INCOME TAXES

6 Months Ended

Sep. 30, 2023

Income Tax Disclosure [Abstract]

INCOME TAXES

INCOME TAXES

We have elected, and intend to qualify annually, to be treated for U.S. federal income tax purposes as a RIC under Subchapter M of the Code and have a tax year end of December 31. In order to qualify as a RIC, we must annually distribute at least 90% of our investment company taxable income, as defined by the Code, to our shareholders in a timely manner. Investment company income generally includes net short-term capital gains but excludes net long-term capital gains. A RIC is not subject to federal income tax on the portion of its ordinary income and capital gains that is distributed to its shareholders, including “deemed distributions” as discussed below. As part of maintaining RIC tax treatment, undistributed taxable income and capital gain, which is subject to a 4% non-deductible U.S. federal excise tax, pertaining to a given fiscal year may be distributed up to 12 months subsequent to the end of that fiscal year, provided such dividends are declared on or prior to the later of (1) the extended due date of the U.S. federal income tax return for the applicable fiscal year and (2) the fifteenth day of the ninth month following the close of the year in which such taxable income was generated.

As of September 30, 2023, CSWC qualified for RIC tax treatment. We intend to meet the applicable qualifications to be taxed as a RIC in future periods. However, the Company’s ability to meet certain portfolio diversification requirements of RICs in future years may not be controllable by the Company.

The determination of the tax attributes for CSWC’s distributions is made annually, based upon its taxable income for the full year and distributions paid for the full year. Therefore, any determination made on an interim basis is forward-looking based on currently available facts, rules and assumptions and may not be representative of the actual tax attributes of distributions for a full year.

During the quarter ended September 30, 2023, CSWC declared and paid a quarterly dividend in the amount of $24.8 million, or $0.62 per share ($0.56 per share in regular dividends and $0.06 per share in supplemental dividends). During the quarter ended June 30, 2023, CSWC declared and paid a quarterly dividend in the amount of $22.9 million, or $0.59 per share ($0.54 per share in regular dividends and $0.05 per share in supplemental dividends). During the quarter ended March 31, 2023, CSWC declared and paid a quarterly dividend in the amount of $20.9 million, or $0.58 per share ($0.53 per share in regular dividends and $0.05 per share in supplemental dividends).

Ordinary dividend distributions from a RIC do not qualify for the 20% maximum tax rate on dividend income from domestic corporations and qualified foreign corporations, except to the extent that the RIC received the income in the form of qualifying dividends from domestic corporations and qualified foreign corporations. The tax attributes for distributions will generally include both ordinary income and capital gains, but may also include qualified dividends or return of capital.

The following reconciles net increase in net assets resulting from operations to estimated RIC taxable income for the six months ended September 30, 2023 and 2022:

	Six Months Ended September 30,
Reconciliation of RIC Distributable Income1	2023		2022
Net increase in net assets from operations	$	46,436	$	11,968
Net unrealized (appreciation) depreciation on investments	(7,439)		8,599
(Expense/loss) income/gain recognized for tax on pass-through entities	(4,184)		35
(Gain) loss recognized on dispositions	(1,641)		(159)
Capital loss carryover2	16,733		6,622
Net operating income - wholly-owned subsidiary	(2,990)		(1,568)
Dividend income from wholly-owned subsidiary	—		745
Non-deductible tax expense	252		251
Loss on extinguishment of debt	(1,363)		(1,363)
Non-deductible compensation	1,785		1,644
Compensation related book/tax differences	(3,851)		(3,583)
Interest on non-accrual loans	2,999		1,992
Other book/tax differences	2,525		805
Estimated distributable income before deductions for distributions	$	49,262	$	25,988

1The calculation of taxable income for each period is an estimate and will not be finally determined until the Company files its tax return each year. Final taxable income may be different than this estimate.

2At September 30, 2023, the Company had long-term capital loss carryforwards of $46.9 million to offset future capital gains. These capital loss carryforwards are not subject to expiration.

A RIC may elect to retain all or a portion of its net capital gains by designating them as a “deemed distribution” to its shareholders and paying a federal tax on the net capital gains for the benefit of its shareholders. Shareholders then report their share of the retained capital gains on their income tax returns as if it had been received and report a tax credit for tax paid on their behalf by the RIC. Shareholders then add the amount of the “deemed distribution” net of such tax to the basis of their shares.

In addition, the Taxable Subsidiary holds a portion of one or more of our portfolio investments that are listed on the Consolidated Schedule of Investments. The Taxable Subsidiary is consolidated for financial reporting purposes in accordance with U.S. GAAP, so that our consolidated financial statements reflect our investments in the portfolio companies owned by the Taxable Subsidiary. The purpose of the Taxable Subsidiary is to permit us to hold certain interests in portfolio companies that are organized as limited liability companies, or LLCs (or other forms of pass-through entities) and still satisfy the RIC tax requirement that at least 90% of our gross income for U.S. federal income tax purposes must consist of qualifying investment income. Absent the Taxable Subsidiary, a proportionate amount of any gross income of a partnership or LLC (or other pass-through entity) portfolio investment would flow through directly to us. To the extent that our income did not consist of investment income, it could jeopardize our ability to qualify as a RIC and therefore cause us to incur significant amounts of U.S. federal income taxes at corporate rates. Where interests in LLCs (or other pass-through entities) are owned by the Taxable Subsidiary, however, the income from those interests is taxed to the Taxable Subsidiary and does not flow through to us, thereby helping us preserve our RIC tax treatment and resultant tax advantages. The Taxable Subsidiary is not consolidated for U.S. federal income tax purposes and may generate an income tax provision as a result of their ownership of the portfolio companies. The income tax provision, or benefit, and the related tax assets and liabilities, if any, are reflected in our Consolidated Statement of Operations.

As of September 30, 2023, the cost of investments held at the RIC for U.S. federal income tax purposes was $1,304.5 million, with such investments having gross unrealized appreciation of $17.3 million and gross unrealized depreciation of $71.0 million, resulting in net unrealized depreciation of $53.7 million. As of September 30, 2023, the cost of investments held at the Taxable Subsidiary for U.S. federal income tax purposes was $45.1 million, with such investments having gross unrealized appreciation of $62.0 million and gross unrealized depreciation of $4.3 million, resulting in net unrealized appreciation of $57.7 million. On a consolidated basis, the total investment portfolio has net unrealized appreciation of $4.0 million for U.S. federal income tax purposes.

The taxable income, or loss, of the Taxable Subsidiary may differ from book income, or loss, due to temporary book and tax timing differences and permanent differences. This income tax provision, or benefit, if any, and the related tax assets and liabilities, are reflected in our consolidated financial statements. The Taxable Subsidiary records valuation adjustments

related to its investments on a quarterly basis. Deferred taxes related to the unrealized gain/loss on investments are also recorded on a quarterly basis. A valuation allowance is provided against deferred tax assets when it is more likely than not that some portion or all of the deferred tax asset will not be realized. Establishing a valuation allowance of a deferred tax asset requires management to make estimates related to expectations of future taxable income. As of September 30, 2023 and March 31, 2023, the Taxable Subsidiary had a deferred tax liability of $10.4 million and $12.1 million, respectively.

Based on our assessment of our unrecognized tax benefits, management believes that all benefits will be realized and they do not contain any uncertain tax positions.

The following table sets forth the significant components of the deferred tax assets and liabilities as of September 30, 2023 and March 31, 2023 (amounts in thousands):

	September 30, 2023		March 31, 2023
Deferred tax asset:
Net operating loss carryforwards	$	159	$	—
Interest	966		219
Total deferred tax asset	1,125		219
Deferred tax liabilities:
Net unrealized appreciation on investments	(10,350)		(11,413)
Net basis differences in portfolio investments	(1,133)		(923)
Total deferred tax liabilities	(11,483)		(12,336)
Total net deferred tax (liabilities) assets	$	(10,358)	$	(12,117)

The income tax provision, or benefit, and the related tax assets and liabilities, generated by CSWC and the Taxable Subsidiary, if any, are reflected in CSWC’s consolidated financial statements. For the three months ended September 30, 2023, we recognized a net income tax benefit of $0.8 million, principally consisting of a $0.1 million accrual for U.S. federal excise tax and a $0.9 million tax benefit relating to the Taxable Subsidiary. For the six months ended September 30, 2023, we recognized a net income tax benefit of $0.3 million, principally consisting of a $0.3 million accrual for U.S. federal excise tax and a $0.6 million tax benefit relating to the Taxable Subsidiary. For the three months ended September 30, 2022, we recognized a net income tax provision of $0.5 million, principally consisting of a $0.2 million accrual for U.S. federal excise tax and $0.3 million of tax provision relating to the Taxable Subsidiary. For the six months ended September 30, 2022, we recognized a net income tax provision of $0.7 million, principally consisting of a $0.3 million accrual for U.S. federal excise tax and a $0.4 million tax provision relating to the Taxable Subsidiary.

Although we believe our tax returns are correct, the final determination of tax examinations could be different from what was reported on the returns. In our opinion, we have made adequate tax provisions for years subject to examination. Generally, we are currently open to audit under the statute of limitations by the Internal Revenue Service as well as state taxing authorities for the years ended December 31, 2020 through December 31, 2022.