. stockholders directly) will be subject to withholding of federal 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 an applicable exception applies. If the distributions are effectively connected with a U.S. trade or business of the Non-U.S. stockholder, and, if an income tax treaty applies, attributable to a permanent establishment in the United States, we will not be required to withhold federal tax if the Non-U.S. stockholder complies with applicable certification and disclosure requirements, although the distributions will be subject to federal income tax at the rates applicable to U.S. persons. (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 advisers.)

Under now expired provisions, with respect to certain distributions made to Non-U.S. stockholders in taxable years beginning before January 1, 2014, no withholding would have been required and the distributions generally would not have been subject to federal withholding tax if (i) the distributions were properly reported to our stockholders as “interest-related dividends” or “short-term capital gain dividends,” (ii) the distributions were derived from sources specified in the Code for such dividends and (iii) certain other requirements were satisfied. Although this exception has been previously extended (including with retroactive effect), no assurance can be given as to whether legislation will be enacted to extend the application of this provision to taxable years beginning on or after January 1, 2014. In addition, no assurance can be provided that any significant amount of our distributions would be reported as eligible for this exemption from withholding even if such exemption were extended.

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 of our common stock, will not be subject to federal withholding tax and generally will not be subject to federal income tax unless (i) the distributions or gains, as the case may 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 (ii) unless the Non-U.S. stockholder is a nonresident alien individual and is physically present in the United States for more than 182 days during the taxable year and meets certain other requirements.

If we distribute our net capital gains in the form of deemed rather than actual distributions, a Non-U.S. stockholder will be entitled to a federal income tax credit or tax refund equal to the stockholder’s allocable share of the 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 federal income tax return even if the Non-U.S. stockholder would not otherwise be required to obtain a U.S. taxpayer identification number or file a 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 to a U.S. trade or business may, 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). Accordingly, investment in the shares may not be appropriate for a Non-U.S. stockholder.

Legislation commonly referred to as the “Foreign Account Tax Compliance Act,” or “FATCA,” generally imposes a 30% withholding tax on payments of certain types of income to foreign financial institutions that fail to enter into an agreement with the U.S. Treasury to report certain required information with respect to accounts held by U.S. persons (or held by foreign entities that have U.S. persons as substantial owners). The types of income subject to the tax include U.S. source interest and dividends and will include the gross proceeds from the sale of any property that could produce U.S. source interest or dividends received after December 31, 2016. The information required to be reported includes the identity and taxpayer identification number of each account holder that is a U.S. person and transaction activity within the holder’s account. In addition, subject to certain exceptions, this legislation also imposes a 30% withholding on payments to foreign entities that are not financial institutions unless the foreign entity certifies that it does not have a greater than 10% U.S. owner or provides the withholding agent with identifying information on each greater than 10% U.S. owner. Depending on the status of a Non-U.S. stockholder and the status of the intermediaries through which they hold their shares, Non-U.S. stockholders could be subject to this 30% withholding tax with respect to distributions on their shares and proceeds from the sale of their shares. An intergovernmental agreement between the United States and an applicable foreign country may modify these requirements. Under certain circumstances, a Non-U.S. stockholder might be eligible for refunds or credits of such taxes.

A Non-U.S. stockholder who is a non-resident alien individual, and who is otherwise subject to withholding of federal tax, may be subject to information reporting and backup withholding of federal income tax on dividends unless the Non-U.S. stockholder provides us or the dividend paying agent with an IRS Form W-8BEN or 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.

The tax consequences to a Non-U.S. stockholder entitled to claim the benefits of an applicable tax treaty may differ from those described herein.

Non-U.S. persons should consult their own tax advisers with respect to the U.S. federal income tax and withholding tax, and state, local and foreign tax consequences of an investment in the shares.

If we fail to satisfy the 90% Income Test or the Diversification Tests for any taxable year, we may nevertheless continue to qualify as a RIC for such year if certain relief provisions are applicable (which may, among other things, require us to pay certain corporate-level federal taxes or to dispose of certain assets).

If we were unable to qualify for treatment as a RIC and the foregoing relief provisions are not applicable, we would be subject to tax on all of our taxable income at regular corporate rates, regardless of whether we make any distributions to our stockholders. Distributions would not be required, and any distributions would be taxable to our stockholders as ordinary dividend income that, subject to certain limitations, may be eligible for the 20% maximum rate to the extent of our current and accumulated earnings and profits provided certain holding period and other requirements were met. Subject to certain limitations under the Code, corporate distributees would be eligible for the dividends-received deduction. 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. To requalify as a RIC in a subsequent taxable year, we would be required to satisfy the RIC qualification requirements for that year and dispose of any earnings and profits from any year in which we failed to qualify as a RIC. Subject to a limited exception applicable to RICs that qualified as such under Subchapter M of the Code for at least one year prior to disqualification and that requalify as a RIC no later than the second year following the nonqualifying year, we could be subject to tax on any unrealized net built-in gains in the assets held by us during the period in which we failed to qualify as a RIC that are recognized within the subsequent 10 years (or shorter applicable period), unless we made a special election to pay corporate-level tax on such built-in gain at the time of our requalification as a RIC.

Our securities are held by State Street Bank and Trust Company pursuant to a custody agreement. The principal business address of the custodian is 225 Franklin Street, Boston, Massachusetts 02110. American Stock Transfer & Trust Company, LLC acts as our transfer agent, distribution paying agent and registrar. The principal business address of our transfer agent is 6201 15th Avenue, Brooklyn, New York 11219.

Since we will generally acquire and dispose of our investments in privately negotiated transactions, we will infrequently use broker-dealers in the normal course of our business. Subject to policies established by our Board of Directors, the Adviser will be primarily responsible for the execution of the publicly traded securities portion of our portfolio transactions and the allocation of brokerage commissions. In selecting broker-dealers, the Adviser does business exclusively with those broker-dealers that, in the Adviser’s judgment, can be expected to provide the best service. The service has two main aspects: the execution of buy and sell orders and the provision of research. In negotiating commissions with broker-dealers, the Adviser will pay no more for execution and research services than it considers either, or both together, to be worth. The worth of execution service depends on the ability of the broker-dealer to minimize costs of securities purchased and to maximize prices obtained for securities sold. The worth of research depends on its usefulness in optimizing portfolio composition and its changes over time. Commissions for the combination of execution and research services that meet the Adviser’s standards may be higher than for execution services alone or for services that fall below the Adviser’s standards. The Adviser believes that these arrangements may benefit all clients and not necessarily only the accounts in which the particular investment transactions occur that are so executed. Further, the Adviser will receive only brokerage or research services in connection with securities transactions that are consistent with the “safe harbor” provisions of Section 28(e) of the 1934 Act when paying such higher commissions. Research services may include research on specific industries or companies, macroeconomic analyses, analyses of national and international events and trends, evaluations of thinly traded securities, computerized trading screening techniques and securities ranking services, and general research services. Research received from brokers or dealers is supplemental to the Adviser’s own research program.

The statement of assets and liabilities of Credit Suisse Corporate Credit Solutions, LLC (a development stage company) as of August 29, 2014 has been included herein and in the registration statement in reliance upon the report of KPMG LLP, an independent registered public accounting firm, appearing elsewhere herein, and upon the authority of said firm as experts in auditing and accounting.

Certain legal matters regarding the shares of common stock offered hereby have been passed upon for us by Sutherland Asbill & Brennan LLP.

We have filed with the SEC a registration statement on Form N-2, together with all amendments and related exhibits, under the Securities Act, with respect to our shares of common stock offered by this prospectus. The registration statement contains additional information about us and our shares of common stock being offered by this prospectus. Any stockholder or its designated representative is permitted access to our records to which it is entitled under applicable law at all reasonable times, and may inspect and copy any of them for a reasonable charge. Please see our charter and bylaws for additional information regarding stockholders’ right to access our records.

We are required to 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. You may inspect and copy these reports, proxy statements and other information, as well as the registration statement and related exhibits and schedules, at the Public Reference Room of the SEC at 100 F Street, N.E., Washington, D.C. 20549. You may obtain information on the operation of the Public Reference Room by calling the SEC at1-800-SEC-0330. The SEC

maintains an Internet site that contains reports, proxy and information statements and other information filed electronically by us with the SEC, which are available on the SEC’s website at http://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, or by writing the SEC’s Public Reference Section, 100 F Street, N.E., Washington, D.C. 20549.

We collect nonpublic personal information about our stockholders in the ordinary course of establishing and servicing their accounts. Nonpublic personal information means personally identifiable financial information that is not publicly available and any list, description, or other grouping of stockholders that is derived using such information. For example, it includes a stockholder’s address, social security number, account balance, income, investment activity, and bank account information. We collect this information from the following sources:

We do not disclose nonpublic personal information about you or your account(s) to anyone without your consent other than to:

If you decide to close your account(s), we will continue to adhere to the practices described in this notice.

If you invest in our common stock through a financial intermediary, such as a broker-dealer, bank or trust company, the privacy policy of your financial intermediary will govern how your nonpublic personal information will be shared with other parties.

We maintain physical, electronic, and procedural safeguards to protect your nonpublic personal information.

The following financial statements of Credit Suisse Corporate Credit Solutions, LLC are included in this prospectus.

We have audited the accompanying statement of assets and liabilities of Credit Suisse Corporate Credit Solutions, LLC (a development stage company) (the Company) as of August 29, 2014 (the financial statement). This financial statement is the responsibility of the Company’s management. Our responsibility is to express an opinion on this financial statement based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statement. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statement referred to above presents fairly, in all material respects, the financial position of Credit Suisse Corporate Credit Solutions, LLC (a development stage company) as of August 29, 2014, in conformity with U.S. generally accepted accounting principles.

Credit Suisse Corporate Credit Solutions, LLC, or (the “Company”), is a Delaware Limited Liability Company formed on August 5, 2014. The Company was formed primarily to lend to, and selectively invest in, middle-market companies in the United States. As of August 29, 2014, there have been no operations other than the sale and issuance of 10 shares of common stock at an aggregate purchase price of $10 per share to DLJ MB II, LLC. On August 20, 2014, Credit Suisse Asset Management, LLC (“CSAM”), an affiliate of Credit Suisse, was approved by the Board of Directors of the Company (the “Board”) to serve as adviser to the Company. CSAM is a registered investment adviser with the Securities and Exchange Commission (the “SEC”).

The Company is a development stage company as defined by ASC 915-10-05, “Development Stage Entity”. The Company is still devoting substantially all of its efforts to establishing the business and its planned principal operations have not commenced.

The Statement of Assets and Liabilities has been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”)

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. Such estimates could differ from those estimates and such differences could be material.

Cash and cash equivalents consist of demand deposits and highly liquid investments (e.g. money market funds, U.S. treasury notes) with original maturities of three months or less. Cash and cash equivalents are carried at cost which approximates fair value. The Company places its cash and cash equivalents with financial institutions.

The Company intends to file an election in January 2015 to be treated as a Business Development Company under the Investment Company Act of 1940, as amended. The Company also intends to elect to be treated as a Registered Investment Company (RIC) under Subchapter M of the Internal Revenue Code of 1986, as amended for the taxable year ending December 31, 2015. So long as the Company maintains its status as a RIC, it generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to our stockholders as dividends. Rather, any tax liability related to income earned by CSAM represents obligations of the Company’s investors and will not be reflected in the financial statements of the Company.

In June 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-10, which eliminated certain financial reporting requirements of companies previously identified as “Development Stage Entities” (Topic 915). The amendments in this ASU simplify accounting guidance by removing all incremental financial reporting requirements for development stage entities. The amendments also reduces data maintenance and, for those entities subject to audit, audit costs by eliminating the requirement for development stage entities to present inception-to-date information in the statements of income, cash flows, and shareholder equity. Early application of each of the amendments is permitted for any annual reporting period or interim period for which the entity’s financial statements have not been issued (public business entities) or made available for issuance (other entities). Upon adoption, entities will no longer present or disclose any information required by Topic 915. For public business entities, those amendments are effective for annual reporting periods beginning after December 15, 2014, and interim periods therein. The Company will be adopting this standard in future filings.

Management does not believe that any other issued, but not yet effective accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statement.

Note 3 - Organization Costs, Offering Costs and Transactions with Affiliates

Initial organizational and operating costs will be borne by the Company up to a maximum amount of $1.5 million upon receipt of a formal commitment of external capital. Any initial organizational and operating costs in excess of $1.5 million will be borne by the CSAM. In the event receipt of a formal commitment of external capital does not occur, initial organizational and operating costs incurred will be borne by the CSAM. As there has been no formal commitment of external capital as of the date of issuance of this Statement of Assets and Liabilities, no such costs have been recorded by the Company.

At the organization meeting held on August 20, 2014 the Board approved the following affiliated transactions –

Certain officers and a director of the Company are also officers and a director of the CSAM, CSLF and CSAC. These officers and director are paid no fees by the Company for serving as an officer or director of the Company.

Credit Suisse Asset Management, LLC (“Credit Suisse”) is a fiduciary that owes each of its clients duties of care and loyalty with respect to proxy voting. The duty of care requires Credit Suisse to monitor corporate events and to vote proxies. To satisfy its duty of loyalty, Credit Suisse must cast proxy votes in the best interests of each of its clients.

The Credit Suisse Funds, and Credit Suisse Closed-End Funds (the “Funds”), which have engaged Credit Suisse Asset Management, LLC as their investment adviser, are of the belief that the proxy voting process is a means of addressing corporate governance issues and encouraging corporate actions both of which can enhance shareholder value.

The Proxy Voting Policy (the “Policy”) set forth below is designed to ensure that proxies are voted in the best interests of Credit Suisse’s clients. The Policy addresses particular issues and gives a general indication of how Credit Suisse will vote proxies. The Policy is not exhaustive and does not include all potential issues.

The Proxy Voting Committee will consist of a member of the Portfolio Management Department, a member of the Legal and Compliance Department, and a member of the Operations Department (or their designees). The purpose of the Proxy Voting Committee is to administer the voting of all clients’ proxies in accordance with the Policy. The Proxy Voting Committee will review the Policy annually to ensure that it is designed to promote the best interests of Credit Suisse’s clients.

For the reasons disclosed below under “Conflicts,” the Proxy Voting Committee has engaged the services of an independent third party (initially, Risk Metrics Group’s ISS Governance Services Unit (“ISS”)) to assist in issue analysis and vote recommendation for proxy proposals. Proxy proposals addressed by the Policy will be voted in accordance with the Policy. Proxy proposals addressed by the Policy that require a case-by-case analysis will be voted in accordance with the vote recommendation of ISS. Proxy proposals not addressed by the Policy will also be voted in accordance with the vote recommendation of ISS. To the extent that the Proxy Voting Committee proposes to deviate from the Policy or the ISS vote recommendation, the Committee shall obtain client consent as described below.

Credit Suisse investment professionals may submit a written recommendation to the Proxy Voting Committee to vote in a manner inconsistent with the Policy and/or the recommendation of ISS. Such recommendation will set forth its basis and rationale. In addition, the investment professional must confirm in writing that he/she is not aware of any conflicts of interest concerning the proxy matter or provide a full and complete description of the conflict.

Credit Suisse is the part of the asset management business of Credit Suisse, one of the world’s leading banks. As part of a global, full service investment-bank, broker-dealer, and wealth-management organization, Credit

Suisse and its affiliates and personnel may have multiple advisory, transactional, financial, and other interests in securities, instruments, and companies that may be purchased or sold by Credit Suisse for its clients’ accounts. The interests of Credit Suisse and/or its affiliates and personnel may conflict with the interests of Credit Suisse’s clients in connection with any proxy issue. In addition, Credit Suisse may not be able to identify all of the conflicts of interest relating to any proxy matter.

In each and every instance in which the Proxy Voting Committee favors voting in a manner that is inconsistent with the Policy or the vote recommendation of ISS (including proxy proposals addressed and not addressed by the Policy), it shall disclose to the client conflicts of interest information and obtain client consent to vote. Where the client is a Fund, disclosure shall be made to any one director who is not an “interested person,” as that term is defined under the Investment Company Act of 1940, as amended, of the Fund.

Credit Suisse is required to maintain in an easily accessible place for six years all records relating to proxy voting.

Credit Suisse reserves the right to maintain certain required proxy records with ISS in accordance with all applicable regulations.

Credit Suisse will describe the Policy to each client. Upon request, Credit Suisse will provide any client with a copy of the Policy. Credit Suisse will also disclose to its clients how they can obtain information on their proxy votes.

ISS will capture data necessary for Funds to file Form N-PX on an annual basis concerning their proxy voting record in accordance with applicable law.

The Proxy Voting Committee will administer the voting of all client proxies. Credit Suisse has engaged ISS as an independent third party proxy voting service to assist in the voting of client proxies. ISS will coordinate with each client’s custodian to ensure that proxy materials reviewed by the custodians are processed in a timely fashion. ISS will provide Credit Suisse with an analysis of proxy issues and a vote recommendation for proxy proposals. ISS will refer proxies to the Proxy Voting Committee for instructions when the application of the Policy is not clear. The Proxy Voting Committee will notify ISS of any changes to the Policy or deviating thereof.

Proposals to provide management with the authority to adjourn an annual or special meeting will be determined on a case-by-case basis.

Proposals to reduce quorum requirements for shareholder meetings below a majority of the shares outstanding will be determined on a case-by-case basis.

Generally vote for management proposals to change the date/time/location of the annual meeting unless the proposed change is unreasonable. Generally vote against shareholder proposals to change the date/time/location of the annual meeting unless the current scheduling or location is unreasonable.

Generally vote for proposals to ratify auditors unless: (1) an auditor has a financial interest in or association with the company, and is therefore not independent; (2) fees for non-audit services are excessive, or (3) there is reason to believe that the independent auditor has rendered an opinion, which is neither accurate nor indicative of the company’s financial position. Generally vote on a case-by-case basis on shareholder proposals asking companies to prohibit their auditors from engaging in non-audit services (or capping the level of non-audit services). Generally vote on a case-by-case basis on auditor rotation proposals taking into consideration: (1) tenure of audit firm; (2) establishment and disclosure of a renewal process whereby the auditor is regularly evaluated for both audit quality and competitive price; (3) length of the rotation period advocated in the proposal; and (4) significant audit related issues.

Generally votes on director nominees on a case-by-case basis. Votes may be withheld: (1) from directors who attended less than 75% of the board and committee meetings without a valid reason for the absences; (2) implemented or renewed a dead-hand poison pill; (3) ignored a shareholder proposal that was approved by a majority of the votes cast for two consecutive years; (4) ignored a shareholder proposal approved by a majority of the shares outstanding; (5) have failed to act on takeover offers where the majority of the shareholders have tendered their shares; (6) are inside directors or affiliated outside directors and sit on the audit, compensation, or nominating committee; (7) are inside directors or affiliated outside directors and the full board serves as the audit, compensation, or nominating committee or the company does not have one of these committees; or (8) are audit committee members and the non-audit fees paid to the auditor are excessive

Proposals to eliminate cumulative voting will be determined on a case-by-case basis. Proposals to restore or provide for cumulative voting in the absence of sufficient good governance provisions and/or poor relative shareholder returns will be determined on a case-by-case basis.

Proposals on director and officer indemnification and liability protection generally evaluated on a case-by-case basis. Generally vote against proposals that would: (1) eliminate entirely directors’ and officers’ liability for monetary damages for violating the duty of care; or (2) expand coverage beyond just legal expenses to acts, such as negligence, that are more serious violations of fiduciary obligation than mere carelessness. Generally vote for only those proposals providing such expanded coverage in cases when a director’s or officer’s legal defense was unsuccessful if: (1) the director was found to have acted in good faith and in a manner that he reasonably believed was in the best interests of the company, and (2) only if the director’s legal expenses would be covered.

Generally vote against proposals that provide that directors may be removed only for cause. Generally vote for proposals to restore shareholder ability to remove directors with or without cause. Proposals that provide that only continuing directors may elect replacements to fill board vacancies will be determined on a case-by-case basis. Generally vote for proposals that permit shareholders to elect directors to fill board vacancies.

Generally vote for shareholder proposals requiring the position of chairman be filled by an independent director unless there are compelling reasons to recommend against the proposal, including: (1) designated lead director, elected by and from the independent board members with clearly delineated duties; (2) 2/3 independent board; (3) all independent key committees; or (4) established governance guidelines.

Generally vote for shareholder proposals requiring that the board consist of a majority or substantial majority (two-thirds) of independent directors unless the board composition already meets the adequate threshold. Generally vote for shareholder proposals requiring the board audit, compensation, and/or nominating committees be composed exclusively of independent directors if they currently do not meet that standard. Generally withhold votes from insiders and affiliated outsiders sitting on the audit, compensation, or nominating committees. Generally withhold votes from insiders and affiliated outsiders on boards that are lacking any of these three panels. Generally withhold votes from insiders and affiliated outsiders on boards that are not at least majority independent.

Generally vote against shareholder proposals to limit the tenure of outside directors.

Votes in a contested election of directors should be decided on a case-by-case basis, with shareholders determining which directors are best suited to add value for shareholders. The major decision factors are: (1) company performance relative to its peers; (2) strategy of the incumbents versus the dissidents; (3) independence of directors/nominees; (4) experience and skills of board candidates; (5) governance profile of the company; (6) evidence of management entrenchment; (7) responsiveness to shareholders; or (8) whether takeover offer has been rebuffed.

Proposals giving the board exclusive authority to amend the bylaws will be determined on a case-by-case basis. Proposals giving the board the ability to amend the bylaws in addition to shareholders will be determined on a case-by-case basis.

Generally vote for shareholder proposals requesting that corporations adopt confidential voting, use independent vote tabulators and use independent inspectors of election, as long as the proposal includes a provision for proxy contests as follows: In the case of a contested election, management should be permitted to request that the dissident group honor its confidential voting policy. If the dissidents agree, the policy may remain in place. If the dissidents will not agree, the confidential voting policy may be waived. Generally vote for management proposals to adopt confidential voting.

Proposals giving the board exclusive authority to amend the bylaws will be determined on a case-by-case basis. Generally vote for proposals giving the board the ability to amend the bylaws in addition to shareholders.

Generally vote for shareholder proposals requesting that the company submit its poison pill to a shareholder vote or redeem it. Votes regarding management proposals to ratify a poison pill should be determined on a case-by-case basis. Plans should embody the following attributes: (1) 20% or higher flip-in or flip-over; (2) two to three year sunset provision; (3) no dead-hand or no-hand features; or (4) shareholder redemption feature

Generally vote against proposals to restrict or prohibit shareholders’ ability to take action by written consent. Generally vote for proposals to allow or make easier shareholder action by written consent.

Proposals to restrict or prohibit shareholders’ ability to call special meetings or that remove restrictions on the right of shareholders to act independently of management will be determined on a case-by-case basis.

Proposals to require a supermajority shareholder vote will be determined on a case-by-case basis Proposals to lower supermajority vote requirements will be determined on a case-by-case basis.

Generally vote for proposals to restore, or provide shareholders with, rights of appraisal.

Generally vote case-by-case on asset purchase proposals, taking into account: (1) purchase price, including earnout and contingent payments; (2) fairness opinion; (3) financial and strategic benefits; (4) how the deal was negotiated; (5) conflicts of interest; (6) other alternatives for the business; or (7) noncompletion risk (company’s going concern prospects, possible bankruptcy).

Votes on asset sales should be determined on a case-by-case basis after considering: (1) impact on the balance sheet/working capital; (2) potential elimination of diseconomies; (3) anticipated financial and operating benefits; (4) anticipated use of funds; (5) value received for the asset; fairness opinion (if any); (6) how the deal was negotiated; or (6) Conflicts of interest

Votes on proposals regarding conversion of securities are determined on a case-by-case basis. When evaluating these proposals, should review (1) dilution to existing shareholders’ position; (2) conversion price relative to market value; (3) financial issues: company’s financial situation and degree of need for capital; effect of the transaction on the company’s cost of capital; (4) control issues: change in management; change in control; standstill provisions and voting agreements; guaranteed contractual board and committee seats for investor; veto power over certain corporate actions; (5) termination penalties; (6) conflict of interest: arm’s length transactions, managerial incentives. Generally vote for the conversion if it is expected that the company will be subject to onerous penalties or will be forced to file for bankruptcy if the transaction is not approved.

Votes on proposals to increase common and/or preferred shares and to issue shares as part of a debt restructuring plan are determined on a case-by-case basis, after evaluating: (1) dilution to existing shareholders’ position; (2) terms of the offer; (3) financial issues; (4) management’s efforts to pursue other alternatives; (5) control issues; (6) conflict of interest. Generally vote for the debt restructuring if it is expected that the company will file for bankruptcy if the transaction is not approved.

Votes on proposals regarding the formation of a holding company should be determined on a case-by-case basis taking into consideration: (1) the reasons for the change; (2) any financial or tax benefits; (3) regulatory benefits; (4) increases in capital structure; (5) changes to the articles of incorporation or bylaws of the company. Absent compelling financial reasons to recommend the transaction, generally vote against the formation of a holding company if the transaction would include either of the following: (1) increases in common or preferred stock in excess of the allowable maximum as calculated a model capital structure; (2) adverse changes in shareholder rights; (3) going private transactions; (4) votes going private transactions on a case-by-case basis, taking into account: (a) offer price/premium; (b) fairness opinion; (c) how the deal was negotiated; (d) conflicts of interest; (e) other alternatives/offers considered; (f) noncompletion risk.

Vote on a case-by-case basis on proposals to form joint ventures, taking into account: (1) percentage of assets/business contributed; (2) percentage ownership; (3) financial and strategic benefits; (4) governance structure; (5) conflicts of interest; (6) other alternatives; (7) noncompletion risk; (8) liquidations. Votes on liquidations should be determined on a case-by-case basis after reviewing: (1) management’s efforts to pursue other alternatives such as mergers; (2) appraisal value of the assets (including any fairness opinions); (3) compensation plan for executives managing the liquidation. Generally vote for the liquidation if the company will file for bankruptcy if the proposal is not approved.

Votes on mergers and acquisitions should be considered on a case-by-case basis, determining whether the transaction enhances shareholder value by giving consideration to: (1) prospects of the combined companies; (2) anticipated financial and operating benefits; (3) offer price; (4) fairness opinion; (5) how the deal was negotiated; (6) changes in corporate governance and their impact on shareholder rights; (7) change in the capital structure; (8) conflicts of interest.

Votes on proposals regarding private placements should be determined on a case-by-case basis. When evaluating these proposals, should review: (1) dilution to existing shareholders’ position; (2) terms of the offer; (3) financial issues; (4) management’s efforts to pursue alternatives such as mergers; (5) control issues; (6) conflict of interest. Generally vote for the private placement if it is expected that the company will file for bankruptcy if the transaction is not approved.

Votes case-by-case on recapitalizations (reclassifications of securities), taking into account: (1) more simplified capital structure; (2) enhanced liquidity; (3) fairness of conversion terms, including fairness opinion; (4) impact on voting power and dividends; (5) reasons for the reclassification; (6) conflicts of interest; (7) other alternatives considered.

Generally vote for management proposals to implement a reverse stock split when the number of authorized shares will be proportionately reduced. Generally vote for management proposals to implement a reverse stock split to avoid delisting. Votes on proposals to implement a reverse stock split that do not proportionately reduce the number of shares authorized for issue should be determined on a case-by-case basis.

Votes on spinoffs should be considered on a case-by-case basis depending on: (1) tax and regulatory advantages; (2) planned use of the sale proceeds; (3) valuation of spinoff; fairness opinion; (3) benefits that

the spinoff may have on the parent company including improved market focus; (4) conflicts of interest; managerial incentives; (5) any changes in corporate governance and their impact on shareholder rights; (6) change in the capital structure

Vote case-by-case on shareholder proposals seeking to maximize shareholder value.

Generally vote for management proposals to reduce the par value of common stock unless the action is being taken to facilitate an antitakeover device or some other negative corporate governance action. Generally vote for management proposals to eliminate par value.

Votes on proposals to increase the number of shares of common stock authorized for issuance are determined on a case-by-case basis. Generally vote against proposals at companies with dual-class capital structures to increase the number of authorized shares of the class of stock that has superior voting rights. Generally vote for proposals to approve increases beyond the allowable increase when a company’s shares are in danger of being delisted or if a company’s ability to continue to operate as a going concern is uncertain.

Generally vote against proposals to create a new class of common stock with superior voting rights. Generally vote for proposals to create a new class of nonvoting or subvoting common stock if: (1) it is intended for financing purposes with minimal or no dilution to current shareholders; (2) it is not designed to preserve the voting power of an insider or significant shareholder.

Generally vote against proposals that increase authorized common stock for the explicit purpose of implementing a shareholder rights plan.

Votes regarding shareholder proposals seeking preemptive rights should be determined on a case-by-case basis after evaluating: (1) the size of the company; (2) the shareholder base; (3) the liquidity of the stock

Generally vote against proposals authorizing the creation of new classes of preferred stock with unspecified voting, conversion, dividend distribution, and other rights (“blank check” preferred stock). Generally vote for proposals to create “declawed” blank check preferred stock (stock that cannot be used as a takeover defense). Generally vote for proposals to authorize preferred stock in cases where the company specifies the voting, dividend, conversion, and other rights of such stock and the terms of the preferred stock appear reasonable. Generally vote against proposals to increase the number of blank check preferred stock authorized for issuance when no shares have been issued or reserved for a specific purpose. Generally vote case-by-case on proposals to increase the number of blank check preferred shares after analyzing the number of preferred shares available for issue given a company’s industry and performance in terms of shareholder returns.

Vote case-by-case on recapitalizations (reclassifications of securities), taking into account: (1) more simplified capital structure; (2) enhanced liquidity; (3) fairness of conversion terms, including fairness opinion; (4) impact on voting power and dividends; (5) reasons for the reclassification; (6) conflicts of interest; (7) other alternatives considered.

Generally vote for management proposals to institute open-market share repurchase plans in which all shareholders may participate on equal terms.

Generally vote for management proposals to increase the common share authorization for a stock split or share dividend, provided that the increase in authorized shares would not result in an excessive number of shares available for issuance.

Votes on the creation of tracking stock are determined on a case-by-case basis, weighing the strategic value of the transaction against such factors as: (1) adverse governance changes; (2) excessive increases in authorized capital stock; (3) unfair method of distribution; (4) diminution of voting rights; (5) adverse conversion features; (6) negative impact on stock option plans; (7) other alternatives such as a spinoff.

Votes on compensation plans for directors are determined on a case-by-case basis.

Votes for plans which provide participants with the option of taking all or a portion of their cash compensation in the form of stock are determined on a case-by-case basis. Generally vote for plans which provide a dollar-for-dollar cash for stock exchange. Votes for plans which do not provide a dollar-for-dollar cash for stock exchange should be determined on a case-by-case basis.

Generally vote against retirement plans for nonemployee directors. Generally vote for shareholder proposals to eliminate retirement plans for nonemployee directors.

Votes on management proposals seeking approval to reprice options are evaluated on a case-by-case basis giving consideration to the following: (1) historic trading patterns; (2) rationale for the repricing; (3) value-for-value exchange; (4) option vesting; (5) term of the option; (6) exercise price; (7) participants; (8) employee stock purchase plans. Votes on employee stock purchase plans should be determined on a case-by-case basis. Generally vote for employee stock purchase plans where: (1) purchase price is at least 85 percent

of fair market value; (2) offering period is 27 months or less, and (3) potential voting power dilution (VPD) is ten percent or less. Generally vote against employee stock purchase plans where either: (1) purchase price is less than 85 percent of fair market value; (2) Offering period is greater than 27 months, or (3) VPD is greater than ten percent

Generally vote for proposals that simply amend shareholder-approved compensation plans to include administrative features or place a cap on the annual grants any one participant may receive. Generally vote for proposals to add performance goals to existing compensation plans. Votes to amend existing plans to increase shares reserved and to qualify for favorable tax treatment considered on a case-by-case basis. Generally vote for cash or cash and stock bonus plans that are submitted to shareholders for the purpose of exempting compensation from taxes if no increase in shares is requested.

Generally vote for proposals to implement an ESOP or increase authorized shares for existing ESOPs, unless the number of shares allocated to the ESOP is excessive (more than five percent of outstanding shares.)

Generally vote for shareholder proposals seeking additional disclosure of executive and director pay information, provided the information requested is relevant to shareholders’ needs, would not put the company at a competitive disadvantage relative to its industry, and is not unduly burdensome to the company. Generally vote against shareholder proposals seeking to set absolute levels on compensation or otherwise dictate the amount or form of compensation. Generally vote against shareholder proposals requiring director fees be paid in stock only. Generally vote for shareholder proposals to put option repricings to a shareholder vote. Vote for shareholders proposals to exclude pension fund income in the calculation of earnings used in determining executive bonuses/compensation. Vote on a case-by-case basis for all other shareholder proposals regarding executive and director pay, taking into account company performance, pay level versus peers, pay level versus industry, and long term corporate outlook.

Generally vote for shareholder proposals advocating the use of performance-based equity awards (indexed, premium-priced, and performance-vested options), unless: (1) the proposal is overly restrictive; or (2) the company demonstrates that it is using a substantial portion of performance-based awards for its top executives.

Generally vote for shareholder proposals asking the company to expense stock options unless the company has already publicly committed to start expensing by a specific date.

Generally vote for shareholder proposals to require golden and tin parachutes to be submitted for shareholder ratification, unless the proposal requires shareholder approval prior to entering into employment contracts. Vote on a case-by-case basis on proposals to ratify or cancel golden or tin parachutes.

You should rely only on the information contained in this prospectus. No dealer, salesperson or other person is authorized to make any representations other than those contained in the prospectus and supplemental literature authorized by Credit Suisse Corporate Credit Solutions, Inc. and referred to in this prospectus, and, if given or made, such information and representations must not be relied upon. This prospectus is not an offer to sell nor is it seeking an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. The information contained in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or any sale of these securities. You should not assume that the delivery of this prospectus or that any sale made pursuant to this prospectus implies that the information contained in this prospectus will remain fully accurate and correct as of any time subsequent to the date of this prospectus.

Until , 2014 (90 days after the date of this prospectus), all dealers that effect transactions in these securities, whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to the dealer’s obligation to deliver a prospectus when acting as soliciting dealers with respect to their unsold allotments or subscriptions.

The following combined Statement of Assets and Liabilities of Credit Suisse Corporate Credit Solutions,LLC are included in Part A of this Registration Statement.

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

See “Management of the Company,” “Certain Relationships and Related Party Transactions” and “Control Persons and Principal Holders of Securities” in the Prospectus contained herein.

The following table sets forth the number of record holders of the Registrant’s common stock at September 24, 2014.

The information contained under the heading “Description of our Capital Stock” is incorporated herein by reference.

Insofar as indemnification for liabilities arising under the Securities Act of 1933, as amended (the “Securities Act”) may be permitted to directors, officers and controlling persons of the Registrant pursuant to the provisions described above, or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission 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 in the successful defense of an action suit or proceeding) is asserted by a 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 again public policy as expressed in the Act and will be governed by the final adjudication of such issue.

The Registrant carries liability insurance for the benefit of its directors and officers (other than with respect to claims resulting from the willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his or her office) on a claims-made basis.

The Investment Advisory Agreement provides that the Adviser (and any of its affiliates, directors, officers, members, employees, agents, or representatives) shall not be liable to us for any action taken or omitted to be taken by the Adviser in connection with the performance of any of its duties or obligations under the Investment Advisory Agreement or otherwise as an investment adviser of us, except to the extent specified in Section 36(b) of the 1940 Act concerning loss resulting from a breach of fiduciary duty (as the same is finally determined by judicial proceedings) with respect to the receipt of compensation for services, and we shall indemnify, defend and protect the Adviser (and its affiliates, directors, officers, members, employees, agents, and representatives, each of whom shall be deemed a third party beneficiary hereof) (collectively, the “Indemnified Parties”) and hold them harmless from and against all damages, liabilities, costs and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) incurred by the Indemnified Parties in or by reason of any pending, threatened or completed action, suit, investigation or other proceeding (including an action or suit by or in the right of us or our security holders) arising out of or otherwise based upon the performance of any of the Adviser’s duties or obligations under the Investment Advisory Agreement or otherwise as our investment adviser. Notwithstanding the preceding sentence, nothing contained in the Investment Advisory Agreement shall protect or be deemed to protect the Indemnified Parties against or entitle or be deemed to entitle the Indemnified Parties to indemnification in respect of, any liability to us or our security holders to which the Indemnified Parties would otherwise be subject by reason of willful misfeasance, bad faith or gross negligence in the performance of the Adviser’s duties, by reason of the reckless disregard of the Adviser’s duties and obligations under the Investment Advisory Agreement (as the same shall be determined in accordance with the 1940 Act) or by reason of a material and knowing violation of United States securities laws.

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 “The Adviser.” Additional information regarding the Adviser and its officers and directors is set forth in its Form ADV, as filed with the Securities and Exchange Commission (SEC File No. 801-37170), and is incorporated herein by reference.

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

(1) to suspend the offering of shares until the prospectus is amended if (i) subsequent to the effective date of this registration statement, its net asset value declines more than ten percent from its net asset value as of the effective date of this registration statement, or (ii) its net asset value increases to an amount greater than its net proceeds as stated in the prospectus;

(2) 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 the 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 the registration statement; and

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

(3) that, for the purpose of determining any liability under the Securities Act, each such post-effective amendment 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;

(4) 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; and

(5) that, for the purpose of determining liability under the Securities Act to any purchaser, if the Registrant is subject to Rule 430C [17 CFR 230.430C]: Each prospectus filed pursuant to Rule 497(b), (c), (d) or (e) under the Securities Act [17 CFR 230.497(b), (c), (d) or (e)] as part of a registration statement relating to an offering, other than prospectuses filed in reliance on Rule 430A under the Securities Act [17 CFR 230.430A], 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; and

(6) that for the purpose of determining liability of the Registrant under the Securities Act to any purchaser in the initial distribution of securities. The undersigned Registrant undertakes that in an offering of securities of the undersigned Registrant 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, the undersigned Registrant will be a seller to the purchaser and will be considered to offer or sell such securities to the purchaser.

(i) any preliminary prospectus or prospectus of the undersigned Registrant relating to the offering required to be filed pursuant to Rule 497 under the Securities Act [17 CFR 230.497];

(ii) the portion of any advertisement pursuant to Rule 482 under the Securities Act [17 CFR 230.482] relating to the offering containing material information about the undersigned Registrant or its securities provided by or on behalf of the undersigned Registrant; and

(iii) any other communication that is an offer in the offering made by the undersigned Registrant to the purchaser.

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, and the State of New York, on the 26^th day of September, 2014.

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities set forth below on the 26^th day of September, 2014. This document may be executed by the signatories hereto on any number of counterparts, all of which constitute one and the same instrument.


Title of Securities Being Registered	Proposed Maximum Aggregate Offering Price	Amount of Registration Fee⁽¹⁾

Common Stock, $0.01 par value per share	$500,000,000	$64,400


	Per Share	Maximum Offering Amount⁽¹⁾

Price to public (initial offering price)⁽²⁾	$ 10.00	$ 500,000,000

Sales load⁽³⁾	–	–

Net proceeds to the Company (before expenses)⁽¹⁾⁽⁴⁾	$10.00	$ 500,000,000


ABOUT THIS PROSPECTUS			i

SUITABILITY STANDARDS			ii

PROSPECTUS SUMMARY			1

FEES AND EXPENSES			16

COMPENSATION OF THE DEALER MANAGER AND THE ADVISER			19

QUESTIONS AND ANSWERS			23

RISK FACTORS			27

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS			52

ESTIMATED USE OF PROCEEDS			53

BUSINESS			55

MANAGEMENT OF THE COMPANY			66

PORTFOLIO COMPANIES			71

PORTFOLIO MANAGEMENT			74

THE ADVISER			75

INVESTMENT ADVISORY AGREEMENT AND FEES			76

ADMINISTRATION AGREEMENTS AND FEES			81

CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS			82

CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES			85

DISTRIBUTIONS			87

DISCUSSION OF EXPECTED OPERATING PLANS			88

DESCRIPTION OF OUR CAPITAL STOCK			95

DETERMINATION OF NET ASSET VALUE			101

SUBSCRIPTION PROCESS			102

PLAN OF DISTRIBUTION			103

BENEFIT PLAN INVESTOR CONSIDERATIONS			105

DISTRIBUTION REINVESTMENT PLAN			108

SHARE LIQUIDITY STRATEGY			110

REGULATION			112

TAX MATTERS			118

CUSTODIAN, TRANSFER AND DISTRIBUTION PAYING AGENT AND REGISTRAR			125

BROKERAGE ALLOCATION AND OTHER PRACTICES			125

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM			125

LEGAL MATTERS			125

AVAILABLE INFORMATION			125

STOCKHOLDER PRIVACY NOTICE			127

INDEX TO FINANCIAL STATEMENTS			F-1


Stockholder transaction expenses
Sales load (as a percentage of offering price)⁽¹⁾	0.00	%
Offering expenses⁽²⁾	0.30	%
Distribution reinvestment plan fees⁽³⁾	–

Total stockholder transaction expenses	0.30	%

Annual expenses (as a percentage of net assets attributable to common shares)⁽⁴⁾
Base management fee⁽⁵⁾⁽⁶⁾	2.19	%
Incentive fees (20% of investment income and capital gains)⁽⁷⁾	2.19	%
Interest payments on borrowed funds⁽⁶⁾	1.39	%

Acquired fund fees and expenses⁽⁸⁾	0.00	%
Other expenses⁽⁹⁾	0.80	%

Total annual expenses	6.57	%


	1 Year		3 Years		5 Years		10 Years
You would pay the following expenses on a $1,000 investment, assuming 5% annual return from realized capital gains:	$	68	$	195	$	318	$	609


Type of Compensation	Determination of Amount	Estimated Amount for Estimated Offering Size (50,000,000 Shares)⁽¹⁾

	Fees to the Dealer Manager

Dealer manager fee	Neither we nor our investors, directly or indirectly, will pay the dealer manager any compensation for distribution services based on the sale of shares in this offering. We will reimburse the dealer manager for certain accrued expenses in connection with this offering. The Adviser will pay the dealer manager a fee of up to 1.5% of the gross proceeds from the sales of our shares in this offering. The Adviser will also pay the dealer manager an annual fee of up to 0.50% of our gross assets. The Fees paid by the Adviser to the dealer manager are not subject to reimbursement by us.	N/A

	Fees to the Adviser
Management Fee⁽²⁾	We will pay a Management Fee on September 30, 2014 at a rate of 1.50% of an amount equal to our average gross assets, excluding cash and cash equivalents but including assets purchased with borrowed amounts, as of September 5, 2014 and September 30, 2014. After September 30, 2014 and until December 31, 2015, the Management Fee will be payable monthly in arrears at an annual rate of 1.50% of our average gross assets, excluding cash and cash equivalents but including assets purchased with borrowed amounts, at the end of our two most recently completed calendar months. Beginning on January 1, 2016 and until such time as our shares are listed on a national securities exchange, the Management Fee will be payable quarterly in arrears at an annual rate of 1.50% of our average gross assets, excluding cash and cash equivalents but including assets purchased with borrowed amounts, at the end of our two most recently completed calendar quarters. After any listing our common stock on a national securities exchange, the Management Fee will be increased to an annual rate of 1.75% of our average gross assets, including cash and cash equivalents and borrowed amounts, at the end of each of the two most recently completed calendar quarters. The Management Fee for any partial month or quarter, as the case may be, will be appropriately prorated and adjusted for any share issuances or repurchases during the relevant calendar months or quarters. For	$5,700,000


	Maximum Offering

	Amount		%
Gross proceeds	$	500,000,000		100	%
Less:
Selling commissions	$	-		0	%
Dealer manager fee	$	-		0	%
Offering expenses¹	$	1,500,000		0.30	%
Net Proceeds/Amount Available for Investments²	$	498,500,000		99.70	%


Name	Year of Birth		Position	Director Since		Expiration of Term
Interested Director:
John G. Popp		1956	Director, Chief Executive Officer and President		2014		2015
Independent Directors:
Enrique R. Arzac		1941	Director		2014		2016
Steven N. Rappaport		1948	Chairman of the Board		2014		2017


Name	Year of Birth	Position
Bruce S. Rosenberg	1961	Chief Financial Officer
Joanne Doldo	1966	Chief Legal Officer
Emidio Morizio	1959	Chief Compliance Officer
Karen Regan	1963	Vice President and Secretary
Rocco DelGuerico	1963	Treasurer


Name of Portfolio Manager		Dollar Range of Equity Securities in the Company ⁽¹⁾⁽²⁾
Jens Ernberg
Thomas Hall


Incentive fee		= 100% x pre-incentive fee net investment income, subject to “catch up”⁽⁴⁾

		= 100% x (1.95%-1.75%) = 0.20%


Incentive fee		= (100% x 0.4375%) + (20% x (2.45% - 2.1875%)

		= 0.4375% + (20% x 0.2625%) = 0.4375% + 0.0525% = 0.49%


	Shares Beneficially Owned

Name	Number			Percentage
Executive Officers:⁽¹⁾⁽²⁾
John G. Popp		—			—

Bruce S. Rosenberg		—			—

Emidio Morizio		—			—

Joanne Doldo		—			—

Karen Regan		—			—

Rocco DelGuercio		—			—

Independent Directors:⁽¹⁾
Enrique R. Arzac		—			—

Steven N. Rappaport		—			—
		—			—	%
All officers and directors as a group (seven persons)

5% or Greater Stockholder:
Credit Suisse Alternative Capital, LLC⁽²⁾⁽³⁾		[	•]		[	•]%


		Dollar Range of Equity Securities Beneficially Owned^(1)(2)(3)
Interested Directors:
John G. Popp		–

Independent Directors:
Enrique R. Arzac		–

Steven N. Rappaport		–


Title of Class	Amount Authorized		Amount Held by the Company or for its Account	Amount Outstanding
Common Stock		198,000,000	—	—
Preferred Stock		2,000,000	—	—


		Page
Report of Independent Registered Public Accounting Firm		F-2
Statement of Assets and Liabilities as of August 29, 2014		F-3
Notes to Statement of Assets and Liabilities		F-4


Assets:

Cash and Cash Equivalents			$ 100


Total Assets			$ 100


Net Assets

Organization Costs and Offering Costs (note 3)

Net Assets Consist of:

Capital Stock, $0.01 par value			$ 1

Paid-in Capital			99


Net Assets applicable to shares outstanding			$ 100


Net Assets Value, per Common Class Shares			$ 10


	Page
STATEMENT OF ASSETS AND LIABILITIES

Report of Independent Registered Public Accounting Firm		F-2
Statement of Assets and Liabilities as of August 29, 2014		F-3
Notes to Financial Statements		F-4



(a)(1)		Certificate of Incorporation of the Registrant*

(a)(2)		Form of Certificate of Amendment and Restatement*

(b)		Form of Bylaws of the Registrant*

(c)		Form of Voting Agreement*

(d)		Form of Subscription Agreement (included in the Prospectus as Appendix A)*

(e)		Distribution Reinvestment Plan*

(g)(1)		Form of Investment Advisory Agreement*

(h)(1)		Form of Dealer Manager Agreement*

(j)		Custodian Agreement*

(k)(1)		Form of Administration Agreement with State Street Bank and Trust Company, dated as of August 21, 2014*

(k)(2)		Form of Co-Administration Agreement with Credit Suisse Asset Management, LLC, dated as of September 5, 2014*

(k)(4)		Purchase and Sale Agreement by and between Registrant and Credit Suisse Loan Funding LLC, dated September 5, 2014*

(k)(5)		Capital Funding Agreement by and between Registrant and Credit Suisse Alternative Capital, LLC, dated September 5, 2014*

(l)		Opinion of Sutherland Asbill & Brennan LLP*

(n)		Consent of KMPG LLP

(r)		Code of Ethics*

(s)		Power of Attorney

*		To be filed by pre-effective amendment.



SEC registration fee	$	64,400

FINRA filing fee		75,500

Accounting fees and expenses		*

Blue Sky expenses

Legal fees and expenses		*

Printing and engraving		*

Transfer agent fees		*

Miscellaneous fees and expenses		*

Total		*


* To be completed by amendment.


Title of Class	Number of Record Holders

Common stock, $0.01 par value		0


By:		/s/ John G. Popp
		Name: John G. Popp
		Title: Chief Executive Officer


Name	Title	Date

/s/ John G. Popp
John G. Popp	Chief Executive Officer and President (Principal Executive Officer)	September 26, 2014

/s/ Bruce S. Rosenberg
Bruce S. Rosenberg	Chief Financial Officer (Principal Financial and Accounting Officer)	September 26, 2014

/s/ Enrique R. Arzac*
Enrique R. Arzac	Director	September 26, 2014

/s/ Steven N. Rappaport*
Steven N. Rappaport	Chairman of the Board	September 26, 2014