Class N Redeemable Common Stock

3 Months Ended

Mar. 31, 2022

Equity [Abstract]

Class N Redeemable Common Stock

Class N Redeemable Common Stock

As of March 31, 2022, we have issued 11,165,872 shares of Class N redeemable common stock to Massachusetts Mutual Life Insurance Company (“MassMutual”) for proceeds of $314.5 million and repurchased 2,388,175 shares of redeemable common stock for $70.0 million. MassMutual has committed to purchase an additional $85.5 million of Class N common stock at our request prior to January 20, 2023.

As of March 31, 2022, we recorded an increase to Class N redeemable common stock and a decrease to additional paid-in capital of $10.0 million to adjust the value of the MassMutual shares to our March 31, 2022 NAV per Class N share. We will limit any adjustment to the carrying amount of the Class N redeemable common stock so as to not reduce the carrying amount below the initial amount reported as Class N redeemable common stock. The change in the redemption value does not affect income available to common stockholders.

We have entered into an exchange rights and registration agreement with MassMutual (the “Registration Rights Agreement”). After September 28, 2025, MassMutual may require us to exchange all or a portion of its Class N shares for any class of shares of our common stock being sold in the Primary Offering and file and maintain an effective registration statement with the SEC (for no longer than three years) registering the offer and sale of the new shares issued in the exchange. MassMutual's rights under the Registration Rights Agreement will terminate when its shares of our common stock have an aggregate NAV of less than $20.0 million.