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Debt
6 Months Ended
Jun. 30, 2023
Debt Disclosure [Abstract]  
Debt

6. Debt

Subscription Facility

On September 1, 2022 (the “Subscription Facility Closing Date”), the Company entered into a revolving credit agreement (the “Subscription Facility”) with Wells Fargo Bank, National Association, as administrative agent (the “Administrative Agent”), letter of credit issuer, lead arranger and as a lender.

As of September 30, 2022, aggregate commitments under the facility were $400 million. Pursuant to an amendment to the Subscription Facility dated as of December 21, 2022 (the “Subscription Facility First Amendment”), the aggregate commitments under the Subscription Facility were increased to $700 million. Pursuant to lender joinder agreements dated January 18, 2023 and January 27, 2023, the aggregate commitments under the Subscription Facility were increased to $800 million and $850 million, respectively. Pursuant to lender joinder agreements dated March 28, 2023, the aggregate commitments under the Subscription Facility were increased to $1.3 billion. Pursuant to a lender joinder agreement dated April 27, 2023, the aggregate commitments under the Subscription Facility were increased to $1.35 billion (the “Maximum Commitment”).

The Subscription Facility will mature upon the earliest of: (i) August 30, 2024 (the “Subscription Facility Stated Maturity”); (ii) the date upon which the Administrative Agent declares the obligations under the Subscription Facility due and payable after the occurrence of an event of default; (iii) forty-five (45) days prior to the date on which the Company’s ability to call capital commitments for purposes of repaying the obligations under the Subscription Facility is terminated; and (iv) the date the Company terminates the commitments pursuant to the Subscription Facility. At the Company’s option, the Subscription Facility Stated Maturity Date may be extended by up to 364 days, subject to satisfaction of customary conditions.

Borrowings under the Subscription Facility bear interest, at our election at the time of drawdown, at a rate per annum equal to (i) in the case of loans denominated in dollars, at our option (a) an adjusted Daily Simple SOFR rate plus 1.95%, (b) an adjusted Term SOFR rate for the applicable interest period plus 1.95% and (c) in the case of reference rate loans, 0.95% plus the greatest of (1) a prime rate, (2) the federal funds rate plus 0.50% and (3) the adjusted Daily Simple SOFR plus 1.00%, (ii) in the case of loans denominated in euros or other alternative currencies (other than sterling), the adjusted Eurocurrency Rate for the applicable interest period plus 1.95% or (iii) in the case of loans denominated in sterling, the adjusted SONIA rate plus 1.95%. SOFR loans are subject to a credit spread adjustment ranging from 0.10% to 0.25% and SONIA loans are subject to a credit spread adjustment of 0.0326%. Loans denominated in dollars may be converted from one rate applicable to dollar denominated loans to another at any time at our election, subject to certain conditions. The Company also will pay an unused commitment fee of 0.25% per annum on the unused commitments.

The Company may borrow amounts in U.S. dollars or certain other permitted currencies. As of June 30, 2023, the Company had outstanding debt denominated in British pounds (GBP) of 10.3 million and Euros (EUR) of 13.4 million on its Subscription Facility, included in the outstanding principal amount in the table above.

The Subscription Facility also provides for the issuance of letters of credit up to an aggregate amount of 10% of the Maximum Commitment. As of June 30, 2023, the Company had no outstanding letters of credit issued through the Subscription Facility. The amount available for borrowing under the Subscription Facility is reduced by any letters of credit issued through the Subscription Facility.

As of June 30, 2023, the Company was in compliance with the terms of the Subscription Facility.

Revolving Credit Facility

On January 19, 2023 (the “Revolving Credit Facility Closing Date”), the Company entered into a senior secured revolving credit agreement (the “Revolving Credit Facility”) with Truist Bank, as administrative agent, JPMorgan Chase Bank, N.A., Royal Bank of Canada, State Street Bank and Trust Company and Wells Fargo Bank, N.A., as joint lead arrangers, and certain other lenders.

The aggregate commitments under the facility were $600 million and included an uncommitted accordion feature that allows the Company, under certain circumstances, to increase the size of the facility up to $1 billion. On February 28, 2023, the aggregate commitments under the facility were upsized to $700 million. On July 27, 2023, the aggregate commitments under the facility were upsized to $725 million. The Revolving Credit Facility will mature on January 19, 2028 (the “Revolving Credit Facility Maturity Date”). The Company may borrow amounts in U.S. dollars or certain other permitted currencies.

Borrowings under the Revolving Credit Facility bear interest, at our election at the time of drawdown, at a rate per annum equal to (i) in the case of loans denominated in dollars, at our option (a) adjusted Term SOFR plus 1.75% or 2.00%, based on certain borrowing base conditions and (b) an alternative base rate plus 1.75% or 2.00%, based on certain borrowing base conditions, (ii) in the case of loans denominated in other permitted currencies at the relevant rate specified plus 1.75% or 2.00%, based on certain borrowing base conditions, plus in the case of amounts denominated in certain other permitted currencies, an adjustment. We also will pay an unused commitment fee of 0.375% per annum on the unused commitments.

The Company may borrow amounts in U.S. dollars or certain other permitted currencies. As of June 30, 2023, the Company had outstanding debt denominated in Euro of (EUR) 4.1 million on its Revolving Credit Facility, included in the outstanding principal amount in the table above.

The Revolving Credit Facility also provides for the issuance of letters of credit up to an aggregate amount of $175 million. As of June 30, 2023, the Company had no outstanding letters of credit issued through the Revolving Credit Facility. The amount available for borrowing under the Revolving Credit Facility is reduced by any letters of credit issued through the Revolving Credit Facility.

In accordance with the 1940 Act, with certain limitations, the Company is allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowing. As of June 30, 2023 and December 31, 2022, the Company's asset coverage was 180.9% and 201.6%, respectively.

Debt obligations consisted of the following as of June 30, 2023 and December 31, 2022:

 

 

 

June 30, 2023

 

 

 

Aggregate
Principal
Amount
Committed

 

 

Outstanding
Principal

 

 

Amount
Available
(1)

 

 

Carrying
Value
(2)

 

Subscription Facility

 

$

1,350,000

 

 

$

635,014

 

 

$

714,986

 

 

$

629,725

 

Revolving Credit Facility

 

 

700,000

 

 

 

485,507

 

 

 

214,493

 

 

 

480,574

 

Total Debt

 

$

2,050,000

 

 

$

1,120,521

 

 

$

929,479

 

 

$

1,110,299

 

 

(1)
The amount available may be subject to limitations related to the borrowing base under the Subscription Facility, Revolving Credit Facility and asset coverage requirements.
(2)
The carrying values of the Subscription Facility and Revolving Credit Facility are presented net deferred financing costs of $5.3 million and $4.9 million, respectively.

 

 

 

December 31, 2022

 

 

 

Aggregate
Principal
Amount
Committed

 

 

Outstanding
Principal

 

 

Amount
Available
(1)

 

 

Carrying
Value
(2)

 

Subscription Facility

 

$

700,000

 

 

$

537,991

 

 

$

162,009

 

 

$

534,080

 

Total Debt

 

$

700,000

 

 

$

537,991

 

 

$

162,009

 

 

$

534,080

 

 

 

(1)
The amount available may be subject to limitations related to the borrowing base under the Subscription Facility and asset coverage requirements.
(2)
The carrying value of the Subscription Facility is presented net deferred financing costs of $3.9 million.

 

For the three months ended June 30, 2023, the components of interest expense were as follows:

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

 

June 30, 2023

 

 

June 30, 2023

 

 

Interest expense

 

$

13,923

 

 

$

21,330

 

 

Commitment fees

 

 

1,088

 

 

 

1,647

 

 

Amortization of deferred financing costs

 

 

1,382

 

 

 

2,268

 

 

Total Interest Expense

 

$

16,393

 

 

$

25,245

 

 

Average debt outstanding (in millions)

 

$

742.1

 

 

$

594.7

 

 

Weighted average interest rate

 

 

7.5

%

 

 

7.2

%