10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2024

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO

Commission File Number 814-01685

Senior Credit Investments, LLC

(Exact name of Registrant as specified in its Charter)

Delaware	92-1313185
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
520 Madison Avenue, 12th Floor New York, New York	10022
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (212) 284-3474

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
None	None	None

Securities registered pursuant to Section 12(g) of the Act:

Common Limited Liability Company Units

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☐
Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

There is currently no established public market for the Registrant’s limited liability company units of beneficial interest (the “units” or the “common units”). As of March 24, 2025, the registrant had 97,607 common units outstanding.

Table of Contents

		Page
PART I
Item 1.	Business	3
Item 1A.	Risk Factors	14
Item 1B.	Unresolved Staff Comments	34
Item 1C.	Cybersecurity	34
Item 2.	Properties	36
Item 3.	Legal Proceedings	36
Item 4.	Mine Safety Disclosures	36
PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	37
Item 6.	Reserved	38
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	39
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	47
Item 8.	Financial Statements and Supplementary Data	48
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	79
Item 9A.	Controls and Procedures	79
Item 9B.	Other Information	79
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	80
PART III
Item 10.	Directors, Executive Officers and Corporate Governance	81
Item 11.	Executive Compensation	83
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	84
Item 13.	Certain Relationships and Related Transactions, and Director Independence	85
Item 14.	Principal Accountant Fees and Services	87
PART IV
Item 15.	Exhibits and Financial Statement Schedules	89
Item 16.	Form 10-K Summary	90

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FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements that involve substantial risks and uncertainties, which can be identified by the use of forward-looking terminology such as “may,” “will,” “should,” “expect,” “anticipate,” “project,” “estimate,” “intend,” “continue” or “believe” or the negatives thereof or other variations thereon or comparable terminology. Statements that contain these words should be read carefully because they discuss Senior Credit Investments, LLC (the “Company,” “we,” “our,” or “us”) plans, strategies, prospects and expectations concerning our business, operating results, financial condition and other similar matters. We believe that it is important to communicate our future expectations to our investors. The forward-looking statements include information in this report regarding general domestic and global economic conditions, our future financing plans, our ability to operate as a business development company (“BDC”) and the expected performance of, and the yield on, debt investments in our portfolio companies (the “Portfolio Companies”), each of which is a borrower or with which we have some other form of investment. There may be events in the future, however, that we are not able to predict accurately or control. The factors listed under “Item 1A. Risk Factors” in this report, as well as any cautionary language in this report, provide examples of risks, uncertainties and events that may cause our actual results to differ materially from the expectations we describe in the forward-looking statements contained in this report. The occurrence of the events described in these risk factors and elsewhere in this report could have a material adverse effect on our business, results of operation and financial position. Factors or events that could cause our actual results to differ from our forward-looking statements may emerge from time to time, and it is not possible for us to predict all of them. Unitholders should not place undue reliance on these forward-looking statements, which apply only as of the date of this report. Moreover, we assume no duty and do not undertake to update the forward-looking statements and projections contained in this report. Unitholders are advised to consult any additional disclosures that we may make directly to our unitholders or through reports that we in the future may file with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

The following factors are among those that may cause actual results to differ materially from our forward-looking statements in this report:

•changes in political, economic or industry conditions, the interest rate environment or conditions affecting the financial and capital markets, including the effects of inflation;

•our future operating results;

•our business prospects and the prospects of our Portfolio Companies;

•the impact of investments that we expect to make;

•the impact of increased competition;

•our contractual arrangements and relationships with third parties;

•the dependence of our future success on the general economy and its impact on the industries in which we invest;

•the ability of our prospective Portfolio Companies to achieve their objectives;

•any bankruptcy, insolvency or restructuring of a Portfolio Company;

•the relative and absolute performance of Jefferies Credit Management LLC (the “Investment Adviser”);

•our actual and future financings and investments;

•our use of financial leverage;

•the potential need for liquidity in the portfolio;

•our ability to make distributions;

•the adequacy of our cash resources and working capital;

•the timing and amount of cash flows, distributions and dividends, if any, from investments in our Portfolio Companies;

•changes in interest rates, including the Secured Overnight Financing Rate (“SOFR”);

•changes to the fair value of our investments;

•the impact of future acquisitions and divestitures at the Portfolio Companies in which we invest;

•the effect of changes in tax laws and regulations and interpretations thereof;

•the tax status of the enterprises in which we may invest;

•our ability to maintain our qualification as a BDC and as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”);

•actual and potential conflicts of interest with the Investment Adviser and its affiliates;

•the ability of the Investment Adviser to attract and retain highly talented professionals;

•the impact on our business from new or amended legislation or regulations;

•the availability of credit and/or our ability to access equity and capital markets;

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•currency fluctuations, particularly to the extent that we receive payments denominated in currency other than U.S. dollars; and

•impact of terrorism and armed conflicts around the world on the global economy (including the war in Ukraine and Russia and conflict in the Middle East).

Summary of Risk Factors

The following is only a summary of the principal risks that may materially adversely affect our business, financial condition results of operations and cash flows. Investing in our securities involves a high degree of risk. The following should be read in conjunction with the more complete discussion of the risk factors we face, which are set forth in the section entitled “Item 1A. Risk Factors” in this report.

Risks Relating to Our Business and Structure

•Senior Credit Investments LLC is a relatively new company and has a limited operating history.

•We are dependent upon management personnel of our Investment Adviser for our success, and our financial condition and results of operations depend on our Investment Adviser’s ability to manage our future growth effectively.

•We operate in a highly competitive market for investment opportunities.

Risks Relating to Our Portfolio Company Investments

•Our investments are risky and speculative.

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

•We will generally not be in a position to exercise control over our Portfolio Companies or to prevent decisions by management of our Portfolio Companies that could decrease the value of our investments.

Risks Related to the Investment Adviser and its Affiliates; Conflicts of Interest

•Our Investment Adviser, its principals, investment professionals and employees and the members of its Investment Committee have certain conflicts of interest.

•Our Investment Adviser will be paid the management fee even if the values of the investments decline, and our Investment Adviser’s incentive fee may create incentives for it to make certain kinds of investments.

•The incentive fee is based on pre-incentive fee net investment income.

Risks Related to Our Operation as a Business Development Company

•Our operation as a BDC imposes numerous constraints on us and significantly reduces our operating flexibility. In addition, if we fail to maintain our status as a BDC, we might be regulated as a closed-end investment company, which would subject us to additional regulatory restrictions.

•Regulations governing our operation as a BDC affect our ability to, and the way in which we raise additional capital. These constraints may hinder our Investment Adviser’s ability to take advantage of attractive investment opportunities and to achieve our investment objective.

•If we do not invest a sufficient portion of our assets in qualifying assets, we could fail to qualify as a BDC or be precluded from investing according to our current business strategy, which would have a material adverse effect on our business, financial condition and results of operations.

Risks Related to Debt Financing

•We borrow money, which may magnify the potential for gain or loss and may increase the risk of investing in us.

•We will be exposed to risks associated with changes in interest rates.

Federal Income Tax Risks

•The Company will be subject to corporate-level U.S. federal income tax on all of its net income if it is unable to maintain regulated investment company (“RIC”) tax treatment under the Code.

•The Company has elected to be treated and intends to operate in a manner so as to qualify each taxable year thereafter, as a RIC under the Code.

•Tax laws are subject to changes which may adversely affect the Company.

Risks Relating to the Offering and to Our Common Units

•Investors in offerings after the initial closing could receive fewer units of common units than anticipated.

•Our common units are subject to significant transfer restrictions, and an investment in our common units generally will be illiquid.

•Investing in our common units involves an above average degree of risk.

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PART I

Item 1. Business.

Senior Credit Investments, LLC is a private, perpetually offered, externally managed, non-diversified, closed-end management investment company, which has elected to be regulated as a BDC under the Investment Company Act of 1940, as amended (the “Investment Company Act”). The Company has elected to be treated, and expects to qualify annually, as a RIC under Subchapter M of the Code.

Our investment objective is to generate both current income and capital appreciation by investing primarily in senior secured loans to U.S. companies in the upper middle market. We generally use the term “upper middle market” to refer to large companies with annual earnings before interest expense, income tax expense, depreciation and amortization, or “EBITDA,” greater than $75 million. However, we may from time to time invest in smaller companies. We focus on companies backed by private equity sponsors and our capital is typically used by companies to support business growth, acquisitions, leveraged buyouts, refinancing or recapitalizations, and other related activity.

We believe companies in the upper middle market exhibit characteristics that benefit investors, such as operational scale, breadth of products and services, customer and supplier diversity, and geographic reach which our investment team evaluates in relation to the historical and expected financial profile of each potential investment. Although we believe that extending credit to upper middle market companies in the United States provides opportunities to earn attractive risk adjusted returns, our investment strategy is intended to generate favorable returns across all credit cycles with an emphasis on preserving capital.

Our origination of new investment opportunities is differentiated by our Investment Adviser’s affiliation with Jefferies Financial Group Inc. (“Jefferies Financial Group”) and its U.S. investment banking subsidiary, Jefferies LLC (“Jefferies”). We believe this affiliation provides our Investment Adviser with access to a substantial flow of investment opportunities that allows our Investment Adviser to be significantly more selective than investment advisers with less access to deal flow. By leveraging relationships with private equity sponsors and corporate clients that have been developed across the Jefferies Finance LLC (“JFIN”) platform, our Investment Adviser is positioned to select a portfolio of upper middle market loans with attractive risk adjusted returns.

Targeted loan investments are typically floating rate instruments that often pay current income on a quarterly basis, and we look to generate return from a combination of ongoing interest income, original issue discount, upfront fees, call protection, prepayments and related fees. In the case of investments acquired in the secondary market, we may also generate return from the purchase discount to par. Our investments generally have stated terms of five to eight years, and the expected average life of our investments is generally three years. Our investments will consist primarily of funded senior secured term loans, though we may invest in unfunded commitments in the form of revolving credit facilities or delayed draw term loan facilities. The targeted size of each investment will vary with the size of our capital base and other factors as determined by the Investment Adviser. Our intention is generally to distribute, out of assets legally available for distribution, substantially all of our available earnings, on a monthly basis, as determined by our board of directors (the “Board” or the “Board of Directors”) in its sole discretion.

The Investment Adviser

Our investment activities are managed by the Investment Adviser, an investment adviser that is registered with the SEC under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), under an investment advisory agreement between the Company and the Investment Adviser (the “Investment Advisory Agreement”). The Investment Adviser is an indirect subsidiary of JFIN, a Delaware limited liability company, and a registered investment adviser under the Advisers Act. JFIN is a joint venture between (i) Jefferies Financial Group (a publicly traded company and the parent company for Jefferies, a global securities and investment banking firm), and (ii) Massachusetts Mutual Life Insurance Company (“MassMutual”). The Investment Adviser, together with JFIN and its subsidiaries are referred to herein collectively as “Jefferies Finance.” Jefferies Financial Group, together with its subsidiaries, are referred to herein collectively as “Jefferies Financial Group” or “JFG.”

The Administrator

Alter Domus (US) LLC (the “Administrator”), serves as our administrator. The Administrator is responsible for providing various accounting and administrative services to us including accounting, legal, compliance, operations, technology and investor relations, and preparation of financial reports provided to the Company’s unitholders and filed with the Securities and Exchange Commission (“SEC”).

Market Opportunity

We believe there is an attractive market opportunity to provide debt financing to U.S. companies in the upper middle market, which refers to large companies with EBITDA greater than $75 million. We believe companies in the upper middle market exhibit characteristics that benefit investors, such as operational scale, product breadth, customer and supplier diversity, and geographic reach. We believe the market opportunity for financing solutions continues to be strong for the following reasons:

•Private equity dry powder to invest. Ownership of U.S. domestic companies by private equity firms has grown considerably over time. We believe there is a large pool of un-invested private equity capital for middle-market businesses. We expect private equity firms will seek to leverage their investments by combining equity capital with senior secured loans and subordinated debt from other sources such as us. Against this backdrop of anticipated ongoing private equity investment, we believe private credit is poised to continue its growth as an attractive financing alternative.

•Private credit offers key benefits to private equity sponsors. Private credit offers key benefits including dependability during volatile markets and certainty of financing cost. In addition, debt capital markets experience volatility and may close from time to time. The resulting lack of access to debt financing, and the potential lack of future access, provides an incentive for private equity sponsors to seek

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financing alternatives, including private credit. The partnership nature of private credit has increasingly made it a preferred financing method for private equity sponsors.

•Value of private equity sponsor backing. Private equity sponsors provide important benefits to lenders. In the upper middle market, borrowers have often been owned by one or more private equity firms as they have grown and matured. Their sponsor owners may put in place additional reporting systems, add seasoned managers or bolster existing management teams, support growth initiatives and in many cases have invested considerable cash equity. For these reasons, sponsor-backed companies benefit from considerable support that we believe provides additional benefits.

•Floating rate loan investments. Private credit loans are primarily floating rate investments. As such, we believe investors may benefit from periods of higher market interest rates, including SOFR. During periods of lower interest rates, investors may benefit from minimum SOFR rates, or “floors” that may be documented.

Potential Competitive Strengths

The Jefferies Platform and Sourcing Advantage: Our origination of new investment opportunities is differentiated by our Investment Adviser’s affiliation with Jefferies Financial Group and its U.S. investment banking subsidiary, Jefferies. Through relationships with private equity sponsors and corporate clients that have been developed across the platform, our Investment Adviser is positioned to select a portfolio of upper middle market loans with attractive risk adjusted returns. The relevance of the Jefferies platform to our sponsor partners creates access to deal flow that allows us to maintain a disciplined and highly selective investment underwriting process. Jefferies serves as a strategic partner to private equity firms and their portfolio companies. Through these client relationships that have been developed across the platform, and the related financing opportunities that may be generated, our Investment Adviser is well positioned to source new investment opportunities.

Experienced Investment Team: The Investment Adviser’s senior leadership is cycle tested and average over 30 years of relevant experience structuring, underwriting and managing loans in all phases of the credit cycle. The investment team is comprised of seasoned professionals with significant private credit investing experience. The team draws on a diverse array of skill sets, spanning fundamental credit analysis and portfolio management, as well as legal and transactional structuring expertise. The investment team has significant processes and procedures in place, including proprietary information technology systems, to monitor and evaluate the performance of its investments at the asset level. In addition, the investment team has extensive risk management capabilities, which have been developed and honed over many investment cycles. This risk monitoring is designed to minimize the risk of capital loss and maintain an investment portfolio that is expected to perform in a broad range of economic conditions.

Strong, Long-Term Track Record: The Investment Adviser’s affiliate, Jefferies Finance, has been investing for over two decades in senior secured loans to sponsor owned companies.

The Board of Directors

Overall responsibility for the Company’s oversight rests with the Board. We have entered into the Advisory Agreement with the Investment Adviser, pursuant to which the Investment Adviser manages the Company on a day-to-day basis. The Board is responsible for overseeing the Investment Adviser and other service providers in our operations in accordance with the provisions of the Investment Company Act, our Bylaws and applicable provisions of state and other laws. The Investment Adviser will keep the Board well informed as to the Investment Adviser’s activities on our behalf and our investment operations and provide the Board with additional information as the Board may, from time to time, request. The Board is currently composed of five members, four of whom are not “interested persons” as defined in the Investment Company Act. These four individuals are referred to as “Independent Directors.”

Investment Selection and Process

The Investment Team

The Investment Adviser’s investment team is responsible for identifying investment opportunities, conducting research and due diligence on prospective investments, negotiating and structuring our investments and monitoring and servicing our investments. As of December 31, 2024, the investment team is comprised of 56 professionals, all of whom are dedicated to investment selection, analysis and portfolio management. In addition, the Investment Adviser and its affiliates have risk management, legal, accounting, tax, information technology and compliance personnel, among others, who provide services to us. We benefit from the expertise provided by these personnel in our operations.

The investment team has a long history of investment in loans and utilizes a disciplined bottom-up, fundamental credit approach to lending. Diligence is typically led by underwriting team leaders who are organized by sector according to their expertise. Once a loan has been made, members of the Investment Adviser’s underwriting team will monitor performance of the business. This ensures that the underwriting team gains ongoing market knowledge and experience through the subsequent performance of our Portfolio Companies. The structure and culture of the investment team is intended to foster communication, teamwork and transparency during investment selection.

All investment decisions are made by an investment committee of the Investment Adviser (the “Investment Committee”), which consists of four members led by Thomas Brady and includes Jason Kennedy, the chief investment officer of our Investment Adviser, John Liguori and E. Joseph Hess. The unanimous approval of the Investment Committee, at which a quorum is present, is required to commit us to an investment. We expect to benefit from the extensive and varied relevant experience of the investment professionals serving on the Investment Committee, which includes expertise in private debt, broadly syndicated and traded term loans, leveraged buyouts, workouts and restructuring. Members of the Investment Committee have an average of more than 30 years of relevant experience investing through multiple cycles.

The purpose of the Investment Committee is to evaluate and approve, as deemed appropriate, all investments by our Investment Adviser. The Investment Committee process is intended to bring the significant experience and perspectives of the Investment Committee’s members to the analysis

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and consideration of every investment. The Investment Committee also serves to provide investment consistency and adherence to our Investment Adviser’s investment philosophies and policies.

Investment Criteria

We are committed to a value-oriented philosophy implemented by our Investment Adviser, which manages our portfolio and seeks to achieve attractive risk-adjusted returns with an emphasis on preserving capital. We have identified criteria that the Investment Adviser believes are important in identifying and investing in prospective Portfolio Companies. These criteria provide general guidelines for our investment decisions. However, not all of these criteria will be met by each prospective Portfolio Company in which we choose to invest. Generally, we seek to use our experience and access to market information to identify investment candidates and to structure investments effectively.

Our investment criteria includes evaluation of the following attributes:

•expectations for industry stability and the borrower’s market position;

•expectations for future growth of the industry and of the borrower;

•diversification of the customer base, supplier base, and product portfolio;

•financial track record and evaluation of the historical growth;

•historical and expected capital expenditure and net working capital requirements;

•historical and proposed capital structure and expectations for free cash flow;

•historical and expected liquidity;

•experience and performance of the management team;

•sector experience and performance of the financial sponsor or owner; and

•stated corporate strategy.

Our due diligence typically includes:

•review of historical and prospective financial information;

•review of the capital structure;

•analysis of the business and industry in which the company operates;

•review of loan documents;

•analysis of available third-party diligence reports; and

•review of the Portfolio Company’s management, products and services, industry, markets, and competitors.

Upon the completion of due diligence and a decision to proceed with an investment in a company, the team leading the investment presents the investment opportunity to our Investment Committee. This committee determines whether to pursue the potential investment. All new investments are required to be reviewed by the Investment Committee. The members of the Investment Committee do not receive separate compensation from the Company.

Investment Process

Our Investment Adviser employs a disciplined and comprehensive underwriting and diligence process that focuses on all areas of a prospective Portfolio Company’s business, financial and credit profile while seeking to identify, understand and address key credit risks. The underwriting process is designed to help our Investment Adviser evaluate the prospective Portfolio Company’s key underlying credit attributes.

Diligence is typically led by underwriting team leaders who are organized by sector according to their expertise. The investment team has a long history of credit investing and utilizes a disciplined bottom-up, fundamental credit approach to lending with a focus on capital preservation.

Due Diligence

If our Investment Adviser decides to move forward with the underwriting process following an internal deal screen with senior management, the deal team completes an in-depth due diligence process. During the diligence process, the deal team, through conversations with the sponsor and the prospective Portfolio Company’s management team, generates a comprehensive review of the prospective Portfolio Company’s financial status and suitability as an investment for the Company. Additionally, senior Investment Adviser investment professionals and the Investment Adviser’s legal team work through the credit documentation process. Once the deal team has completed the due diligence process, they will present their recommendations to the Investment Committee.

Investment Approval

At the conclusion of the underwriting process, the Investment Committee will review the investment team’s recommendation. The Investment Committee may approve or decline each of the Investment Adviser’s investment opportunities. The unanimous approval of the Investment Committee, at which a quorum is present, is required to commit the Investment Adviser to an investment.

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Monitoring

Members of the Investment Adviser’s sector underwriting team continue to monitor the investments in Portfolio Companies following completion of the investment. In addition, certain members of the Investment Adviser’s team are dedicated to monitoring the entirety of our investment portfolio. The Investment Adviser monitors each Portfolio Company’s performance against original projections, reviews annual budgets and updated forecasts, tracks compliance with financial covenants, and regularly re-evaluates risks, mitigants, and compliance with certain environmental, social and governance considerations identified during the underwriting process as well as those that arise after the investment is closed.

Investments

As of December 31, 2024, the fair value of our investments was approximately $318.6 million in 50 Portfolio Companies. All of our investments at December 31, 2024 were in senior secured first lien debt, common stock, and preferred stock of U.S. companies. We had outstanding commitments to fund senior secured first lien delayed draw terms loans and revolvers totaling $61.9 million. See Consolidated Schedule of Investments as of December 31, 2024, in our consolidated financial statements for more information on these investments.

Formation Transaction

Prior to our election to be regulated as a BDC, on June 30, 2023, we entered into a sale and contribution agreement with JFIN and certain of its wholly-owned subsidiaries to acquire an initial portfolio of upper middle market loans and commitments for $78.5 million (the “Warehouse Portfolio”), subject to certain purchase price adjustments to give effect to repayments of any underlying loans and/or drawings under any unfunded commitments. The acquisition of the Warehouse Portfolio was subject to certain closing conditions and the Company had no obligation to purchase the Warehouse Portfolio until such time as (i) the Company’s registration statement on Form 10 had become effective in accordance with the Securities Exchange Act of 1934, as amended (“Exchange Act”), and (ii) the Company had received equity commitments in an amount and on terms and conditions reasonably satisfactory to the Company and committed long-term debt financing on terms and conditions reasonably satisfactory to the Company in an amount that, taken together with the equity commitments received by the Company, is sufficient to pay the purchase price and related fees and expenses assuming that the Company utilizes the maximum amount of leverage permitted by applicable law and regulations.

On December 4, 2023, the Company entered into a loan agreement (the “Bridge Facility”) with the Company, as the borrower and JFIN as the lender. Under the Bridge Facility, JFIN loaned the Company an aggregate principal amount of $71.7 million. On December 4, 2023, the Company completed the acquisition of the Warehouse Portfolio for a total purchase price of $71.7 million. On December 7, 2023, the Company repaid the Bridge Facility in its entirety, and the Bridge Facility was subsequently terminated.

On December 7, 2023, we had our initial closing and sold 29,958 units for a total price of approximately $56.0 million.

Allocation of Investment Opportunities

Overview

Our investment objectives and investment strategies are similar to those of other Accounts (as defined below) managed within Jefferies Finance, and an investment appropriate for us may also be appropriate for those Accounts. “Accounts” means Jefferies Finance’s own accounts, accounts of Jefferies Finance’s clients, including separately managed accounts (or separate accounts), pooled investment vehicles and collateralized loan obligations that are sponsored, managed or advised by Jefferies Finance and Affiliate Investment Advisers (as defined below). “Affiliate Investment Advisers” means other Accounts advised by our Investment Adviser or investment advisers affiliated with us. Additionally, personnel of our Investment Adviser also may hold similar positions with our Affiliate Investment Advisers and may approve investments for other Accounts. This creates potential conflicts in allocating investment opportunities among us and such other Accounts, particularly in circumstances where the availability of such investment opportunities is limited, where the liquidity of such investment opportunities is limited or where co-investments by us and such other Accounts are not permitted under applicable law.

We are prohibited under the Investment Company Act from participating in certain transactions with certain of our affiliates without the prior approval of the “required majority” (as defined in Section 57(o) of the Investment Company Act) of our Independent Directors and, in some cases, of the SEC. Any person that owns, directly or indirectly, 5% or more of our outstanding voting securities will be our affiliate for purposes of the Investment Company Act, and we are generally prohibited from buying or selling any assets from or to, or entering into certain “joint” transactions (which could include investments in the same Portfolio Company) with, such affiliates, absent the prior approval of the “required majority” of the Independent Directors. Our Investment Adviser and its affiliates, including persons that control, or are under common control with us or our Investment Adviser, are also considered our affiliates under the Investment Company Act, and we are generally prohibited from buying or selling any assets from or to, or entering into “joint” transactions with, such affiliates without prior approval of the Independent Directors and, in some cases, exemptive relief from the SEC.

General Allocation Principles

Personnel of our Investment 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: the Account’s portfolio and its investment horizons, objectives, guidelines and restrictions (including legal and regulatory restrictions); strategic fit and other portfolio management considerations, including different desired levels of investment for different strategies; portfolio concentrations; compliance with debt facilities; the expected future capacity of the applicable Accounts; limits on our Investment Adviser’s 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.

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

Co-Investment Exemptive Relief

Together with the Investment Adviser, we received an exemptive order from the SEC that permits us to participate in co-investment transactions with certain affiliates of the Investment Adviser and certain funds managed and controlled by the Investment Adviser and its affiliates in transactions that involve the negotiation of certain terms of the securities or loans to be purchased (in addition to price-related terms), subject to certain terms and conditions. Co-investment transactions involving the negotiation of only price-related terms will be entered into in reliance on SEC staff no-action letters. We intend to co-invest, from time to time, with other Accounts (including co-investment or other vehicles in which the Investment Adviser or its personnel invest and that co-invest with such other Accounts) in portfolio investments that are suitable for both the Company and such other Accounts. Even if the Company and such other Accounts invest in the same securities, conflicts of interest may still arise. For example, it is possible that as a result of legal, tax, political, regulatory, accounting or other considerations, the terms of such investment (including with respect to price and timing) for the Company and/or such other Accounts may not be the same. Additionally, the Company and/or such other Accounts may have different expected termination dates and/or investment objectives (including target return profiles) and the Investment Adviser, as a result, may have conflicting goals with respect to the price and timing of disposition opportunities. See “Item 13. Certain Relationships and Related Transactions, and Director Independence—Transactions with Related Persons—Co-Investment Relief” for additional information.

Competition

Our primary competitors provide financing to companies in the upper middle market and include other BDCs, commercial and investment banks, commercial financing companies, alternative asset managers, private funds, including hedge funds, joint ventures involving a combination of any of the foregoing, and, to the extent they provide an alternative form of financing, private equity funds. Some of our existing and potential competitors are substantially larger and have considerably greater financial, technical and marketing resources than we do. For example, 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 us. Furthermore, many of our competitors are not subject to the regulatory restrictions that the Investment Company Act imposes on us as a BDC.

While we expect to use the Investment Adviser’s investment professionals to which we have access to assess investment risks and determine appropriate pricing for our investments, we do not seek to compete primarily based on the interest rates we offer and the Investment Adviser believes that some of our competitors may make loans with interest rates that are comparable to or lower than the rates we offer. Rather, we compete with our competitors based on our reputation in the market, our existing investment platform, the seasoned investment professionals of our Investment Adviser, our experience and focus on companies in the upper middle market, our disciplined investment philosophy, our extensive industry focus and relationships and our flexible transaction structuring.

Private Offering

We offer and sell our common units in transactions exempt from registration under the Securities Act of 1933, as amended (“Securities Act”), under Regulation D and Regulation S (the “Private Offering”). Each purchaser will be required to represent that it is (i) either an “accredited investor” as defined in Rule 501 of Regulation D under the Securities Act or, in the case of common units sold outside the United States, is not a “U.S. person” in accordance with Regulation S of the Securities Act and (ii) is acquiring the common units purchased by it for investment and not with a view to resale or distribution. Investors who make a commitment to purchase our units (each, a “Capital Commitment” or “Commitment”) in the Private Offering are required to complete, execute and deliver a subscription agreement (a “Subscription Agreement”), and related documentation, which include customary representations and warranties, certain covenants and restrictions and indemnification provisions. Additionally, such investors could be required to provide due diligence information for compliance with certain legal requirements.

Emerging Growth Company

We are an “emerging growth company,” as defined by the Jumpstart Our Business Startups Act of 2012, or the “JOBS Act.” As an emerging growth company, we are eligible to take advantage of certain exemptions from various reporting and disclosure requirements that are applicable to public companies that are not emerging growth companies. For so long as we remain an emerging growth company, we will not be required to:

•have and auditor attestation report on our internal control over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;

•submit certain executive compensation matters to shareholder advisory votes pursuant to the “say on frequency” and “say on pay” provisions (requiring a non-binding shareholder vote to approve compensation of certain executive officers) and the “say on golden parachute” provisions (requiring a non-binding shareholder vote to approve golden parachute arrangements for certain executive officers in connection with mergers and certain other business combinations) of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010; or

•disclose certain executive compensation related items, such as the correlation between executive compensation and performance and comparisons of the chief executive officer’s compensation to median employee compensation.

In addition, the JOBS Act provides that an emerging growth company may take advantage of an extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies. This means that an emerging growth company can delay adopting certain accounting standards until such standards are otherwise applicable to private companies.

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We will remain an emerging growth company for up to five years, or until the earliest of: (1) the last date of the fiscal year during which we had total annual gross revenues of $1.235 billion or more; (2) the date on which we have, during the previous three-year period, issued more than $1 billion in non-convertible debt; or (3) the date on which we are deemed to be a “large accelerated filer” as defined under Rule 12b-2 under the Exchange Act.

We do not believe that being an emerging growth company will have a significant impact on our business. We have elected to use the extended transition period for complying with new or revised accounting standards available to emerging growth companies. Also, because we are not a large accelerated filer or an accelerated filer under Section 12b-2 of the Exchange Act, and will not be for so long as our common units are not traded on a securities exchange, we will not be subject to auditor attestation requirements of Section 404(b) of the Sarbanes-Oxley Act even once we are no longer an emerging growth company. In addition, so long as we are externally managed by the Investment Adviser and we do not directly compensate our executive officers, or reimburse the Investment Adviser or its affiliates for the salaries, bonuses, benefits and severance payments for persons who also serve as one of our executive officers or as an executive officer of the Investment Adviser, we do not expect to include disclosures relating to executive compensation in our periodic reports or proxy statements and, as a result, do not expect to be required to seek shareholder approval of executive compensation and golden parachute compensation arrangements pursuant to Section 14A(a) and (b) of the Exchange Act.

Employees

We do not currently have any employees. Our day-to-day operations are managed by our Investment Adviser. Services necessary for our business are provided by individuals who are employees of the Investment Adviser or its affiliates pursuant to the terms of the Investment Advisory Agreement, which such employees we believe have the skills applicable to our business plan, including experience in upper middle market investing, leveraged finance and capital markets.

Regulation as a Business Development Company

The following discussion is a general summary of the material prohibitions and descriptions governing BDCs generally. It does not purport to be a complete description of all of the laws and regulations affecting BDCs.

Qualifying Assets

Under the Investment Company Act, a BDC may not acquire any asset other than assets of the type listed in Section 55(a) of the Investment Company Act, which are referred to herein as “qualifying assets,” unless, at the time the acquisition is made, qualifying assets (not including certain assets specified in the Investment Company Act) represent at least 70% of the BDC’s total assets. The principal categories of qualifying assets relevant to our proposed business are any of the following:

(1)Securities purchased in transactions not involving any public offering from the issuer of such securities, which issuer (subject to certain limited exceptions) is an eligible portfolio company, or from any person who is, or has been during the preceding 13 months, an affiliated person of an eligible portfolio company, or from any other person, subject to such rules and regulations as may be prescribed by the SEC. An eligible portfolio company is defined in the Investment Company Act as any issuer that;

a.is organized under the laws of, and has its principal place of business in, the United States

b.is not an investment company (other than a small business investment company wholly-owned by the BDC) or a company that would be an investment company but for certain exclusions under the Investment Company Act; and

c.satisfies any of the following:

•does not have any class of securities listed on a national securities exchange or has a class of securities listed on a national securities exchange but has an aggregate market value of outstanding common equity of less than $250 million;

•is controlled by a BDC or a group of companies including a BDC, and the BDC has an affiliated person who is a director of the eligible portfolio company; or

•is a small and solvent company having total assets of not more than $4 million and capital and surplus of not less than $2 million.

(2)Securities of any eligible portfolio company that we control.

(3)Securities purchased in a private transaction from a U.S. issuer that is not an investment company or from an affiliated person of the issuer, or in transactions incident thereto, if the issuer is in bankruptcy and subject to reorganization or if the issuer, immediately prior to the purchase of its securities was unable to meet its obligations as they came due without material assistance other than conventional lending or financing arrangements.

(4)Securities of an eligible portfolio company purchased from any person in a private transaction if there is no ready market for such securities and we already own at least 60% of the outstanding equity of the eligible portfolio company.

(5)Securities received in exchange for or distributed on or with respect to securities described in (1) through (4) above, or pursuant to the exercise of options, warrants or rights relating to such securities.

(6)Cash, cash items, U.S. government securities or high-quality debt securities maturing in one year or less from the time of investment.

Managerial Assistance to Portfolio Companies

A BDC must be organized and have its principal place of business in the United States and must be operated for the purpose of making investments in the types of securities described in (1), (2) or (3) under “ — Qualifying Assets,” above. However, in order to count portfolio securities as qualifying

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assets for the purpose of the 70% test, the BDC 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 above) significant managerial assistance; except that, where the BDC purchases such securities in conjunction with one or more other persons acting together, one of the other persons in the group may make available such managerial assistance (as long as the BDC does not make available significant managerial assistance solely in this fashion). Making available significant managerial assistance means, among other things, any arrangement whereby the BDC, through its directors, officers or employees, offers to provide, and, if accepted, does so provide, significant guidance and counsel concerning the management, operations or business objectives and policies of a portfolio company. A BDC may charge a fee for providing such managerial assistance.

Temporary Investments

As a BDC, pending investment in other types of “qualifying assets,” as described above, our investments may consist of cash, cash items (such as money market funds), U.S. government securities or high-quality debt securities maturing in one year or less from the time of investment, which we refer to, collectively, as temporary investments, so that 70% of our assets are qualifying assets.

Leverage and Senior Securities

The Company is permitted, under specified conditions, to issue one class of senior security representing indebtedness in one or more series and one class of equity securities senior to our common units if the Company’s asset coverage, as defined in the Investment Company Act, would at least equal 150% immediately after each such issuance. We currently intend to employ leverage as market conditions permit, subject to oversight of our Board and the limitations set forth in the Investment Company Act. On September 12, 2023, our sole initial unitholder approved the adoption of this 150% threshold pursuant to Section 61(a)(2) of the Investment Company Act. As defined in the Investment Company Act, asset coverage of 150% means that for every $100 of net assets we hold, we may raise $200 from borrowing and issuing senior securities. In addition, while any senior securities remain outstanding, the Company will be required to make provisions to prohibit any dividend distribution to unitholders or the repurchase of such securities or shares unless the Company meets the applicable asset coverage ratios at the time of the dividend distribution or repurchase. The Company will also be permitted to borrow amounts up to 5% of the value of its total assets for temporary purposes, which borrowings would not be considered senior securities. A loan is presumed to be made for temporary purposes if it is repaid within 60 days and is not extended or renewed; otherwise it is presumed to not be for temporary purposes.

We have established one or more credit facilities and/or subscription facilities or enter into other financing arrangements to facilitate investments and the timely payment of our expenses. Our existing financing facility bears, and it is anticipated that any such credit facilities will bear interest at floating rates at to be determined spreads over a specific reference rate. We cannot assure unitholders that we will be able to enter into a credit facility. Unitholders will indirectly bear the costs associated with any borrowings under a credit facility or otherwise. In connection with a credit facility or other borrowings, lenders may require us to pledge assets, commitments and/or drawdowns (and the ability to enforce the payment thereof) and may ask to comply with positive or negative covenants that could have an effect on our operations. In addition, from time to time, our losses on leveraged investments may result in the liquidation of other investments held by us and may result in additional drawdowns to repay such amounts.

We may also create leverage by securitizing our assets (including in CLOs) and retaining the equity portion of the securitized vehicle. We may also from time to time make secured loans of our marginable securities to brokers, dealers and other financial institutions.

Code of Ethics

We have adopted a code of ethics pursuant to Rule 17j-1 under the Investment Company Act and have also approved the Investment Adviser’s code of ethics in accordance with Rule 17j-1 and Rule 204A-1 under the Advisers Act. These codes of ethics establish, among other things, procedures for personal investments and restrict certain personal securities transactions, including transactions in securities that are held by us. Personnel subject to each code may invest in securities for their personal investment accounts, so long as such investments are made in accordance with the code’s requirements. You may obtain copies of the code of ethics, after paying a duplicating fee, by electronic request at the following email address: publicinfo@sec.gov.

Affiliated Transactions

We may also be prohibited under the Investment Company Act from knowingly participating in certain transactions with our affiliates without the prior approval of the members of our Board of Directors who are not interested persons and, in some cases, prior approval by the SEC. The SEC has interpreted the Investment Company Act prohibition on governing transactions with affiliates to prohibit certain “joint” transactions involving certain entities that are controlled by a common investment adviser. The staff of the SEC has granted no-action relief permitting purchases of the same class or classes of privately placed securities, provided that certain conditions are met. In certain circumstances, negotiated co-investments made by the Company and other Accounts in private placement securities that involve the negotiation of certain terms of the private placement securities to be purchased (other than price-related terms) may be made only pursuant to an order from the SEC permitting us to do so. Under the terms of the exemptive order on co-investments, we are permitted to co-invest with our affiliates if a “required majority” (as defined in Section 57(o) of the Investment Company Act) of our Independent Directors make certain conclusions in connection with a co-investment transaction, including that (1) the terms of the proposed transaction are reasonable and fair to us and our unitholders and do not involve overreaching of us or our unitholders on the part of any person concerned, and (2) the transaction is consistent with the interests of our unitholders and is consistent with our Board of Directors approved criteria.

Other

As a BDC, the SEC will periodically examine us for compliance with the Investment Company Act.

We are required to provide and maintain a bond issued by a reputable fidelity insurance company, to protect against larceny and embezzlement, covering each of our officers and employees, who may singly, or jointly with others, have access to our securities or funds. Furthermore, as a BDC, we are prohibited from protecting any director, officer, investment adviser or underwriter against any liability to us or our unitholders arising from willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of such person’s office.

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We and our Investment Adviser are each required to adopt and implement written policies and procedures reasonably designed to prevent violation of the federal securities laws, review these policies and procedures annually for their adequacy and the effectiveness of their implementation and designate a chief compliance officer to be responsible for administering the policies and procedures.

Taxation as a Regulated Investment Company

We have elected to be treated, and expect to qualify annually, as a RIC under Subchapter M of the Code for U.S. federal income tax purposes. To maintain our status as a RIC, we must, among other things:

•maintain our election under the Investment Company Act to be treated as a BDC;

•derive in each taxable year at least 90% of our gross income from dividends, interest, gains from the sale or other disposition of stock or securities and other specified categories of investment income; and

•maintain diversified holdings so that, subject to certain exceptions and cure periods, at the end of each quarter of our taxable year:

oat least 50% of the value of our total gross assets is represented by cash and cash items, U.S. government securities, the securities of other RICs and “other securities,” provided that such “other securities” shall not include any amount of any one issuer, if our holdings of such issuer are greater in value than 5% of our total assets or greater than 10% of the outstanding voting securities of such issuer, and

ono more than 25% of the value of our assets may be invested in securities of any one issuer, the securities of any two or more issuers that are controlled by us and are engaged in the same or similar or related trades or businesses (excluding U.S. government securities and securities of other RICs), or the securities of one or more “qualified publicly traded partnerships.”

To maintain our status as a RIC, we must distribute (or be treated as distributing) in each taxable year dividends for tax purposes of an amount equal to at least 90% of our investment company taxable income (which includes, among other items, dividends, interest, the excess of any net short-term capital gains over net long-term capital losses, as well as other taxable income, excluding any net capital gains reduced by deductible expenses) and 90% of our net tax-exempt income for that taxable year. As a RIC, we generally will not be subject to corporate-level U.S. federal income tax on our investment company taxable income and net capital gains that we distribute to unitholders. In addition, to avoid the imposition of a non-deductible 4% U.S. federal excise tax, we must distribute (or be treated as distributing) in each calendar year an amount at least equal to the sum of:

•98% of our net ordinary income (taking into account certain deferrals and elections) for such calendar year;

•98.2% of our capital gains in excess of capital losses for the one-year period ending October 31 in that calendar year; and

•any net ordinary income and capital gains in excess of capital losses recognized but not distributed in preceding years.

While we intend to distribute income and capital gains to minimize exposure to the 4% excise tax, we may not be able to, or may choose not to, distribute amounts sufficient to avoid the imposition of the tax entirely. In that event, we will be liable for the tax only on the amount by which we do not meet the foregoing distribution requirement.

We generally expect to distribute substantially all of our earnings on a monthly basis but will reinvest dividends on behalf of those investors that do not elect to receive their dividends in cash. See “Item 1. Business—Dividend Reinvestment Plan” for a description of our dividend reinvestment plan. One or more of the considerations described below, however, could result in the deferral of dividend distributions until the end of the fiscal year:

•We may make investments that are subject to tax rules that require us to include amounts in our income before we receive cash corresponding to that income or that defer or limit our ability to claim the benefit of deductions or losses. For example, if we acquire securities issued with original issue discount, that original issue discount may be accrued in income before we receive any corresponding cash payments.

•In cases where our taxable income exceeds our available cash flow, we will need to fund distributions with the proceeds of sales of securities or with borrowed money, and may raise funds for this purpose opportunistically over the course of the year.

In certain circumstances (e.g., where we are required to recognize income before or without receiving cash representing such income), we may have difficulty making distributions in the amounts necessary to satisfy the requirements for maintaining RIC status and avoiding U.S. federal income and excise taxes. Accordingly, we may have to sell investments at times we would not otherwise consider advantageous, raise additional debt or equity capital or reduce new investment originations to meet these distribution requirements. If we are not able to obtain cash from other sources, we may fail to qualify as a RIC and thereby be subject to corporate-level U.S. federal income tax.

If in any particular taxable year we do not qualify as a RIC, all of our taxable income (including our net capital gains) will be subject to tax at regular U.S. federal corporate income tax rates without any deduction for distributions to unitholders, distributions will be taxable to our unitholders as ordinary dividends to the extent of our current or accumulated earnings and profits, and distributions would not be required. 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 unitholder’s tax basis, and any remaining distributions would be treated as capital gain. If we fail to qualify as a RIC for a period greater than two consecutive taxable years, to qualify as a RIC in a subsequent year, we may be subject to regular corporate tax on any net built-in gains with respect to certain assets (that is, the excess of the aggregate gains, including items of income, over aggregate losses that would have been realized with respect to such assets if we had sold the property at fair market value at the end of the taxable year) that we elect to recognize on requalification or when recognized over the next five years.

In the event we invest in foreign securities, we may be subject to withholding and other foreign taxes with respect to those securities. We do not expect to satisfy the conditions necessary to pass through to our unitholders their share of the foreign taxes paid by us.

Important Tax Information

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During the year ended December 31, 2024, the Company designated 95.6% of the dividends paid from net investment company taxable income as Section 163(j) interest dividends.

Financial Condition, Liquidity and Capital Resources

We expect to generate cash primarily from (i) the net proceeds of our continuous offering of common units, (ii) cash flows from our operations, (iii) any financing arrangements we may enter into in the future and (iv) any future offerings of our equity or debt securities.

Our primary uses of cash will be for (i) investments in portfolio companies and other investments, (ii) the cost of operations (including paying the Investment Adviser and the Administrator), (iii) cost of any borrowings or other financing arrangements and (iv) cash distributions to the holders of our units.

Investment Advisory Agreement

The Investment Adviser provides management services to us pursuant to the Investment Advisory Agreement. Under the terms of the Investment Advisory Agreement, the Investment Adviser is responsible for the following:

•determining the composition and allocation of the Company’s investment portfolio, the nature and timing of any changes therein and the manner of implementing such changes;

•identify, evaluate and negotiate the structure of investments made by the Company;

•perform due diligence on perspective Portfolio Companies;

•execute, close, service and monitor our investments;

•determine the investments and other assets that the Company shall purchase, retain or sell:

•negotiate, arrange and obtain financings and borrowing facilities for the Company;

•exercising voting rights in respect of our investments;

•provide the company with such other investment advisory, research and related services as the Company may, from time to time, reasonably require for the investment of its funds; and

•to the extent permitted under the Investment Company Act and the Advisers Act, on the Company’s behalf, and in coordination with any sub-adviser or administrator, provide significant managerial assistance to those Portfolio Companies to which the Company is required to provide such assistance under the Investment Company Act, including utilizing appropriate personnel of the Investment Adviser to, among other things, monitor the operations of such Portfolio Companies, participate in board and management meetings, consult with and advise officers of such Portfolio Companies, and provide other organizational and financial consultation.

The Investment Adviser may also manage other investment funds and accounts that have investment programs that are similar to ours.

Compensation of the Investment Adviser

We will pay the Investment Adviser a fee for its services under the Investment Advisory Agreement consisting of two components: a management fee and an incentive fee. The cost of both the management fee and the incentive fee will ultimately be borne by the unitholders.

Management Fee

The management fee shall be calculated at an annual rate of 1.25% of our net assets. For services rendered under the Investment Advisory Agreement, the management fee will be payable quarterly in arrears. The management fee will be calculated based on the average value of our net assets at the end of the most recently completed calendar quarter. For purposes of calculating the management fee, “net assets” means the Company’s total assets less liabilities determined on a consolidated basis in accordance with generally accepted accounting principles in the United States (“GAAP”). For the first calendar quarter in which had operations, net assets was measured as the average of net assets at the initial closing and at the end of such first calendar quarter. Substantial additional fees and expenses may also be charged by our administrator.

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 a percentage of our income and a portion is based on a percentage of our capital gains, each as described below.

Incentive Fee Based on Income

The portion of the incentive fee that is based on a percentage of our income is based on Pre-Incentive Fee Net Investment Income Returns. “Pre-Incentive Fee Net Investment Income Returns” means, as the context requires, either the dollar value of, or percentage rate of return on the value of our net assets at the end of the immediate preceding quarter from, interest income, dividend income and any other income (including any other fees (other than fees for providing managerial assistance), such as commitment, origination, structuring, diligence and consulting fees or other fees that we receive from Portfolio Companies) accrued during the calendar quarter, minus our operating expenses accrued for the quarter (including the management fee, expenses payable under an administration agreement with our administrator, and any interest expense or fees on any credit facilities, but excluding the incentive fee and any unitholder servicing and/or distribution fees).

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Pre-Incentive Fee Net Investment Income Returns include, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with payment-in-kind (“PIK”) interest and zero coupon securities), accrued income that we have not yet received in cash. Pre-Incentive Fee Net Investment Income Returns do not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. The impact of expense support payments and recoupments are also excluded from Pre-Incentive Fee Net Investment Income Returns.

Pre-Incentive Fee Net Investment Income Returns, expressed as a rate of return on the value of our net assets at the end of the immediate preceding quarter, is compared to a “hurdle rate” of return of 1.75% per quarter (7.0% annualized).

We will pay the Investment Adviser an incentive fee quarterly in arrears with respect to our Pre-Incentive Fee Net Investment Income Returns in each calendar quarter as follows:

•No incentive fee based on Pre-Incentive Fee Net Investment Income Returns in any calendar quarter in which our Pre-Incentive Fee Net Investment Income Returns do not exceed the hurdle rate of 1.75% per quarter (7.0% annualized);

•100% of the dollar amount of our Pre-Incentive Fee Net Investment Income Returns with respect to that portion of such Pre-Incentive Fee Net Investment Income Returns, if any, that exceeds the hurdle rate but is less than a rate of return of 2.00% (8.00% annualized). We refer to this portion of our Pre-Incentive Fee Net Investment Income Returns (which exceeds the hurdle rate but is less than 2.00%) as the “catch-up.” The “catch-up” is meant to provide the Investment Adviser with approximately 12.5% of our Pre-Incentive Fee Net Investment Income Returns as if a hurdle rate did not apply if this net investment income exceeds 2.00% in any calendar quarter; and

•12.5% of the dollar amount of our Pre-Incentive Fee Net Investment Income Returns, if any, that exceed a rate of return of 2.00% (8.00% annualized). This reflects that once the hurdle rate is reached and the catch-up is achieved, 12.5% of all Pre-Incentive Fee Net Investment Income Returns thereafter are allocated to the Investment Adviser.

These calculations are prorated for any period of less than three months and adjusted for any units issued or repurchased during the relevant quarter.

Incentive Fee Based on Capital Gains

The second component of the incentive fee, the capital gains incentive fee, is payable at the end of each calendar quarter in arrears. The amount payable equals:

•12.5% of cumulative realized capital gains from inception through the end of such calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid incentive fee on capital gains as calculated in accordance with GAAP.

Each year, the fee paid for the capital gains incentive fee is net of the aggregate amount of any previously paid capital gains incentive fee for all prior periods. We will accrue, but will not pay, a capital gains incentive fee with respect to unrealized appreciation because a capital gains incentive fee would be owed to the Investment Adviser if we were to sell the relevant investment and realize a capital gain. In no event will the capital gains incentive fee payable pursuant to the Investment Advisory Agreement be in excess of the amount permitted by the Advisers Act, including Section 205 thereof.

The fees that are payable under the Investment Advisory Agreement for any partial period will be appropriately prorated. For the avoidance of doubt, the incentive fee will be calculated net of our expenses.

Fee Waiver Agreement

The Investment Adviser has contractually agreed to waive the management fee and the incentive fee through December 31, 2025, unless sooner terminated by (a) the vote of a majority of our Independent Directors and (b) by a vote of a majority of our Board of Directors, or of a majority of our outstanding voting securities, as defined in the Investment Company Act. Notwithstanding the foregoing, the Investment Adviser has contractually agreed that the waiver of the management fee and the incentive fee may not be modified or terminated unless approved by a vote of a majority of our voting securities, as defined in the Investment Company Act. Amounts waived pursuant to the Fee Waiver will not be subject to any right of future recoupment in favor of the Investment Adviser.

Limited Liability of the Investment Adviser

The Investment Advisory Agreement provides that our Investment Adviser shall not be liable for any error of judgment or mistake of law or for any loss suffered by us in connection with the matters to which the Investment Advisory Agreement relates, except a loss resulting from our Investment Adviser’s willful misfeasance, bad faith or gross negligence in the performance of its duties or from reckless disregard by our Investment Adviser of its obligations and duties under the Investment Advisory Agreement. These protections may lead our Investment Adviser to act in a riskier manner when acting on our behalf than it would when acting for its own account.

The Investment Adviser has not assumed any responsibility to us other than to render the services described in the Investment Advisory Agreement, and it will not be responsible for any action of the Board of Directors in declining to follow the Investment Adviser’s advice or recommendations.

Certain Terms of the Investment Advisory Agreement

The Investment Advisory Agreement has been approved by the Board of Directors. The Investment Advisory Agreement will remain in full force and effect for two years initially and will continue for periods of one year thereafter but only so long as such continuance is specifically approved at least annually by (a) the vote of a majority of our Independent Directors and (b) by a vote of a majority of our Board of Directors or of a majority of our outstanding voting securities, as defined in the Investment Company Act. The Investment Advisory Agreement may, on 60 days’ written notice to the other party, be terminated in its entirety at any time without the payment of any penalty, by our Board of Directors, or by vote of a majority of our outstanding voting securities, on the one hand, or by the Investment Adviser, on the other hand. The Investment Advisory Agreement will also automatically terminate in the event of its assignment within the meaning of the Investment Company Act and related SEC guidance and interpretations.

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Administration Agreement

Under the terms of the administration agreement (the “Administration Agreement”) with the Administrator, the Administrator is responsible for providing various accounting and administrative services to us. In particular, pursuant to the Administration Agreement, the Administrator is responsible for providing or overseeing the performance of required administrative services and professional services rendered by others, which includes (but not be limited to), accounting, legal, compliance, operations, technology and investor relations, and preparation of financial reports provided to the Company’s unitholders and filed with the SEC.

The Administration Agreement provides that the Administrator will not be liable to us for any damages or other losses arising out of the performance of its services thereunder except under certain circumstances, and contains provisions for the indemnification of the Administrator by us against liabilities to other parties arising in connection with the performance of its services to us.

We pay the Administrator fees for its services as we determine are commercially reasonable in our sole discretion. We also reimburse the Administrator for all reasonable expenses. To the extent that our Administrator outsources any of its functions, the Administrator will pay any compensation associated with such functions. We are not obligated to retain our Administrator. Unless earlier terminated the Administration Agreement will remain in effect for a period of two years from the date it first became effective and shall automatically renew for additional one-year terms unless terminated by either party upon 90 days prior written notice.

Dividend Reinvestment Plan

We have adopted a dividend reinvestment plan, pursuant to which we will reinvest all cash dividends or other distributions authorized by the Board of Directors and declared by the Company on behalf of unitholders who affirmatively elect to reinvest their dividends or other distributions in our common units. As a result, if the Board of Directors authorizes, and we declare, a cash dividend or other distribution, then unitholders who have opted to participate in our dividend reinvestment plan will have their cash distributions automatically reinvested in additional common units, rather than receiving the cash dividend or other distribution. Distributions on fractional units will be credited to each participating shareholder’s account to three decimal places.

Unit Repurchase Program

On a quarterly basis, at the discretion of our Board of Directors, the Company may commence a unit repurchase program (the “Unit Repurchase Program”) in which we intend to offer to repurchase, in each quarter, up to 5% of the Company’s units outstanding (either by number of units or aggregate NAV) as of the close of the previous calendar quarter. We intend to conduct such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Exchange Act and the Investment Company Act. All units purchased by us pursuant to the terms of such tender offer will be retired and thereafter will be authorized and unissued units. The mechanics of our Unit Repurchase Program may change in the future, due to decisions made by our Board or changes in applicable law or guidance from the staff of the SEC.

Under our Unit Repurchase Program, to the extent we offer to repurchase units in any particular quarter, we expect to repurchase units pursuant to tenders offers on or around the last business day of that quarter using a purchase price equal to the NAV per share as of the last calendar day of the applicable quarter, except the units that have not been outstanding for at least one year will be repurchased at 98% of such NAV (an “Early Repurchase Deduction”). The one-year holding period is measured as of the subscription closing date immediately following the prospective repurchase date. The Early Repurchase Deduction will be retained by the Company for the benefit of the remaining unitholders. We may, from time to time, waive the Early Repurchase Deduction in our sole discretion.

Valuation Procedures

The Board of Directors has designated the Investment Adviser as its “Valuation Designee” pursuant to Rule 2a-5 under the Investment Company Act, and in that role, the Investment Adviser is responsible for performing fair value determinations relating to all of the Company's investments, including periodically assessing and managing any material valuation risks and establishing and applying fair value methodologies, in accordance with valuation policies and procedures that have been approved by the Company’s Board of Directors. Even though the Company's Board of Directors designated the Company's Investment Adviser as “Valuation Designee”, the Company’s Board of Directors continues to be responsible for overseeing the processes for determining fair valuation.

We apply Financial Accounting Standards Board Accounting Standards Codification Topic 820, Fair Value Measurements (“ASC 820”), as amended, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. The majority of our investments fall within Level 3 of the fair value hierarchy, and as such, there is not readily available market values for most of the investments in our portfolio, and we value such investments at fair value as determined in good faith by the Valuation Designee under the direction of the Board of Directors using a documented valuation policy, described below, and a consistently applied valuation process. The factors that may be taken into account in pricing the investments at fair value include, as relevant, the nature and realizable value of any collateral, the Portfolio Company’s ability to make payments and its earnings and discounted cash flow, and the markets in which the Portfolio Company does business, comparison to publicly traded securities and other relevant factors. Available current market data are considered such as applicable market yields and multiples of publicly traded securities, comparison of financial ratios of peer companies, and changes in the interest rate environment and the credit markets that may affect the price at which similar investments would trade in their principal market, and other relevant factors. When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, the Valuation Designee will consider the pricing indicated by the external event to corroborate or revise its valuation.

With respect to investments for which market quotations are not readily available, or for which market quotations are deemed not reflective of the fair value, the valuation procedures adopted by our Board of Directors contemplates a multi-step valuation process each quarter, as described below:

(1)Our quarterly valuation process begins with each Portfolio Company or investment being initially valued by the investment professionals of our Investment Adviser, the Valuation Designee, responsible for the Portfolio Company or investment;

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(2)We also engage an independent valuation firm (the “Independent Valuation Adviser”) to provide independent valuations of the investments for which market quotations are not readily available, or are readily available but deemed not reflective of the fair value of an investment. The Independent Valuation Adviser independently values such investments using quantitative and qualitative information provided by the investment professionals of our Investment Adviser as well as any market quotations obtained from independent pricing services, brokers, dealers or market dealers. The Independent Valuation Adviser also provides analyses to support their valuation methodology and calculations. The Independent Valuation Adviser provides an opinion on a final range of values on such investments to the Valuation Designee. The Independent Valuation Adviser defines fair value in accordance with ASC 820 and utilizes valuation techniques including the market approach, the income approach or both;

(3)The Independent Valuation Adviser’s preliminary valuations will be reviewed by our Investment Adviser, in its capacity as the Valuation Designee. The Independent Valuation Adviser’s ranges are compared to our Investment Adviser’s valuations to ensure our Investment Adviser’s valuations are reasonable;

(4)The Valuation Designee will determine the valuations of our investments in good faith, within the meaning of the Investment Company Act, based on the input of the Independent Valuation Adviser, and provide the valuation determinations to the Audit Committee of the Board of Directors;

(5)The Audit Committee of our Board of Directors will review valuation information provided by the Valuation Designee and the Independent Valuation Adviser. The Audit Committee then will discuss such valuation determinations; and

(6)Our Board of Directors will discuss the valuation determinations of the Valuation Designee, based on the input of the Independent Valuation Adviser.

Proxy Voting Policies and Procedures

The Investment Adviser’s open market transactions primarily focus on fixed income securities and loans; as such, the Investment Adviser does not generally engage in proxy voting. However, certain Accounts may engage in limited equity transactions and acquire limited voting securities. With respect to us, the Board has delegated to the Investment Adviser responsibility for the voting of proxies of our investments. Accordingly, where we own equity securities in which we have the right to vote via stockholder proxy (each, a “Voting Security”), the Investment Adviser has adopted and implemented written Proxy Voting Policies and Procedures (“Proxy Voting Procedures”) that are designed to reasonably ensure that the Investment Adviser votes proxies in our best interest. The Proxy Voting Procedures describe the positions the Investment Adviser generally takes in voting proxies on particular issues and require the Investment Adviser to keep records with respect to how the Investment Adviser voted. The Proxy Voting Procedures also provide that, in the event a particular proxy vote would involve a conflict between the interests of the Investment Adviser and its affiliates, and those of one or more Accounts, the Investment Adviser, if it so elects, may:

•vote in accordance with the recommendations of a disinterested third party;

•refer the voting decision to the Account; or

•abstain from voting.

Some examples of potential conflicts may include:

•the Investment Adviser provides investment advice to an officer or director of an issuer and the Investment Adviser receives a proxy solicitation from that issuer;

•an issuer or some other third party offers the Investment Adviser or an employee, officer, director, partner or member of the Investment Adviser (an “Associate”) compensation in exchange for voting a proxy in a particular way;

•an Associate or a member of an Associate’s household has a personal or business relationship with an Issuer;

•an Associate has a beneficial interest contrary to the position held by the Investment Adviser on behalf of its Account;

•the Investment Adviser holds various classes and types of equity and debt securities of the same issuer contemporaneously in different Account portfolios; or

•any other circumstance where the Investment Adviser’s duty to service its Accounts interest could be compromised.

In particular, the Investment Adviser is authorized under the collateral management agreements to give consents and exercise all other voting rights on behalf of issuers as to the loans and debt investments owned by such issuers. In addition, the collateral management agreements provide that all actions taken by the Investment Adviser on behalf of issuers must be performed with reasonable care and in good faith and using professional judgment and all commercially reasonable efforts, (i) using a degree of skill and attention no less than that which the collateral manager exercises with respect to comparable assets that it manages for itself and others, and (ii) substantially in accordance with its existing practices and procedures and in a manner comparable to other institutional managers of national standing investing in the assets of the nature and character of the collateral. The Investment Adviser does not currently delegate its voting authority to any third party, although it may retain an outside service to provide voting recommendations and to assist in analyzing votes.

Item 1A. Risk Factors.

Investing in our securities involves certain risks relating to our structure and investment objective. These risk factors, together with all of the other information included in this report, should be carefully considered before making an investment in our securities. The risks set forth below are not the only risks we face, and we may face other risks that we have not yet identified, which we do not currently deem material or which are not yet predictable.

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If any of the following risks occur, our business, financial condition and results of operations could be materially adversely affected. In such case, the NAV of our securities could decline, and unitholders may lose all or part of their investment.

Risks Relating to Our Business and Structure

We are a relatively new company and have a limited operating history.

The Company is a non-diversified, closed-end management investment company that has elected to be treated, and expects to qualify annually, as a BDC with a limited operating history. As a result, prospective investors have a limited track record or history on which to base their investment decision. We are subject to the business risks and uncertainties associated with recently formed businesses, including the risk that we will not achieve our investment objective and the value of a unitholder’s investment could decline substantially or become worthless. Further, the Investment Adviser has not previously offered a non-traded BDC. While we believe that the past professional experiences of the Investment Adviser’s investment team, including investment and financial experience of the Investment Adviser’s senior management, will increase the likelihood that the Investment Adviser will be able to manage the Company successfully, there can be no assurance that this will be the case.

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 your investment could decline substantially or your investment could become worthless. We anticipate, based on the amount of proceeds raised in the initial or subsequent closings, that it could take some time to invest substantially all of the capital we expect to raise due to market conditions generally and the time necessary to identify, evaluate, structure, negotiate and close suitable investments in companies in the upper middle market. In order to comply with the RIC diversification requirements during the start-up period, we may invest proceeds in temporary investments, such as cash, cash equivalents, U.S. government securities and other high-quality debt investments that mature in one year or less from the time of investment, which we expect will earn yields substantially lower than the interest, dividend or other income that we seek to receive in respect of suitable portfolio investments. We may not be able to pay any significant distributions during this period, and any such distributions may be substantially lower than the distributions we expect to pay when our portfolio is fully invested. We will pay a management fee to our Investment Adviser throughout this interim period irrespective of our performance. If the management fee and our other expenses exceed the return on the temporary investments, our equity capital will be eroded.

We are dependent upon management personnel of our Investment Adviser for our success, and our financial condition and results of operations depend on our Investment Adviser’s ability to manage our future growth effectively.

We do not have any employees. We depend on the experience, diligence, skill and network of business contacts of the Investment Adviser, together with other investment professionals that Jefferies Finance currently retains, or may subsequently retain, to 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 our Investment Adviser’s senior investment professionals. The departure of any of our Investment Adviser’s key personnel, including members of the Investment Committee, or of a significant number of the investment professionals of our Investment Adviser, could have a material adverse effect on our business, financial condition or results of operations. In addition, we cannot assure unitholders that our Investment Adviser will remain our investment adviser or that we will continue to have access to our Investment Adviser or its investment professionals. See “ –– Risks Related to the Investment Adviser and its Affiliates; Conflicts of Interest — Our Investment Adviser can resign on 60 days’ notice. We may not be able to find a suitable replacement within that time, resulting in a disruption in our operations that could adversely affect our financial condition, business and results of operations.”

Our ability to achieve our investment objective depends on our Investment Adviser’s ability to identify, invest in and monitor companies that meet our investment criteria.

Accomplishing this result on a cost-effective basis is largely a function of the structuring of our investment process and the ability of our Investment Adviser to provide competent, attentive and efficient services to us. We may also be called upon to provide significant managerial assistance to certain of our Portfolio Companies. These demands on their time, which will increase as the number of investments grow, may distract them or slow the rate of investment. In order to grow, our Investment Adviser may need to hire, train, supervise, manage and retain new employees. However, we cannot assure unitholders that we will be able to do so effectively. Any failure to manage our future growth effectively could have a material adverse effect on our business, financial condition and results of operations.

We operate in a highly competitive market for investment opportunities.

A number of entities compete with us to make the types of investments that we make in companies in the upper middle market. We compete with other BDCs, commercial and investment banks, commercial financing companies, collateralized loan obligations (“CLOs”), private funds, including hedge funds, and, to the extent they provide an alternative form of financing, private equity funds. Many of our competitors are more experienced, substantially larger and have considerably greater financial, technical and marketing resources than we do. Some competitors may have a lower cost of funds, perpetual fund lives 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 us. Furthermore, certain of our competitors are not subject to the regulatory restrictions that the Investment Company Act and the rules and regulations thereunder, imposes on us as a BDC and that the Code will impose on us as a RIC.

We do not seek to compete primarily based on the interest rates we offer, and the Investment Adviser believes that some of our competitors may make loans with interest rates that are comparable to or lower than the rates we will offer. Rather, we compete with our competitors based on our reputation in the market, our existing investment platform, the seasoned investment professionals of our Investment Adviser, our experience and focus on companies in the upper middle market, our disciplined investment philosophy, our extensive industry focus and relationships and our flexible transaction structuring.

We may lose investment opportunities if we do not match our competitors’ pricing, terms and structure. If we match our competitors’ pricing, terms and structure, we may experience decreased net interest income and increased risk of credit loss. As a result of operating in such a competitive

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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. We cannot assure unitholders that the competitive pressures we face will not have a material adverse effect on our business, financial condition and results of operations.

General economic conditions could adversely affect the performance of our investments and operations.

We and our Portfolio Companies are susceptible to the effects of economic slowdowns or recessions. The global growth cycle is in a mature phase and signs of slowdown are evident in certain regions around the world, although most economists continue to expect moderate economic growth in the near term, with limited signals of an imminent recession in the U.S. as consumer and government spending remain healthy. Periods of elevated inflation and high interest rates, such as those experienced in recent years, can contribute to significant volatility in debt and equity markets. Although generally decelerating, inflation remains above the U.S. Federal Reserve’s target levels. Despite multiple federal fund rate decreases over the course of 2024, interest rates have remained elevated, with the U.S. Federal Reserve indicating in early 2025 an expectation of slower rate decreases moving forward.

Financial markets have been affected at times by a number of global macroeconomic events, including the following: large sovereign debts and fiscal deficits of several countries in Europe and in emerging markets jurisdictions, levels of non‑performing loans on the balance sheets of European banks, the effect of the United Kingdom leaving the European Union, instability in the Chinese capital markets and the COVID-19 pandemic. Although the broader outlook remains constructive, geopolitical instability continues to pose risk. In particular, the current U.S. political environment and the resulting uncertainties regarding actual and potential shifts in U.S. foreign investment, trade, taxation, economic, environmental and other policies, as well as the impact of geopolitical tension, such as a deterioration in the bilateral relationship between the U.S. and China, concern as to whether China’s stimulus measures will effectively stabilize its slowing economic growth, or the ongoing wars in the Middle East and Ukraine, could lead to disruption, instability and volatility in the global markets. For example, in the United States, the current presidential administration has stated its intention to make governmental policy and regulatory changes in a variety of areas, including the imposition of tariffs or other trade barriers, and certain countries subject to those changes have expressed an intent to impose similar measures in return. Additionally, certain of our Portfolio Companies may operate in, or have dealings with, countries subject to sanctions or embargoes imposed by the U.S. government, foreign governments, or the United Nations or other international organizations. U.S. debt ceiling and budget deficit concerns have increased the possibility of additional credit-rating downgrades and economic slowdowns or a recession in the United States. A decreased U.S. government credit rating, any default by the U.S. government on its obligations, or any prolonged U.S. government shutdown, could create broader financial turmoil and uncertainty, which may weigh heavily on our financial performance and the value of our Common Shares. Unfavorable economic conditions would be expected to increase our funding costs, limit our access to the capital markets or result in a decision by lenders not to extend credit to us. These events may limit our investment originations, and limit our ability to grow and could have a material negative impact on our operating results, financial condition, results of operations and cash flows and the fair values of our debt and equity investments.

In addition, severe public health events, such as those caused by the COVID‐19 pandemic, may occur from time to time, and could directly and indirectly impact us in material respects that we are unable to predict or control, including by threatening our employees’ well-being and morale and interrupting business activities. In addition, related factors may materially and adversely affect us, including the effectiveness of governmental responses, the extension, amendment or withdrawal of any government programs or initiatives and the timing and speed of economic recovery. Actions taken in response may contribute to significant volatility in the financial markets, resulting in increased volatility in equity prices, material interest rate changes, supply chain disruptions, such as simultaneous supply and demand shock to global, regional and national economies, and an increase in inflationary pressures.

Any deterioration of general economic conditions may lead to significant declines in corporate earnings or loan performance, and the ability of corporate borrowers to service their debt, any of which could trigger a period of global economic slowdown, and have an adverse impact on the performance and financial results of the Company, and the value and the liquidity of the shares. In an economic downturn, we may have non-performing assets or non-performing assets may increase, and the value of our portfolio is likely to decrease during these periods. Adverse economic conditions impacted the value of collateral securing our senior secured debt in 2024 and may continue to impact such collateral in 2025. A severe recession may further decrease the value of such collateral and result in losses of value in our portfolio and a decrease in our revenues, net income, assets and net worth. Unfavorable economic conditions also 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 on favorable terms or at all. These events could prevent us from increasing investments and harm our operating results.

In addition, the failure of certain financial institutions, namely banks, may increase the possibility of a sustained deterioration of financial market liquidity, or illiquidity at clearing, cash management and/or custodial financial institutions. The failure of a bank (or banks) with which we and/or our Portfolio Companies have a commercial relationship could adversely affect, among other things, our and/or our Portfolio Companies’ ability to pursue key strategic initiatives, including by affecting our or our Portfolio Company’s ability to access deposits or borrow from financial institutions on favorable terms. Additionally, if a Portfolio Company or its sponsor has a commercial relationship with a bank that has failed or is otherwise distressed, the Portfolio Company may experience issues receiving financial support from a sponsor to support its operations or consummate transactions, to the detriment of their business, financial condition and/or results of operations. In addition, such bank failure(s) could affect, in certain circumstances, the ability of both affiliated and unaffiliated co-lenders, including syndicate banks or other fund vehicles, to undertake and/or execute co-investment transactions with the Company, which in turn may result in fewer co-investment opportunities being made available to the Company or impact the Company’s ability to provide additional follow-on support to Portfolio Companies. The ability of the Company, its subsidiaries and Portfolio Companies to spread banking relationships among multiple institutions may be limited by certain contractual arrangements, including liens placed on their respective assets as a result of a bank agreeing to provide financing.

Our ability to grow depends on our access to adequate capital.

If we do not have adequate capital available for investment, our performance could be adversely affected. In addition, we have elected to be treated, and expect to qualify annually, as a RIC under Subchapter M of the Code. To qualify, and maintain our status as a RIC, among other requirements, we are required to timely distribute to our unitholders at least 90% of our investment company taxable income (determined without regard to the dividends

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paid deduction), which is generally our net ordinary income plus the excess of realized net short-term capital gains over realized net long-term capital losses, if any, for each taxable year. Consequently, such distributions will not be available to fund new investments.

For example, we may use debt financing to fund our growth, if any. Unfavorable economic or capital market conditions may increase our funding costs, limit our access to the capital markets or result in a decision by lenders not to extend credit to us. An inability to successfully access the capital markets could limit our ability to grow our business and fully execute our business strategy and could decrease our earnings, if any.

A unitholder’s ownership percentage interest in us will be diluted if we issue additional units.

Unitholders do not have preemptive rights to any units we may issue in the future. We may decide, at a subsequent closing date and in accordance with the process described below, to issue additional units at or below the NAV per unit. To the extent we issue additional units, a unitholder’s ownership percentage interest in us may be diluted. In addition, if such units are issued below NAV, existing unitholders may also experience dilution in the book value and fair value of their units.

We are generally not able to issue and sell our common units at a price per unit below NAV per unit. We may, however, sell our common units, or warrants, options or rights to acquire our common units, at a price below the then-current NAV per unit of our common units (i) with the consent of a majority of our common unitholders (and a majority of our common unitholders who are not affiliates of ours) and (ii) if, among other things, a majority of our Independent Directors and a majority of our directors who have no financial interest in the transaction determine that a sale is in the best interests of us and our unitholders.

We have the right to call commitments from each investor subscribing at a subsequent closing date to purchase units in an amount such that the percentage of commitment contributed by each unitholder in us will be the same (excluding any defaulting unitholder). If our NAV has decreased between the initial closing and such subsequent closing date, the investors subscribing on the subsequent closing date will receive more units than they would have received had they subscribed for units at the initial closing and accordingly, unitholders who subscribed at the initial closing would have their ownership percentage interest in us further diluted.

Our ability to enter into transactions involving derivatives and financial commitment transactions may be limited.

We are subject to SEC rules regarding the ability of a BDC (or a registered investment company) to use derivatives and other transactions that create future payment or delivery obligations (including reverse repurchase agreements and similar financing transactions). Under the rule, BDCs that use derivatives are subject to a value-at-risk leverage limit, a derivatives risk management program, testing requirements, and requirements related to board reporting. These new requirements apply unless the BDC qualifies as a “limited derivatives user,” as defined in the rule. Under the new rules, a BDC may enter into an unfunded commitment agreement that is not a derivatives transaction, such as an agreement to provide financing to a portfolio company, if the BDC has, among other things, a reasonable belief, at the time it enters into such an agreement, that it will have sufficient cash and cash equivalents to meet its obligations with respect to all of its unfunded commitment agreements, in each case as it becomes due. Under the final rule, when we trade reverse repurchase agreements or similar financing transactions, including certain tender option bonds, we need to aggregate the amount of indebtedness associated with the reverse repurchase agreements or similar financing transactions with the aggregate amount of any other senior securities representing indebtedness (e.g., bank borrowings, if applicable) when calculating our asset coverage ratio. Collectively, these requirements may limit our ability to use derivatives and/or enter into certain other financial contracts.

Compliance with Rule 18f-4 may limit our investment discretion.

We may use derivative strategies to try to improve our returns by managing risks, such as by using hedging techniques to try to protect our assets. A derivative contract will obligate or entitle us to deliver or receive an asset or cash payment based on the change in value of one or more investments, indices or currencies. Derivatives may be traded on organized exchanges, or in individually negotiated transactions with other parties (these are known as “over-the-counter” derivatives). We may be limited in its use of derivatives by rules adopted by the SEC governing derivatives transactions, such as Rule 18f-4 under the Investment Company Act, described below. Although we have the flexibility to make use of derivatives, we may choose not to for a variety of reasons, even under very volatile market conditions.

We rely on certain exemptions in Rule 18f-4 to enter into derivatives transactions and certain other transactions notwithstanding the restrictions on the issuance of “senior securities” under Sections 18 and 61 of the Investment Company Act. Under Rule 18f-4, “derivatives transactions” include the following: (1) any swap, security-based swap, futures contract, forward contract, option (excluding purchased options), any combination of the foregoing, or any similar instrument, under which we are or may be required to make any payment or delivery of cash or other assets during the life of the instrument or at maturity or early termination, whether as margin or settlement payment or otherwise; (2) any short sale borrowing; and (3) if we rely on the exemption in Rule 18f-4(d)(1)(ii), reverse repurchase agreements and similar financing transactions. We will rely on a separate exemption in Rule 18f-4(e) when entering into unfunded commitment agreements, which includes any commitment to make a loan to a company, including term loans, delayed draw term loans, and revolvers, or to invest equity in a company. To rely on the unfunded commitment agreements exemption, we must reasonably believe, at the time we enter into such agreement, that we will have sufficient cash and cash the equivalents to meet our obligations with respect to all of our unfunded commitment agreements, in each case as they come due. We will rely on the exemption in Rule 18f-4(f) when purchasing when-issued or forward-settling securities and non-standard settlement cycle securities, if certain conditions are met.

We operate as a “limited derivatives user” for purposes of the derivatives transactions exemption in Rule 18f-4. To qualify as a limited derivatives user, our “derivatives exposure” is limited to 10% of our net assets subject to exclusions for certain currency or interest rate hedging transactions (as calculated in accordance with Rule 18f-4). Unless we qualify as a “limited derivatives user” as defined in Rule 18f-4, the rule would, among other things, require us to establish a comprehensive derivatives risk management program, to comply with certain value-at-risk based leverage limits, to appoint a derivatives risk manager and to provide additional disclosure both publicly and to the SEC regarding our derivatives positions. There is no guarantee that we will meet or continue to meet such qualifications, and, as a result, there is a risk that we may become subject to more onerous requirements under Rule 18f-4 than currently intended.

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Beneficial owners of our equity securities may be subject to certain regulatory requirements based on their ownership percentages.

A beneficial owner, either directly or indirectly, of more than 25% of our voting securities is presumed to control us under the Investment Company Act. Certain events beyond an investor’s control may result in an increase in the percentage of such investor’s beneficial ownership of our units, including the repurchase by us of units from other unitholders. Control of us would also arise under the Investment Company Act if a person has the power to exercise a controlling influence over our management or policies, unless that power is solely the result of an official position with us. In the event a unitholder is or becomes a person that controls us, it and certain of its affiliated persons will be subject to, among other things, prohibitions or restrictions on engaging in certain transactions with us and certain of our affiliated persons. A beneficial owner of a large number of our equity securities may also become subject to public reporting obligations when we become a public reporting company under the Exchange Act.

Unitholders may be subject to filing requirements under the Exchange Act as a result of their investment in us.

Because our units are registered under the Exchange Act, ownership information for any person or group that beneficially owns 5% or more of our common units must be disclosed in a Schedule 13G or other filings with the SEC. Beneficial ownership for these purposes is determined in accordance with the rules of the SEC, and includes having voting or investment power over the securities. Although we will provide in our quarterly financial statements the amount of outstanding units, the responsibility for determining the filing obligation and preparing the filing remains with the investor. In addition, beneficial owners of 10% or more of our common units will be subject to reporting obligations under Section 16(a) of the Exchange Act.

Certain investors will be limited in their ability to make significant investments in us.

Private funds that are excluded from the definition of “investment company” either pursuant to Section 3(c)(1) or 3(c)(7) of the Investment Company Act are restricted from acquiring directly or through a controlled entity more than 3% of our total outstanding voting securities (measured at the time of the acquisition). Investment companies registered under the Investment Company Act are also subject to this restriction as well as other limitations under the Investment Company Act that would restrict the amount that they are able to invest in our securities. As a result, certain investors may be precluded from acquiring additional units, at a time that they might desire to do so.

Our Board of Directors may change our investment objective, operating policies and strategies without prior notice or unitholder approval.

Our Board of Directors (the “Board” or the “Board of Directors”) has the authority to modify or waive certain of our operating policies and strategies without prior notice (except as required by the Investment Company Act or other applicable laws) and without unitholder approval. However, absent unitholder approval, we may not change the nature of our business so as to cease to be, or withdraw our election as, a BDC. We cannot predict the effect any changes to our current operating policies, investment criteria and strategies would have on our business, NAV, operating results and value of our units. However, the effects might be adverse, which could negatively impact our ability to pay you distributions and cause you to lose all or part of your investment. Moreover, we have significant flexibility in investing the net proceeds from the Private Offering and may use the net proceeds from the Private Offering in ways with which investors may not agree or for purposes other than those contemplated in this report.

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, or 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 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, or 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. In addition to the legal, tax and regulatory changes that are expected to occur, there may be unanticipated changes and uncertainty regarding any such changes. The legal, tax and regulatory environment for BDCs, investment advisers and the instruments that they utilize (including derivative instruments) is continuously evolving. In addition, there is significant uncertainty regarding certain legislation (and the regulations that have 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 trade and invest is not fully known. Anticipating policy changes and reforms may be particularly difficult during periods of heightened partisanship at the federal, state and local levels, including due to divisiveness surrounding populist movements, political disputes and socioeconomic issues. The failure to accurately anticipate the possible outcome of such changes and/or reforms could have a material adverse effect on our returns, and any resulting confusion may itself be detrimental to the efficient functioning of the markets and the success of certain investment strategies.

In recent years, there has been increased legislative and regulatory activity impacting the financial services industry. The increased scrutiny of the industry in which we operate may negatively impact the operations, cash flows or financial condition of us and our Portfolio Companies, 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. We cannot predict at this time whether and the extent to which the current U.S. presidential administration and newly-appointed senior officials at the SEC and other federal agencies will pursue an aggressive regulatory agenda that will impact our operations and investment strategy.

Over the last several years, there also has been an increase in regulatory attention to the extension of credit outside of the traditional banking sector, raising the possibility that some portion of the non-bank financial sector will be subject to new regulation. While it cannot be known at this time whether any regulation will be implemented or what form it will take, increased regulation of non-bank credit extension could negatively impact our operations, cash flows or financial condition, impose additional costs on us, intensify the regulatory supervision of us or otherwise adversely affect our business.

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Conversely, potential deregulation of the banking industry in the United States, including a rollback of existing regulatory requirements, could adversely affect the private credit industry and, consequently, our investment strategy, portfolio performance and overall returns. The U.S. private credit market has grown significantly in part due to legislation that took effect following the 2008-2009 financial crisis that imposed onerous capital and lending requirements on banks, limiting their ability to extend credit to borrowers. If such requirements are reduced or removed, competition for lending opportunities would likely increase, and our ability to deploy capital effectively could be negatively impacted.

We may experience fluctuations in our quarterly results.

We could experience fluctuations in our quarterly operating results due to a number of factors, including interest rates payable on debt investments we make, default rates on such investments, the level of our expenses, variations in and the timing of the recognition of realized gains or losses and unrealized appreciation or depreciation, the degree to which we encounter competition in certain markets and general economic conditions. As a result of these factors, results for any period should not be relied upon as being indicative of performance in future periods or the full fiscal year.

We could be subject to review and approval by CFIUS or other regulatory agencies resulting in limitations or restrictions on our voting interests or management and information rights, including under certain default and foreclosure scenarios.

Transactions that result in the Company acquiring equity and certain management or information rights with respect to a “U.S. business” (as defined at 31 C.F.R. § 800.252), including as a result of a default and foreclosure process, could be subject to prior review and approval by the U.S. Committee on Foreign Investment in the United States (“CFIUS”).

The acquisition of relevant rights in a borrower that develops, designs, manufactures, tests, fabricates, or produces “critical technologies” (as defined at 31 C.F.R. § 800.215), including as a result of a default and foreclosure process, could trigger a CFIUS filing requirement at least 30 days before the transfer of such rights to the Company. Similarly, the Company’s acquisition of equity or rights in a non-U.S. business connected with or related to national security or that has a nexus to critical or sensitive sectors could also be subject to non-U.S. national security/investment screening regulatory approval.

In the event of a CFIUS review or similar process before a non-U.S. regulator, there can be no assurances that the Company will be able to maintain, or proceed with, such foreclosure process on terms acceptable to the Company. CFIUS or another regulator could impose conditions on, delay, or prohibit one or more of the Company’s acquisition of relevant rights, including as a result of a default and foreclosure process. Such limitations or restrictions could delay or prevent the Company from foreclosing on and acquiring management rights with respect to a U.S. business under the typical foreclosure timeline, which could adversely affect the Company’s performance with respect to such acquisitions (if consummated) and thus the Company’s performance as a whole. These risks may also limit the attractiveness of, delay or prevent us from pursuing certain transactions that we believe would otherwise be attractive to the Company and our unitholders.

Certain of the unitholders of the Company will be non-U.S. unitholders, and in the aggregate, may comprise a substantial portion of the Company’s unitholders. This may increase both the risk that transactions that result in the Company acquiring equity and certain management or information rights with respect to a U.S. business, including as a result of a default and foreclosure process, could be subject to review by CFIUS, and the risk that limitations or restrictions will be imposed by CFIUS or other non-U.S. regulators on the Company’s acquisition of such rights or ability to proceed with the foreclosure process in the manner originally intended. CFIUS or other non-U.S. regulators could require the parties’ acceptance of certain mitigating conditions for approval that may not be commercially or otherwise desirable to the parties.

We may fail to satisfy an exception to holding “plan assets” within the meaning of ERISA.

We intend to operate so that the assets of the Company should not constitute “plan assets” within the meaning of the U.S. Employee Retirement Income Security Act of 1974, as amended (“ERISA”) and the regulations promulgated thereunder by the U.S. Department of Labor, as modified by Section 3(42) of ERISA (the “Plan Asset Regulations”), and in this regard, we intend to limit “benefit plan investors” within the meaning of ERISA (“Benefit Plan Investors”) to less than twenty-five percent (25%) of the total value of each class of our equity interests, or rely on another exception to holding “plan assets” such as the “publicly-offered security” exception (within the meaning of the Plan Asset Regulations). Accordingly, we expect that our assets should not be treated as “plan assets” subject to the fiduciary responsibility or prohibited transaction provisions of Title I of ERISA or Section 4975 of the Code, although there can be no assurance that this will be the case.

Were our assets to be treated as “plan assets” (e.g., 25% or more of the total value of any class of equity interests in the Company is held by Benefit Plan Investors and no other exception to holding “plan assets” is applicable), we could be subject to certain restrictions on our ability to carry out our activities as described herein. Additionally, if the Company’s assets were treated as “plan assets,” this could result, among other things, in (i) the application of the prudence and other fiduciary responsibility standards of ERISA to investments made by the Company, and (ii) the possibility that certain transactions in which the Company might seek to engage could constitute “prohibited transactions” under Title I of ERISA and/or Section 4975 of the Code. If a prohibited transaction occurs for which no exemption is available, the Investment Adviser and/or any other fiduciary that has engaged in the prohibited transaction could be required to (i) restore to unitholders that are Benefit Plan Investors any profit realized by the fiduciary on the transaction and (ii) reimburse the Benefit Plan Investors for any losses suffered by the Benefit Plan Investors as a result of the investment. In addition, each disqualified person (within the meaning of Section 4975 of the Code) involved could be subject to an excise tax equal to 15% of the amount involved in the prohibited transaction for each year the transaction continues and, unless the transaction is corrected within statutorily required periods, to an additional tax of 100%. Fiduciaries of Benefit Plan Investors who decide to invest in the Company could, under certain circumstances, be liable for prohibited transactions or other violations as a result of their investment in the Company or as co-fiduciaries for actions taken by or on behalf of the Company or the Investment Adviser. With respect to an IRA that invests in the Company, the occurrence of a prohibited transaction involving the individual who established the IRA, or his or her beneficiaries, would cause the IRA to lose its tax-exempt status. Moreover, to address such a “plan asset” issue, we may require Benefit Plan Investors to reduce or terminate their interests in us in whole or in part notwithstanding that other investors may not be permitted to redeem or transfer their interests in us at such time.

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Commodity Futures Trading Commission rules may have a negative impact on us and our Investment Adviser.

The CFTC and the SEC have issued final rules establishing that certain swap transactions are subject to CFTC regulation. Engaging in such swap or other commodity interest transactions such as futures contracts or options on futures contracts may cause us to fall within the definition of “commodity pool” under the Commodity Exchange Act and related CFTC regulations. Our Investment Adviser expects to rely on relief from CFTC registration and regulation as a commodity pool operator pursuant to CFTC Rule 4.5 with respect to our operations, with the result that we will be limited in our ability to use futures contracts or options on futures contracts or engage in swap transactions. Specifically, CFTC Rule 4.5 imposes strict limitations on using such derivatives other than for hedging purposes, whereby the use of derivatives not used solely for hedging purposes is generally limited to situations where (i) the aggregate initial margin and premiums required to establish such positions does not exceed five percent of the liquidation value of our portfolio, after taking into account unrealized profits and unrealized losses on any such contracts it has entered into; or (ii) the aggregate net notional value of such derivatives does not exceed 100% of the liquidation value of our portfolio. Moreover, we anticipate entering into transactions involving such derivatives to a very limited extent solely for hedging purposes or otherwise within the limitations of CFTC Rule 4.5.

We are dependent on information systems, and systems failures, as well as operating failures, could significantly disrupt our business, which may, in turn, negatively affect our liquidity, financial condition or results of operations.

Our business is dependent on our Investment Adviser’s and third parties’ communications and information systems. Any failure or interruption of those systems, including as a result of the termination of the Investment Advisory Agreement or an agreement with any third-party service providers, could cause delays or other problems in our activities. Our financial, accounting, data processing, backup or other operating systems and facilities may fail to operate properly or become disabled or damaged as a result of a number of factors including events that are wholly or partially beyond our control and adversely affect our business. There could be:

•sudden electrical or telecommunications outages;

•natural disasters such as earthquakes, tornadoes and hurricanes;

•disease pandemics;

•events arising from local or larger scale political or social matters, including terrorist acts; and

•cyber-attacks.

In addition to our dependence on information systems, poor operating performance by our service providers could adversely impact us.

These events, in turn, could have a material adverse effect on our operating results and negatively affect the value of our common units and our ability to pay distributions to our unitholders.

To the extent OID and PIK interest will constitute 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 representing such income.

Our investments may include OID instruments and PIK interest arrangements, which represents contractual interest added to a loan balance and due at the end of such loan’s term. To the extent OID or PIK interest will constitute 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:

•The higher interest rates of OID and PIK instruments reflect the payment deferral and increased credit risk associated with these instruments, and OID and PIK instruments generally represent a significantly higher credit risk than coupon loans.

•Even if the accounting conditions for income accrual are met, the borrower could still default when our actual collection is supposed to occur at the maturity of the obligation.

•OID and PIK instruments may have unreliable valuations because their continuing accruals require continuing judgments about the collectability of the deferred payments and the value of any associated collateral. OID and PIK income may also create uncertainty about the source of our cash distributions.

For accounting purposes, any cash distributions to unitholders representing OID and PIK income are not treated as coming from paid-in capital, even if the cash to pay them comes from offering proceeds. As a result, despite the fact that a distribution representing OID and PIK income could be paid out of amounts invested by our unitholders, the Investment Company Act does not require that unitholders be given notice of this fact by reporting it as a return of capital.

Risks Relating to Our Portfolio Company Investments

Our investments are risky and speculative.

We will invest primarily through direct originations of secured debt, including first lien loans, second lien debt, and unsecured debt, as well as select equity investments. The securities in which we will invest generally are not rated by any rating agency, and if they were rated, they would be below investment grade (rated lower than “Baa3” by Moody’s Investors Service and lower than “BBB-” by Fitch Ratings or S&P). These securities, which may be referred to as “junk bonds,” “high yield bonds” or “leveraged loans,” have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal. Therefore, our investments may result in an above average amount of risk and volatility or loss of principal.

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We also may invest in other assets, including U.S. government securities and structured securities. These investments entail additional risks that could adversely affect our investment returns.

Secured Debt. When we make a secured debt investment, we generally take a security interest in the available assets of the Portfolio Company, including the equity interests of any subsidiaries, which we expect to help mitigate the risk that we will not be repaid. However, there is a risk that the collateral securing our debt investment may decrease in value over time, may be difficult to sell in a timely manner, may be difficult to appraise and may fluctuate in value based upon the success of the business and market conditions, including as a result of the inability of the Portfolio Company to raise additional capital. In some circumstances, our lien could be subordinated to claims of other creditors, such as trade creditors. In addition, deterioration in a Portfolio Company’s financial condition and prospects, including its inability to raise additional capital, may be accompanied by deterioration in the value of the collateral for the debt investment. Consequently, the fact that our debt is secured does not guarantee that we will receive principal and interest payments according to the debt investment’s terms, or at all, or that we will be able to collect on the loan, in full or at all, should we enforce our remedies.

Unsecured Debt. Our unsecured debt investments, generally will be subordinated to senior debt in the event of an insolvency. This may result in an above average amount of risk and loss of principal.

Equity Investments. When we invest in secured debt or unsecured debt, including mezzanine debt, we may acquire equity securities from the company in which we make the investment. In addition, we may invest in the equity securities of Portfolio Companies independent of any debt investment. Our goal is ultimately to dispose of such equity interests and realize gains upon our disposition of such interests. However, the equity interests we hold may not appreciate in value and, in fact, may decline in value. Accordingly, we may not be able to realize gains from our equity interests, and any gains that we do realize on the disposition of any equity interests may not be sufficient to offset any other losses we experience.

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

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

•such companies may have limited financial resources and may be unable to meet their obligations under their debt securities that we hold, which may be accompanied by a deterioration in the value of any collateral and a reduction in the likelihood of us realizing any guarantees we may have obtained in connection with our investment;

•such companies typically have shorter operating histories, narrower product lines and smaller market shares than larger businesses, which tend to render them more vulnerable to competitors’ actions and market conditions, as well as general economic downturns;

•such companies are more likely to depend on the management talents and efforts of a small group of persons; therefore, the death, disability, resignation or termination of one or more of these persons could have a material adverse impact on our Portfolio Companies and, in turn, on us;

•such companies generally have less predictable operating results, may from time to time be parties to litigation, may be engaged in rapidly changing businesses with products subject to a substantial risk of obsolescence and may require substantial additional capital to support their operations, finance expansion or maintain their competitive position;

•there is generally little public information about these companies, they and their financial information are not subject to the reporting requirements of the Exchange Act and other regulations that govern public companies and we may be unable to uncover all material information about these companies, which may prevent us from making a fully informed investment decision and cause us to lose money on our investments;

•our executive officers, directors and Investment Adviser may, in the ordinary course of business, be named as defendants in litigation arising from our investments in the Portfolio Companies; and

•Such companies may have difficulty accessing the capital markets to meet future capital needs, which may limit their ability to grow or to repay their outstanding indebtedness, including any debt securities held by us, upon maturity.

We will generally not be in a position to exercise control over our Portfolio Companies or to prevent decisions by management of our Portfolio Companies that could decrease the value of our investments.

We will not generally hold controlling equity positions in our Portfolio Companies. While we are obligated as a BDC to offer to make managerial assistance available to our Portfolio Companies, there can be no assurance that management personnel of our Portfolio Companies will accept or rely on such assistance. To the extent that we do not hold a controlling equity interest in a Portfolio Company, we are subject to the risk that such Portfolio Company may make business decisions with which we disagree, and the unitholders and management of such Portfolio Company may take risks or otherwise act in ways that are adverse to our interests. Due to the lack of liquidity for the debt and equity investments that we may hold in our Portfolio Companies, we may not be able to dispose of our investments in the event we disagree with the actions of a Portfolio Company, and may therefore suffer a decrease in the value of our investments.

In addition, we may not be in a position to control any Portfolio Company by investing in its debt securities. 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.

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Many of our portfolio securities may not have a readily available market price and we will value these securities at fair value as determined in good faith under procedures adopted 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.

The majority of our investments are expected to be in debt instruments that do not have readily ascertainable market prices. 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 the Valuation Designee under procedures adopted by our Board of Directors. The Valuation Designee, on behalf of the Company, is expected to utilize the services of the Independent Valuation Adviser in determining the fair value of a portion of the securities in our portfolio as of each quarter end. Investment professionals from our Investment Adviser, the Valuation Designee, will also 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. As a BDC, we conduct the valuation of our assets, pursuant to which our NAV is determined, at all times consistent with GAAP and the Investment Company Act. In accordance with Rule 2a-5 under the Investment Company Act, the Company’s Board of Directors may either determine fair valuations in good faith for any or all of the Company’s investments or designate the performance of fair valuation determinations to a valuation designee, subject to the Board’s oversight. The Company has designated the Investment Adviser as the “Valuation Designee.” The Valuation Designee is responsible for the performance of fair valuation determinations, assessing and managing material valuation risks, establishing, testing and applying fair value methodologies, evaluating any pricing services and providing quarterly and annual reports to the Board.

Because fair valuations, and particularly fair valuations of private securities and private companies, are inherently uncertain, may fluctuate over short periods of time and are often based to a large extent on estimates, comparisons and qualitative evaluations of private information, it may be more difficult for investors to value accurately our investments and could lead to undervaluation or overvaluation of our common units. In addition, the valuation of these types of securities may result in substantial write-downs and earnings volatility.

Our NAV 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 NAV. 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 NAV.

When our NAV is determined other than on a quarter-end (such as in connection with issuances of our common units on dates occurring mid-quarter), such determinations of NAV are typically made by our Investment Adviser, acting under delegated authority from, and subject to the supervision of our Board of Directors. While such NAV determinations are made in accordance with procedures adopted by our Board of Directors, such intra-quarter NAV determinations do not follow the same procedures as quarter-end NAV determinations, such as the input of our Audit Committee or the Independent Valuation Adviser, which may heighten the risks described above. However, we intend to comply at all times with the limitations of Section 23 under the Investment Company Act (which generally prohibits us from issuing common units at a price below the then-current NAV of common units as determined within 48 hours, excluding Sundays and holidays, of such issuance, subject to certain exceptions).

The lack of liquidity in our investments may adversely affect our business.

Various restrictions will render our investments relatively illiquid, which may adversely affect our business. As we will 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. Our Investment Adviser is not permitted to obtain or use material non-public information in effecting purchases and sales in public securities transactions for us, which could create an additional limitation on the liquidity of our investments. The illiquidity of our investments may make it difficult for us to sell such investments if the need arises. Therefore, if we are required to or desire to liquidate all or a portion of our portfolio quickly, we could realize significantly less than the value at which we have recorded our investments or could be unable to dispose of our investments in a timely manner or at such times as we deem advisable.

We are a non-diversified investment company within the meaning of the Investment Company 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 Investment Company Act, which means that we are not limited by the Investment Company Act with respect to the proportion of our assets that we may invest in securities of a single issuer. Under the Investment Company Act, a “diversified” investment company is required to invest at least 75% of the value of its total assets in cash and cash items, government securities, securities of other investment companies and other securities limited in respect of any one issuer to an amount not greater than 5% of the value of the total assets of such company and no more than 10% of the outstanding voting securities of such issuer. As a non-diversified investment company, we are not subject to this requirement. To the extent that we assume large positions in the securities of a small number of issuers, or within a particular industry, our NAV 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 or to a general downturn in the economy. However, we will be subject to the diversification requirements applicable to RICs under Subchapter M of the Code.

Our portfolio may be invested in a limited number of industries, which may subject us to a risk of significant loss if there is a downturn in a particular industry in which we invest.

We may invest in a limited number of industries. A downturn in any industry in which we are invested could significantly impact the aggregate returns we realize.

If an industry in which we have significant investments suffers from adverse business or economic conditions, as individual industries have historically experienced to varying degrees, a material portion of our portfolio could be affected adversely, which, in turn, could adversely affect our financial position and results of operations.

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Terrorist attacks, acts of war, global health emergencies 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, global health emergencies 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 global economic instability. Future terrorist activities, military or security operations, global health emergencies 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, global health emergencies and natural disasters are generally uninsurable.

Cybersecurity risks and cyber incidents may adversely affect our business or the business of our Portfolio Companies by causing a disruption to our operations or the operations of our Portfolio Companies, a compromise or corruption of our confidential information or the confidential information of our Portfolio Companies and/or damage to our business relationships or the business relationships of our Portfolio Companies, all of which could negatively impact the business, financial condition and operating results of us or our Portfolio Companies.

Our operations rely heavily on the secure processing, storage and transmission of financial, personal and other information in the computer systems and networks of the Company, our Investment Adviser, our Administrator and other third parties. In recent years, there have been several highly publicized incidents involving financial services companies reporting the unauthorized disclosure of client or other confidential information, as well as cyber attacks involving theft, dissemination and destruction of corporate information or other assets, which in some cases occurred as a result of failure to follow procedures by employees or contractors or as a result of actions by third-parties. Cyber attacks can originate from a variety of sources, including third-parties affiliated with foreign governments, organized crime or terrorist organizations, and malicious individuals both outside and inside a targeted company, including through use of relatively new artificial intelligence tools or methods. Geopolitical conflicts could result in an increased number and/or severity of cyber attacks. Malicious actors may also attempt to compromise or induce employees of our Investment Adviser, the Administrator or other users of our systems to disclose sensitive information or provide access to our data, and these types of risks may be difficult to detect or prevent. Additionally, we, Jefferies Finance and third-party service providers are subject to numerous laws and regulations designed to protect sensitive or confidential information, including personal data, such as U.S. and non-U.S. federal and state laws governing privacy and cybersecurity.

A cyber incident is considered to be any adverse event that threatens the confidentiality, integrity or availability of the information resources of us or our Portfolio Companies. These incidents may be an intentional attack or an unintentional event and could involve a third party or our own personnel gaining unauthorized access to our information systems or those of our Portfolio Companies for purposes of obtaining ransom payments, misappropriating assets, stealing confidential information, corrupting data or causing operational disruption. The result of these incidents may include disrupted operations, misstated or unreliable financial data, liability for loss or misappropriation of data, stolen assets or information, increased cybersecurity protection and insurance costs, litigation and damage to our reputation or business relationships. As our Portfolio Companies’ reliance on technology has increased, so have the risks posed to our information systems, both internal and those provided by Jefferies Finance and third-party service providers, and the information systems of our Portfolio Companies and the software and networks of the Company, Jefferies Finance, third-party service providers and our Portfolio Companies may be vulnerable to spam attacks, unauthorized access, distributed denial of service attacks, ransomware, computer viruses and other malicious code, as well as human error, natural disaster, power loss, and other events. The techniques and malware used in these cyber attacks and cybersecurity incidents are increasingly sophisticated, change frequently and are often not recognized until launched because they are novel. Jefferies Finance and these third-party service providers have implemented processes, procedures and internal controls to help mitigate cybersecurity risks and cyber intrusions, but these measures, as well as our increased awareness of the nature and extent of a risk of a cyber-incident, do not guarantee that a cyber-incident will not occur and/or that our financial results, operations or confidential information will not be negatively impacted by such an incident.

We may form one or more CLOs, which may subject us to certain structured financing risks.

To the extent permissible under risk retention rules adopted pursuant to Section 941 of the Dodd-Frank Act and applicable provisions of the Investment Company Act, to finance investments, we may securitize certain of our investments, including through the formation of one or more CLOs, while retaining all or most of the exposure to the performance of these investments. This would involve contributing a pool of assets to a special purpose entity, and selling debt interests in such entity on a non-recourse or limited-recourse basis to purchasers. Any interest in any such CLO held by us may be considered a “non-qualifying asset” for purposes of the Investment Company Act.

If we create a CLO, we will depend on distributions from the CLO’s assets out of its earnings and cash flows to enable us to make distributions to our unitholders. The ability of a CLO to make distributions will be subject to various limitations, including the terms and covenants of the debt it issues. For example, tests (based on interest coverage or other financial ratios or other criteria) may restrict our ability, as holder of a CLO’s equity interests, to receive cash flow from these investments. There is no assurance any such performance tests will be satisfied. Also, a CLO may take actions that delay distributions in order to preserve ratings and to keep the cost of present and future financings lower or the CLO may be obligated to retain cash or other assets to satisfy over-collateralization requirements commonly provided for holders of the CLO’s debt. As a result, there may be a lag, which could be significant, between the repayment or other realization on a loan or other assets in, and the distribution of cash out of, a CLO, or cash flow may be completely restricted for the life of the CLO. To qualify as a RIC, we must, among other things, timely distribute to our stockholders at least 90% of our investment company taxable income (determined without regard to the dividends paid deduction), which is generally our net ordinary income plus the excess of realized net short-term capital gains over realized net long-term capital losses, if any, for each taxable year (the “Annual Distribution Requirement”). If we do not receive cash flow from any such CLO that is necessary to satisfy the Annual Distribution Requirement for maintaining our RIC status, and we are unable to obtain cash from other sources necessary to satisfy this requirement, we could fail to maintain our status as a RIC, which would have a material adverse effect on our financial performance.

In addition, a decline in the credit quality of loans in a CLO due to poor operating results of the relevant borrower, declines in the value of loan collateral or increases in defaults, among other things, may force a CLO to sell certain assets at a loss, reducing their earnings and, in turn, cash potentially available for distribution to us for distribution to our unitholders.

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To the extent that any losses are incurred by the CLO in respect of any collateral, such losses will be borne first by us as owner of equity interests. Finally, any equity interests that we retain in a CLO will not be secured by the assets of the CLO, and we will rank behind all creditors of the CLO.

Our failure to make follow-on investments in our Portfolio Companies could impair the value of our portfolio.

Following an initial investment in a Portfolio Company, we may make additional investments in that Portfolio Company as “follow-on” investments, in order to:

•increase or maintain in whole or in part our equity ownership percentage or debt participation;

•exercise warrants, options or convertible securities that were acquired in the original or subsequent financing; or

•Attempt to preserve or enhance the value of our investment.

We may elect not to make follow on investments or may lack sufficient funds to make those investments.

We will have the discretion to make any follow-on investments, subject to the availability of capital resources and the limitations set forth in “Item 1(c). Description of Business.” The failure to make follow-on investments may, in some circumstances, jeopardize the continued viability of a Portfolio Company and the initial investment, or may result in a missed opportunity for us to increase our participation in a successful operation. 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 concentration of risk, because we prefer other opportunities or because we are inhibited by compliance with BDC requirements or compliance with the requirements for maintenance of our RIC status.

Our Portfolio Companies may prepay loans, which may reduce stated yields in the future if the capital returned cannot be invested in transactions with equal or greater expected yields.

Certain of the loans we make will be prepayable at any time, with some prepayable at no premium to par. We cannot predict when such loans may be prepaid. Whether a loan is prepaid will depend both on the continued positive performance of the Portfolio Company and the existence of favorable financing market conditions that permit such Portfolio Company to replace existing financing with less expensive capital. In periods of rising interest rates, the risk of prepayment of floating rate loans may increase if other financing sources are available. As market conditions change frequently, it is unknown when, and if, this may be possible for each Portfolio Company. In the case of some of these loans, having the loan prepaid early may reduce the achievable yield for us in the future below the current yield disclosed for our portfolio if the capital returned cannot be invested in transactions with equal or greater expected yields.

Investments in common and preferred equity securities, many of which are illiquid with no readily available market, involve a substantial degree of risk.

Although equity securities have historically generated higher average total returns than fixed income securities over the long term, equity securities also have experienced significantly more volatility in those returns. Our equity investments may fail to appreciate and may decline in value or become worthless, and our ability to recover our investment will depend on our Portfolio Company’s success. Investments in equity securities involve a number of significant risks, including:

•any equity investment we make in a Portfolio Company could be subject to further dilution as a result of the issuance of additional equity interests and to serious risks as a junior security that will be subordinate to all indebtedness (including trade creditors) or senior securities in the event that the issuer is unable to meet its obligations or becomes subject to a bankruptcy process;

•to the extent that the Portfolio Company requires additional capital and is unable to obtain it, we may not recover our investment; and

•in some cases, equity securities in which we invest will not pay current dividends, and our ability to realize a return on our investment, as well as to recover our investment, will be dependent on the success of the Portfolio Company.

Even if the Portfolio Company is successful, our ability to realize the value of our investment may be dependent on the occurrence of a liquidity event, such as a public offering or the sale of the Portfolio Company. It is likely to take a significant amount of time before a liquidity event occurs or we can otherwise sell our investment. In addition, the equity securities we receive or invest in may be subject to restrictions on resale during periods in which it could be advantageous to sell them.

There are special risks associated with investing in preferred securities, including:

•preferred securities may include provisions that permit the issuer, at its discretion, to defer distributions for a stated period without any adverse consequences to the issuer. If we own a preferred security that is deferring its distributions, we may be required to report income for tax purposes before we receive such distributions;

•preferred securities are subordinated to debt in terms of priority to income and liquidation payments, and therefore will be subject to greater credit risk than debt;

•preferred securities may be substantially less liquid than many other securities, such as common stock or U.S. government securities; and

•generally, preferred security holders have no voting rights with respect to the issuing company, subject to limited exceptions.

Additionally, when we invest in debt securities, we may acquire warrants or other equity securities as well. Our goal is ultimately to dispose of such equity interests and realize gains upon our disposition of such interests. However, the equity interests we receive may not appreciate in value and, in

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fact, may decline in value. Accordingly, we may not be able to realize gains from our equity interests and any gains that we do realize on the disposition of any equity interests may not be sufficient to offset any other losses we experience.

We may invest, to the extent permitted by law, in the equity securities of investment funds that are operating pursuant to certain exceptions to the Investment Company Act and, to the extent we so invest, will bear our ratable share of any such company’s expenses, including management and performance fees. We will also remain obligated to pay the management fee and incentive fee to our Investment Adviser with respect to the assets invested in the securities and instruments of such companies. With respect to each of these investments, each of our common unitholders will bear their pro rata share of the management fee and incentive fee due to our Investment Adviser as well as indirectly bearing the management and performance fees and other expenses of any such investment funds or advisers.

By originating loans to companies that are experiencing significant financial or business difficulties, we may be exposed to distressed lending risks.

As part of our lending activities, we may originate loans to companies that are experiencing significant financial or business difficulties, including companies involved in bankruptcy or other reorganization and liquidation proceedings. Although the terms of such financing may result in significant financial returns to us, they involve a substantial degree of risk. The level of analytical sophistication, both financial and legal, necessary for successful financing to companies experiencing significant business and financial difficulties is unusually high. There is no assurance that we will correctly evaluate the value of the assets collateralizing our loans or the prospects for a successful reorganization or similar action. In any reorganization or liquidation proceeding relating to a company that we fund, we may lose all or part of the amounts advanced to the borrower or may be required to accept collateral with a value less than the amount of the loan advanced by us to the borrower.

We may be exposed to special risks associated with bankruptcy cases.

Many of the events within a bankruptcy case are adversarial and often beyond the control of the creditors. While creditors generally are afforded an opportunity to object to significant actions, there can be no assurance that a bankruptcy court would not approve actions that may be contrary to our interests. Furthermore, there are instances where creditors can lose their ranking and priority if they are considered to have taken over management of a borrower.

The reorganization of a company can involve substantial legal, professional and administrative costs to a lender and the borrower; it is subject to unpredictable and lengthy delays; and during the process a company’s competitive position may erode, key management may depart and a company may not be able to invest its capital adequately. In some cases, the debtor company may not be able to reorganize and may be required to liquidate assets. The debt of companies in financial reorganization will, in most cases, not pay current interest, may not accrue interest during reorganization and may be adversely affected by an erosion of the issuer’s fundamental value.

In addition, lenders can be subject to lender liability claims for actions taken by them where they become too involved in the borrower’s business or exercise control over the borrower. For example, we could become subject to a lender’s liability claim, if, among other things, the borrower requests significant managerial assistance from us and we provide such assistance as contemplated by the Investment Company Act.

We will have broad discretion over the use of proceeds of the funds we raise from investors and will use proceeds in part to satisfy operating expenses.

There can be no assurance that we will be able to locate a sufficient number of suitable investment opportunities to allow us to successfully deploy capital that we raise from investors in a timeframe that will permit investors to earn above-market returns. To the extent we are unable to invest substantially all of the capital we raise within our contemplated timeframe, our investment income, and in turn our results of operations, will likely be materially adversely affected. Additionally, there could be a significant lag in time between when we receive proceeds from the offering of our common units and our funding of investments. See “— Risks Relating to Our Business and Structure — We are a relatively new company and have a limited operating history.”

We intend to use substantially all of the proceeds from the offering of our common units, net of expenses, to make investments in accordance with our investment objectives and using the strategies described in this report. We anticipate that the remainder will be used for working capital and general corporate purposes, including the payment of operating expenses. However, subject to the restrictions of applicable law and regulations, including the Investment Company Act and the Code, we have significant flexibility in applying the proceeds of the funds we raise from investors and may use the net proceeds in ways with which unitholders may not agree, or for purposes other than those contemplated at the time of the capital raising. We may also pay operating expenses, and may pay other expenses such as due diligence expenses of potential new investments, from net proceeds. Our ability to achieve our investment objective may be limited to the extent that net proceeds of the funds we raise from investors, pending full investment by us in Portfolio Companies, are used to pay operating expenses.

We may be exposed to unique conflicts of interest associated with certain investment opportunities in funded debt and related unfunded commitment financing transactions.

Certain co-investment opportunities may involve a funded term loan and unfunded commitments (e.g., revolving credit facilities). The Company, along with other Accounts, will be offered and may invest in these opportunities on the same terms and conditions. However, the Company and other Accounts may invest in these instruments on a non-pro rata basis in differing amounts and, in some cases, certain of the other Accounts may not participate in the revolving credit facility opportunity based on the investment strategy of such an Account. For example, if the Company holds a small portion of a revolving credit facility and a larger portion of a funded term loan, while Jefferies Finance holds a larger portion of the revolving credit facility and a smaller portion of the funded term loan, in certain distressed situations it may be in our interests, when holding a larger portion of a funded term loan, to have the revolving lenders (e.g., Jefferies Finance) provide more funding to a revolving credit facility where the revolving lenders may not be required. Otherwise, the Company may not have the ability to secure access to the funded term loans that align with our investment objective to generate

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both current income and capital appreciation. Accordingly, when the Company invests in differing amounts with other Accounts and Jefferies Finance, the interests of the Company and the other Accounts and Jefferies Finance may not be aligned.

Declines in market prices and liquidity in the corporate debt markets can result in significant net unrealized depreciation of our portfolio, which in turn would affect our results of operations.

As a BDC, we are required to carry our investments at market value or, if no market value is ascertainable, at fair value as determined in good faith under procedures adopted by our Board of Directors. We may take into account the following types of factors, if relevant, in determining the fair value of our investments: the enterprise value of a Portfolio Company (the entire value of the Portfolio Company to a market participant, including the sum of the values of debt and equity securities used to capitalize the enterprise at a point in time), the nature and realizable value of any collateral, the Portfolio Company’s ability to make payments and its earnings and discounted cash flow (taking into consideration current market interest rates and credit spreads), the markets in which the Portfolio Company does business, a comparison of the Portfolio Company’s securities to similar publicly traded securities and other relevant factors. When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, we use the pricing indicated by the external event to corroborate our valuation. While most of our investments are not likely to be 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 also adversely affect our investment valuations. Decreases in the market values or fair values of our investments are recorded as unrealized depreciation. The effect of all of these factors on our portfolio can reduce our NAV by increasing net unrealized depreciation in our portfolio. Depending on market conditions, we could incur substantial realized losses and may suffer unrealized depreciation, which could have a material adverse impact on our business, financial condition and results of operations.

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 and may be unable to repay our loans during these periods. Therefore, during these periods our non-performing assets may increase and 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 collateral securing some of our loans and the value of our equity investments. Economic slowdowns or recessions could lead to financial losses in our portfolio and a decrease in revenues, net income and assets. Unfavorable economic conditions also 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. These events could prevent us from increasing investments and 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 the Portfolio Company’s assets representing collateral for its obligations. This could trigger cross defaults under other agreements and jeopardize our Portfolio Company’s ability to meet its obligations under the debt that we hold and the value of any equity securities we own. 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 Companies may have incurred or issued, or may in the future incur or issue, debt or equity securities that rank equally with, or senior to, our investments in such companies, which could have an adverse effect on us in any liquidation of a Portfolio Company.

Our Portfolio Companies may have, or may be permitted to incur, other debt, or issue other equity securities that rank equally with, or senior to, our investments. By their terms, such instruments may provide that the holders are entitled to receive payment of dividends, interest or principal on or before the dates on which we are entitled to receive payments in respect of our investments. These debt instruments 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. Also, in the event of insolvency, liquidation, dissolution, reorganization or bankruptcy of a Portfolio Company, holders of securities ranking senior to our investment in that Portfolio Company typically are entitled to receive payment in full before we receive any distribution in respect of our investment. After repaying such holders, the Portfolio Company may not have any remaining assets to use for repaying its obligation to us. In the case of securities ranking equally with our investments, we would have to share on an equal basis any distributions with other security holders in the event of an insolvency, liquidation, dissolution, reorganization or bankruptcy of the relevant Portfolio Company.

Additionally, certain loans that we make to Portfolio Companies may be secured on a second priority basis by the same collateral securing senior secured debt, which will be secured on a first priority basis. 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 Portfolio Company under the agreements governing the loans. 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 us. 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 loan obligations secured by the second priority liens after payment in full of all obligations secured by the first priority liens. If such proceeds are not sufficient to repay amounts outstanding under the loan 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 Portfolio Company’s remaining assets, if any.

The rights we may have with respect to the collateral securing any junior priority loans we make to our Portfolio Companies may also be limited pursuant to the terms of one or more intercreditor agreements that we enter into with the holders of senior debt. Under such an intercreditor agreement, at any time that senior obligations are outstanding, we may forfeit certain rights with respect to the collateral to the holders of the senior obligations. These rights may include the right to commence enforcement proceedings against the collateral, the right to control the conduct of such enforcement proceedings, the right to approve amendments to collateral documents, the right to release liens on the collateral and the right to waive past defaults under collateral documents. We may not have the ability to control or direct such actions, even if our rights as junior lenders are adversely affected. In addition, a bankruptcy court may choose not to enforce an intercreditor agreement or other arrangement with creditors.

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We may also make unsecured loans to Portfolio Companies, meaning that such loans will not benefit from any interest in collateral of such Portfolio 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 loan 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 us. 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 our unsecured loan obligations after payment in full of all secured loan obligations. If such proceeds were not sufficient to repay the outstanding secured loan obligations, then the unsecured claims would rank equally with the unpaid portion of such secured creditors’ claims against the Portfolio Company’s remaining assets, if any.

Our Portfolio Companies may be highly leveraged.

Some of our Portfolio Companies may be highly leveraged, which may have adverse consequences to these Portfolio Companies and to us as an investor. These Portfolio Companies may be subject to restrictive financial and operating covenants and the leverage may impair these Portfolio Companies’ ability to finance their future operations and capital needs. As a result, these Portfolio Companies’ flexibility to respond to changing business and economic conditions and to take advantage of business opportunities may be limited. Further, a leveraged company’s income and net assets will tend to increase or decrease at a greater rate than if borrowed money were not used.

Portfolio Companies with floating rate debt may be exposed to a higher cost of debt due to a rise in interest rates.

We may structure the majority of our debt investments with floating interest rates to position our portfolio for rate increases. However, there can be no assurance that this will successfully mitigate our exposure to interest rate risk. For example, in rising interest rate environments, payments under floating rate debt instruments generally would rise and there may be a significant number of issuers of such floating rate debt instruments that would be unable or unwilling to pay such increased interest costs and may otherwise be unable to repay their loans. Rising interest rates could also cause Portfolio Companies to shift cash from other productive uses to the payment of interest, which may have a material adverse effect on their business and operations and could, over time, lead to increased defaults. Investments in floating rate debt instruments may also decline in value in response to rising interest rates if the interest rates of such investments do not rise as much, or as quickly, as market interest rates in general. Similarly, during periods of rising interest rates, our fixed rate investments may decline in value because the fixed rate of interest paid thereunder may be below market interest rates.

We may expose ourselves to risks if we engage in hedging transactions.

We may seek to hedge against interest rate and currency exchange rate fluctuations and credit risk by using financial instruments such as futures, options, swaps and forward contracts, subject to the requirements of the Investment Company Act. These financial instruments may be purchased on exchanges or may be individually negotiated and traded in over-the-counter markets. Use of such 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 unitholders.

We may initially invest a significant portion of the net proceeds from the offering of common units primarily in high-quality short-term investments, which will generate lower rates of return than those expected from the interest generated on our intended investment program.

We may initially invest a portion of the net proceeds from the offering of common units primarily in cash, cash equivalents, U.S. government securities and other high-quality short-term investments. These securities may earn yields substantially lower than the income that we anticipate receiving once we are fully invested in accordance with our investment objective. As a result, we may not be able to achieve our investment objective and/or pay any dividends during this period or, if we are able to do so, such dividends may be substantially lower than the dividends that we expect to pay when our portfolio is fully invested in accordance with our investment objectives. If we do not realize yields in excess of our expenses, we may incur operating losses.

Inflation and global supply chain issues may adversely affect the business, results of operations and financial conditions of Portfolio Companies.

Inflation and fluctuations in inflation rates have had in the past, and may in the future have, negative effects on economies and financial markets, particularly in emerging economies. For example, wages and prices of inputs increase during periods of inflation, which can negatively impact returns on investments. In an attempt to stabilize inflation, countries may impose wage and price controls or otherwise intervene in the economy. Governmental efforts to curb inflation often have negative effects on the level of economic activity. There can be no assurance that inflation will not become a serious problem in the future and have an adverse impact on our returns.

Economic activity has continued to accelerate across sectors and regions. Nevertheless, global supply chain issues have, and may in the future, lead to a rise in energy prices. Inflation may continue in the near to medium-term, particularly in the U.S., with the possibility that monetary policy may tighten in response. Persistent inflationary pressures could affect our obligors’ profit margins.

Additionally, the continuing trade dispute between the United States and China, pursuant to which both countries have, among other things, imposed tariffs on one another, has had an adverse economic effect on U.S. markets and international trade more broadly. This adverse economic effect is likely to become more pronounced if the dispute remains unresolved, which could have a material adverse impact on our Portfolio Companies. For example, existing and any additional supply chain and other laws, regulations, or executive orders by either country that restrict or prohibit transactions or impose requirements or limitations on business could impair the ability of U.S.-based companies (in which we are likely to invest) to expand into markets in China and the ability of such companies’ to produce or obtain component parts necessary for production. Also, for the foreseeable future, the trade dispute will likely continue to be an ongoing source of instability, resulting in significant currency fluctuations, increased capital markets volatility,

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and other adverse effects on international markets, international trade agreements, and other existing cross-border cooperation arrangements (whether economic, tax, fiscal, legal, regulatory or otherwise), which could present similar and additional potential risks and consequences for us and our Portfolio Companies.

Trade negotiations and related government actions may create regulatory uncertainty for our Portfolio Companies and our investment strategies and adversely affect the profitability of our Portfolio Companies.

In recent years, the U.S. government has indicated its intent to alter its approach to international trade policy and in some cases to renegotiate, or potentially terminate, certain existing bilateral or multi-lateral trade agreements and treaties with foreign countries, and has made proposals and taken actions related thereto. For example, the U.S. government has imposed, and may in the future further increase, tariffs on certain foreign goods, including from China, such as steel and aluminum. Some foreign governments, including China, have instituted retaliatory tariffs on certain U.S. goods. Most recently, the current U.S. presidential administration has imposed or sought to impose significant increases to tariffs on goods imported into the U.S., including from China, Canada and Mexico. Tariffs on imported goods could further increase costs, decrease margins, reduce the competitiveness of products and services offered by current and future Portfolio Companies and adversely affect the revenues and profitability of Portfolio Companies whose businesses rely on goods imported from such impacted jurisdictions.

There is uncertainty as to further actions that may be taken under the current U.S. presidential administration with respect to U.S. trade policy. Further governmental actions related to the imposition of tariffs or other trade barriers or changes to international trade agreements or policies, could further increase costs, decrease margins, reduce the competitiveness of products and services offered by current and future Portfolio Companies and adversely affect the revenues and profitability of companies whose businesses rely on goods imported from outside of the United States.

Risks Related to the Investment Adviser and its Affiliates; Conflicts of Interest

Our Investment Adviser, its principals, investment professionals and employees and the members of its Investment Committee have certain conflicts of interest.

Our Investment Adviser, its principals, affiliates, investment professionals and employees, the members of its Investment Committee and our officers and directors serve or may serve now or in the future as investment advisers, officers, directors, principals of, or in other capacities with respect to, public or private entities (including other BDCs and other investment funds) that operate in the same or a related line of business as us. In particular, three affiliates of the Investment Adviser, Jefferies Credit Partners LLC, Apex Credit Partners LLC and Jefferies Finance, are advisers to multiple private investment funds. Therefore, we expect these individuals may have obligations to investors in such other BDCs, the fulfillment of which might not be in our best interests or the best interests of our unitholders, and we expect that investment opportunities will satisfy the investment criteria for both us and such other BDCs. In addition, the Investment Adviser and its affiliates also manage other Accounts, and expect to manage other Accounts in the future, that have investment mandates that are similar, in whole or in part, to ours and, accordingly, may invest in asset classes similar to those targeted by us. As a result, our Investment Adviser and/or its affiliates may face conflicts in allocating investment opportunities between us and such other Accounts. The fact that our investment management fees may be lower than those of certain other Accounts advised by the Investment Adviser could result in this conflict of interest affecting us adversely relative to such other Accounts.

Subject to applicable law, other Accounts may invest alongside us. In certain circumstances, negotiated co-investments by us and other Accounts in private placement securities that involve the negotiation of certain terms of the private placement securities to be purchased (other than price-related terms) may be made pursuant to an order from the SEC permitting us to do so. Under the terms of the exemptive order on co-investments, we are permitted to co-invest with our affiliates if a “required majority” (as defined in Section 57(o) of the Investment Company Act) of our Independent Directors make certain conclusions in connection with a co-investment transaction, including that (1) the terms of the proposed transaction are reasonable and fair to us and our unitholders and do not involve overreaching of us or our unitholders on the part of any person concerned, and (2) the transaction is consistent with the interests of our unitholders and is consistent with our Board of Directors approved criteria.

Our Investment Adviser may in the future recommend to the Board of Directors that we merge with or sell all or substantially all of our assets to one or more funds, including a fund that could be managed by our Investment Adviser (including another BDC). In connection with a recommendation to the Board of a listing, an IPO or a merger and dependent upon the relevant facts and circumstances at the time, certain expense adjustment measures may be proposed, including without limitation, potential fee discounts or other expense measures; provided, however, that there is no assurance that any such measures would ultimately be consummated. No such merger or asset sale would be consummated absent the meeting of various conditions required by applicable law or contract, at such time, which may include approval of the board of directors and common equity holders of both funds. If our Investment Adviser is the investment adviser of both funds, various conflicts of interest would exist with respect to any such transaction. Such conflicts of interest may potentially arise from, among other things, differences between the compensation payable to the Investment Adviser by us and by the entity resulting from such a merger or asset sale or efficiencies or other benefits to our Investment Adviser as a result of managing a single, larger fund instead of two separate funds.

Our Investment Adviser will be paid the management fee even if the values of investments decline, and our Investment Adviser’s incentive fee may create incentives for it to make certain kinds of investments.

The management fee is payable even in the event the value of unitholders’ investments declines. In addition, the management fee is payable regardless of whether the value of our net assets or the value of unitholders’ investments have decreased. The use of increased leverage may increase the likelihood of default, which would disfavor holders of our common units. Given the subjective nature of the investment decisions that our Investment Adviser will make on our behalf, we may not be able to monitor this potential conflict of interest.

In addition, the incentive fee payable by us to our Investment Adviser may create an incentive for our Investment Adviser to make investments on our behalf that are risky or more speculative than would be the case in the absence of such a compensation arrangement and also to incur leverage, which will tend to enhance returns where our portfolio has positive returns. Our Investment Adviser receives the incentive fee based, in part, upon capital

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gains realized on our investments. As a result, our Investment Adviser may have an incentive to invest more in companies whose securities are likely to yield 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 cyclical economic downturns.

The incentive fee payable by us to our Investment Adviser also may create an incentive for our Investment Adviser to invest on our behalf in instruments that have a deferred interest feature. Under these investments, we accrue the interest over the life of the investment but do not receive the cash income from the investment until the end of the term. Our net investment income used to calculate the income portion of our incentive fee, however, includes accrued interest. Thus, a portion of this incentive fee is based on income that we have not yet received in cash. This risk could be increased because our Investment Adviser is not obligated to reimburse us for any incentive fees received even if we subsequently incur losses or never receive in cash the accrued income (including accrued income with respect to original issue discount, PIK interest and zero coupon securities).

The incentive fee is based on pre-incentive fee net investment income.

The incentive fee based on income will be determined and paid quarterly in arrears at the end of each calendar quarter by reference to our pre-incentive fee net investment income from the calendar quarter then ending. If market interest rates rise, we may be able to invest our funds in debt instruments that provide for a higher return, which would increase our pre-incentive fee net investment income and make it easier for the Investment Adviser to surpass the hurdle rate and receive an incentive fee on such net investment income. PIK interest and OID will also increase our pre-incentive fee net investment income and make it easier to surpass the hurdle rate. The pre-incentive fee net investment income is also included in the amount of our net assets used to calculate the management fee.

Our ability to achieve our investment objective depends on our Investment Adviser’s ability to identify, invest in and monitor companies that meet our investment criteria.

Accomplishing this result on a cost-effective basis is largely a function of the structuring of our investment process and the ability of our Investment Adviser to provide competent, attentive and efficient services to us. We may also be called upon to provide significant managerial assistance to certain of our Portfolio Companies. These demands on their time, which will increase as the number of investments grow, may distract them or slow the rate of investment. In order to grow, our Investment Adviser may need to hire, train, supervise, manage and retain new employees. However, we cannot assure unitholders that we will be able to do so effectively. Any failure to manage our future growth effectively could have a material adverse effect on our business, financial condition and results of operations.

Potential conflicts of interest with other businesses of JFG could impact our investment returns.

There are significant potential conflicts of interest that could negatively impact our investment returns.

JFG, including its affiliates and personnel, is 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, private equity sponsors, financial institutions, governments, institutional investors, and high-net-worth individuals. As such, it acts as an investor, investment banker, research provider, investment manager, financier, adviser, market maker, trader, prime broker, derivatives dealer, lender, counterparty, agent and principal. In those and other capacities, JFG and its affiliates advise clients in all markets and transactions and purchase, sell, hold and recommend a broad array of investments, including 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 their customers, and have other direct and indirect interests, in the global fixed income, currency, commodity, equity, bank loans 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, (1) we may not be able to conduct transactions relating to investments in Portfolio Companies because our Investment Adviser is not permitted to obtain or use material non-public information in effecting purchases and sales in public securities transactions for us or (2) JFG, the clients it advises, and its personnel may engage (or consider engaging) in commercial arrangements or transactions with us (subject to any limitations under the law), and/or may compete for commercial arrangements or transactions in the same types of companies, assets, securities or other assets or instruments as us. Transactions by, advice to and activities of such Accounts (including potentially JFG acting on a proprietary basis), may involve the same or related companies, securities or other assets or instruments as those in which we invest and may negatively affect us (including our ability to engage in a transaction or other activities) or the prices or terms at which our transactions or other activities may be effected. For example, JFG may be engaged to provide advice to an account that is considering entering into a transaction with us, and JFG may advise the account not to pursue the transaction with us, or otherwise in connection with a potential transaction provide advice to the account that would be adverse to us.

In addition, an affiliate of JFG may, to the extent permitted by applicable law, including the limitations set forth in Section 57(k) of the Investment Company Act, receive compensation from us or from the borrowers if we make any investments based on opportunities that such employees or personnel of JFG have referred to us. Such compensation might incentivize JFG or its employees or personnel to refer opportunities or to recommend investments that might otherwise be unsuitable for us. Further, any such compensation paid by us, or paid by the borrower (to which we would otherwise have been entitled) in connection with such investments, may negatively impact our returns.

Furthermore, Jefferies Finance and its affiliates are currently, and in the future expect to be, raising capital for new public or private investment vehicles that have, or when formed will have, the primary purpose of upper middle market private credit. These investment vehicles, as well as existing investment vehicles will compete with us for investments. Although our Investment Adviser and its affiliates will endeavor to allocate investment opportunities among their clients, including us, in a fair and equitable manner and consistent with applicable allocation procedures, it is expected that, in the future, we may not be given the opportunity to participate in investments made by other clients or entities managed by our Investment Adviser or its affiliates or that we may participate in such investments to a lesser extent due to participation by such other clients or entities.

In addition, subject to applicable law, Jefferies Finance or another investment account or vehicle managed or controlled by Jefferies Finance may hold securities, loans or other instruments of a Portfolio Company in a different class or a different part of the capital structure than securities, loans or other instruments of such Portfolio Company held by us. As a result, Jefferies Finance or another investment account or vehicle may pursue or enforce rights

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or activities, or refrain from pursuing or enforcing rights or activities, on behalf of its own account, that could have an adverse effect on us. In addition, to the extent Jefferies Finance or an affiliate has invested in a Portfolio Company for its own account, Jefferies Finance or an affiliate may limit the transactions engaged in by us with respect to such Portfolio Company or issuer for reputational, legal, regulatory or other reasons.

Unitholders should note the matters discussed in “ — Risks Related to the Investment Adviser and its Affiliates — Our ability to enter into transactions with our affiliates is restricted.”

Our Investment Adviser can resign on 60 days’ notice. We may not be able to find a suitable replacement within that time, resulting in a disruption in our operations that could adversely affect our financial condition, business and results of operations.

Our Investment Adviser has the right, under the Investment Advisory Agreement, to resign at any time upon 60 days’ written notice, regardless of whether we have found a replacement. If our Investment Adviser resigns, we may not be able to find a new external investment adviser or hire internal management with similar expertise and ability to provide the same or equivalent services on acceptable terms within 60 days, or at all. If we are unable to do so quickly, our operations are likely to experience a disruption and our financial condition, business and results of operations as well as our ability to pay distributions are likely to be adversely affected.

Our Investment Adviser’s responsibilities and its liability to us are limited under the Investment Advisory Agreement, which may lead our Investment Adviser to act in a riskier manner on our behalf than it would when acting for its own account.

Our Investment Adviser and its officers, directors, partners, managing directors, unitholders, members, other equity holders, employees and controlling persons (if any) will not be liable for any error of judgment or mistake of law or for any loss suffered by us in connection with the matters to which the Investment Advisory Agreement relates, except a loss resulting from willful misfeasance, bad faith or gross negligence on our Investment Adviser’s part in the performance of its duties or from reckless disregard by our Investment Adviser of its obligations and duties under the Investment Advisory Agreement. Any person, even though also employed by our Investment Adviser, who may be or become an employee of and paid by us shall be deemed, when acting within the scope of his or her employment by us, to be acting in such employment solely for us and not as our Investment Adviser’s employee or agent. These protections may lead our Investment Adviser to act in a riskier manner when acting on our behalf than it would when acting for its own account. See “ — Risks Related to the Investment Adviser and its Affiliates; Conflicts of Interest — Our Investment Adviser will be paid the management fee even if the values of the investments decline, and our Investment Adviser’s incentive fee may create incentives for it to make certain kinds of investments.”

Our ability to enter into transactions with our affiliates is restricted.

As a BDC, we are prohibited under the Investment Company Act from knowingly participating in certain transactions with our affiliates without the prior approval of a majority of the Independent Directors who have no financial interest in the transaction, or in some cases, the prior approval of the SEC. For example, any person that owns, directly or indirectly, 5% or more of our outstanding voting securities is deemed to be an affiliate for purposes of the Investment Company Act and, if this is the only reason such person is an affiliate, we are generally prohibited from buying any asset from or selling any asset (other than our common units) to such affiliate, absent the prior approval of such directors. The Investment Company Act also prohibits “joint transactions” with an affiliate, which could include joint investments in the same Portfolio Company, without approval of the Independent Directors or in some cases the prior approval of the SEC. Moreover, except in certain limited circumstances, we are prohibited from buying any asset from or selling any asset to a holder of more than 25% of our voting securities, absent prior approval of the SEC. The analysis of whether a particular transaction constitutes a joint transaction requires a review of the relevant facts and circumstances then existing.

Risks Related to Our Operation as a Business Development Company

Our operation as a BDC imposes numerous constraints on us and significantly reduces our operating flexibility. In addition, if we fail to maintain our status as a BDC, we might be regulated as a closed-end investment company, which would subject us to additional regulatory restrictions.

The Investment Company Act imposes numerous constraints on the operations of BDCs. For example, BDCs generally are required to invest at least 70% of their total assets primarily in securities of qualifying U.S. private companies or thinly traded public companies, cash, cash equivalents, U.S. government securities and other high-quality debt investments that mature in one year or less from the time of investment. These constraints may hinder our Investment Adviser’s ability to take advantage of attractive investment opportunities and to achieve our investment objective. Furthermore, any failure to comply with the requirements imposed on BDCs by the Investment Company Act could cause the SEC to bring an enforcement action against us and/or expose us to claims of private litigants.

We may be precluded from investing in what our Investment Adviser believes are attractive investments if such investments are not qualifying assets for purposes of the Investment Company Act. If we do not invest a sufficient portion of our assets in qualifying assets, we will be prohibited from making any additional investment that is not a qualifying asset and could be forced to forgo attractive investment opportunities. Similarly, these rules could prevent us from making follow-on investments in existing Portfolio Companies (which could result in the dilution of our position).

If we fail to maintain our status as a BDC, we might be regulated as a closed-end investment company that is required to register under the Investment Company Act, which would subject us to additional regulatory restrictions and significantly decrease our operating flexibility. In addition, any such failure could cause an event of default under any outstanding indebtedness we might have, which could have a material adverse effect on our business, financial condition or results of operations.

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Regulations governing our operation as a BDC and RIC affect our ability to, and the way in which we, raise additional capital. These constraints may hinder our Investment Adviser’s ability to take advantage of attractive investment opportunities and to achieve our investment objective.

As a result of the Annual Distribution Requirement to qualify as a RIC, we may need to periodically access the capital markets to raise cash to fund new investments. We may issue “senior securities,” as defined under the Investment Company Act, including borrowing money from banks or other financial institutions only in amounts such that our asset coverage meets the threshold set forth in the Investment Company Act immediately after each such issuance. The Investment Company Act currently requires an asset coverage of at least 150% (i.e., a 2:1 debt-to-equity ratio). 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 continuously issue equity at a rate more frequent than our privately-owned competitors, which may lead to greater unitholder dilution.

We expect to 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. 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 may be disadvantageous.

Under the Investment Company Act, we generally are prohibited from issuing or selling our units at a price per unit, after deducting selling commissions, that is below our NAV per unit, which may be a disadvantage as compared with public companies. We may, however, sell our units, or warrants, options or rights to acquire our units, at a price below the current NAV of our units if our Board of Directors, including our Independent Directors, determines that such sale is in our best interests and the best interests of our unitholders, and our unitholders, as well as those unitholders 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, closely approximates the fair value of such securities.

If we do not invest a sufficient portion of our assets in qualifying assets, we could fail to qualify as a BDC or be precluded from investing according to our current business strategy, which would have a material adverse effect on our business, financial condition and results of operations.

As a BDC, we may not acquire any assets other than “qualifying assets” unless, at the time of and after giving effect to such acquisition, at least 70% of our total assets are qualifying assets. We believe that most of the investments that we may acquire in the future will constitute qualifying assets. However, we may be precluded from investing in what we believe are attractive investments if such investments are not qualifying assets for purposes of the Investment Company Act. If we do not invest a sufficient portion of our assets in qualifying assets, we could be found to be in violation of the Investment Company Act provisions applicable to BDCs and possibly lose our status as a BDC, which would have a material adverse effect on our business, financial condition and results of operations. Similarly, these rules could prevent us from making follow-on investments in existing portfolio companies (which could result in the dilution of our position) or could require us to dispose of investments at inopportune times in order to come into compliance with the Investment Company Act. If we need to dispose of such investments quickly, it may be difficult to dispose of such investments on favorable terms. For example, we may have difficulty in finding a buyer and, even if we do find a buyer, we may have to sell the investments at a substantial loss.

The Company may enter into individual Unitholder Agreements that result in different investment terms then provided in the organizational documents.

Consistent with applicable law (including the Investment Company Act), the Company, the Investment Adviser and/or affiliates of the Investment Adviser may negotiate certain agreements (“Unitholder Agreements”) with certain unitholders who participate in the Private Offering, without the approval or vote of any other unitholder, which provide certain rights to such unitholders that will result in different investment terms with respect to such unitholders than the investment terms applicable to other unitholders that may have the effect of establishing rights under, or altering or supplementing the terms of the organizational documents (without creating a separate class of units) or any such unitholder’s Subscription Agreement solely as it relates to such unitholder. As a result of the Unitholder Agreements, certain unitholders may receive additional benefits that other unitholders will not receive. Such rights or terms in any such Unitholder Agreement or other similar agreement may include, without limitation: (i) the Company and/or the Investment Adviser’s agreement to extend certain information rights or additional reporting to any such unitholder, including, without limitation, to accommodate special regulatory or other circumstances, or (ii) board observation rights. Unless agreed otherwise in the Unitholder Agreement, in general, the Company, the Investment Adviser and affiliates of the Investment Adviser will not be required to notify any or all of the other unitholders of any such Unitholder Agreements or any of the rights and/or terms or provisions thereof, nor will the Company, the Investment Adviser or affiliates of the Investment Adviser be required to offer such additional and/or different rights and/or terms to any or all of the other unitholders. The Company, the Investment Adviser and/or affiliates of the Investment Adviser may enter into such Unitholder Agreements with any unitholder, subject to certain restrictions.

Risks Related to Debt Financing

We borrow money, which may magnify the potential for gain or loss and may increase the risk of investing in us.

As part of our business strategy, we will borrow from, and may issue senior debt securities to, banks, insurance companies and other lenders or investors. Holders of these senior securities or other credit facilities will have claims on our assets that are superior to the claims of unitholders. If the value of our assets decreases, leveraging would cause NAV to decline more sharply than it otherwise would have if we did not employ leverage. Similarly, any decrease in our income would cause net income to decline more sharply than it would have had we not borrowed. Such a decline could negatively affect our ability to make distributions to unitholders. Our ability to service any debt that it incurs will depend largely on its financial performance and will be subject to prevailing economic conditions and competitive pressures.

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Also, if we have senior debt securities or other credit facilities, any obligations to such creditors may be secured by a pledge of and security interest in some or all of our assets, including our portfolio of investments, our cash and/or our right to call undrawn commitments from the unitholders. If we enter into a subscription credit facility, the lenders (or their agent) may have the right on our behalf directly to call undrawn commitments and enforce remedies against the unitholders. In the case of a liquidation event, those lenders would receive proceeds to the extent of their security interest before any distributions are made to unitholders. Any credit agreement or other debt financing agreement into which we may enter may impose financial and operating covenants, remedies on default, and similar matters.

We may, to the extent permitted by applicable law including the Investment Company Act, become co-liable (as a joint borrower, guarantor, or otherwise) for borrowings or other types of leverage of our subsidiaries or other entities in which we have an interest, including joint ventures.

In addition, we may be unable to obtain our desired leverage, which would, in turn, affect an investor’s return on investment.

We currently do not intend to enter into any collateral and asset reuse arrangements, but may decide to enter into such an arrangement in the future.

We will be exposed to risks associated with changes in interest rates.

We are subject to financial market risks, including changes in interest rates. General interest rate fluctuations may have a substantial negative impact on our ability to make investments, the value of our investments and our ability to realize gains from the disposition of investments and, accordingly, have a material adverse effect on our investment objectives and our rate of return on invested capital. In addition, an increase in interest rates would make it more expensive to use debt for our financing needs.

During periods of falling interest rates, payments under the floating rate debt instruments that we hold would generally decrease, resulting in less revenue to us. In the event of a sharply rising interest rate environment, such as during 2022 and 2023, payments under floating rate debt instruments generally would rise and there may be a significant number of issuers of such floating rate debt instruments that would be unable or unwilling to pay such increased interest costs and may otherwise be unable to repay their loans. Investments in floating rate debt instruments may also decline in value in response to rising interest rates if the interest rates of such investments do not rise as much, or as quickly, as market interest rates in general. Similarly, during periods of rising interest rates, fixed-rate debt instruments may decline in value because the fixed rates of interest paid thereunder may be below market interest rates.

A rise in the general level of interest rates can be expected to lead to higher interest rates applicable to our debt investments. Accordingly, in general, an increase in interest rates would make it easier for us to meet or exceed the incentive fee hurdle rate and may result in a substantial increase in the amount of incentive fees payable to the Adviser with respect to pre-incentive fee net investment income.

Federal Income Tax Risks

The Company will be subject to corporate-level US federal income tax on all of its net income if it is unable to maintain RIC tax treatment under the Code.

The Company has elected to be treated and intends to operate in a manner so as to qualify each taxable year thereafter, as a RIC under the Code.

As such, the Company must satisfy, among other requirements, certain ongoing asset diversification, source-of-income and annual distribution requirements. The Company may have difficulty complying with these requirements. In particular, to the extent that the Company holds equity investments in entities that are treated as partnerships or other pass-through entities for US federal income tax purposes, it may not have control over, or receive accurate information about, the underlying income and assets of those entities that are taken into account in determining its compliance with the aforementioned ongoing requirements. If the Company fails to qualify as a RIC it will become subject to corporate-level US federal income tax on all of its net income, and the resulting corporate taxes could substantially reduce the Company’s net assets, the amount of income available for distributions to unitholders, the amount of distributions and the amount of funds available for new investments. Such a failure would have a material adverse effect on the Company and unitholders. See “Material US Federal Income Tax Considerations—Failure to Qualify as a Regulated Investment Company.”

If, before the end of any quarter of its taxable year, the Company believes that it may fail to meet the ongoing asset diversification requirements (as further described in “Material US Federal Income Tax Considerations—Qualification as a Regulated Investment Company”), the Company may seek to take certain actions to avert such a failure. However, the action frequently taken by RICs to avert such a failure—the disposition of non-diversified assets—may be difficult to pursue because of the limited liquidity of the Company’s investments. While relevant tax provisions afford a RIC a 30-day period after the end of the relevant quarter in which to cure a diversification failure by disposing of non-diversified assets, the constraints on the Company’s ability to effect a sale of an investment may limit the Company’s use of this cure period. In certain cases, the Company may be afforded a longer cure period under applicable savings provisions, but the Company may be subject to a penalty tax in connection with its use of those savings provisions.

The Company may hold investments, either directly or indirectly, that require income to be included in investment company taxable income in a year prior to the year in which the Company (or an underlying entity) actually receives a corresponding amount of cash in respect of such income. The Company may be required to make a distribution to unitholders in order to satisfy the annual distribution requirement, even though it will not have received any corresponding cash amount. As a result, the Company may have difficulty meeting the annual distribution requirement necessary to qualify for and maintain RIC tax treatment under the Code. The Company may have to sell some of its investments at times and/or at prices the Adviser would not consider advantageous, raise additional debt or equity capital or forgo new investment opportunities for this purpose. If the Company is not able to obtain cash from other sources, it may not qualify for or maintain RIC tax treatment and thus become subject to corporate-level US federal income tax on all of its net income.

In order to comply with the RIC rules or for other reasons, the Company may structure its investments in a way that could increase the taxes imposed thereon or in respect thereof. For example, the Company may be required to hold such investments through a US or non-US corporation (or other entity

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treated as such for US federal income tax purposes), and the Company would indirectly bear any US or non-US taxes imposed on such corporation. The Company may also be unable to make investments that it would otherwise determine to make as a result of the desire to qualify as a RIC.

Tax laws are subject to changes which may adversely affect the Company.

It is possible that the current US federal, state, local or non-US income tax treatment accorded an investment in the Company will be modified by legislative, administrative, or judicial action in the future, possibly with retroactive effect. The nature of changes in tax law, if any, cannot be determined prior to enactment of any new tax legislation. However, such legislation could significantly alter the tax consequences and decrease the after-tax rate of return of an investment in the Company. Potential investors therefore should seek, and must rely on, the advice of their own tax advisers with respect to the possible impact on their investments of recent legislation, as well as any future proposed tax legislation or administrative or judicial action.

Risks Relating to the Offering and to Our Common Units

Investors in offerings after the initial closing could receive fewer common units than anticipated.

The purchase price per unit of our common units in any closing after the initial closing is expected to be determined to ensure that such price is equal to our then-current NAV per unit. As a result, in the event of an increase in our NAV per unit, the purchase price for units purchased in any closing after the initial closing may be higher than the prior monthly NAV per unit, and therefore an investor may receive a smaller number of units than if it had purchased units in a prior offering.

Our common units are subject to significant transfer restrictions, and an investment in our common units generally will be illiquid.

Units of our common units are subject to the restrictions on transfer described herein and as set forth in our LLC Agreement. Purchasers of units of our common units prior to an IPO and listing (including purchasers in the Private Offering) will not be permitted to transfer their units after the consummation of such IPO and listing, including a transfer of solely an economic interest, without our prior written consent until a date to be established by us. If we undergo a merger, similar restrictions may be imposed on our common units or shares of another entity received by our unitholders in connection with such transaction. If a listing does not occur, our common unitholders will generally be prohibited from transferring their units without our prior written consent. An investment in our common units is of further limited liquidity since our common units are not freely transferable under the securities laws. Each investor in our common units must be prepared to bear the economic risk of an investment in our common units for an indefinite period.

Units of our common units have not been registered under the Securities Act and, therefore, under the securities laws, cannot be sold unless such units are subsequently registered under the Securities Act or an exemption from such registration is available. Units of our common units are illiquid assets for which there is not a secondary market and there is no guarantee that a secondary market will develop in the future. An investment in our common units are therefore suitable only for certain sophisticated investors that can bear the risks associated with the illiquidity of their common units.

Investing in our common units involves an above average degree of risk.

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 units may not be suitable for someone with lower risk tolerance.

An investor may be subject to the short-swing profits rules under the Exchange Act as a result of its investment in our common units.

Our common units are registered under the Exchange Act. As a result, persons with the right to appoint a director or who beneficially own more than 10% of common units may be subject to Section 16(b) of the Exchange Act, which recaptures for our benefit profits from the purchase and sale of registered common units within a six-month period.

Unitholders will experience dilution in their ownership percentage if they do not participate in our dividend reinvestment plan.

All distributions declared in cash payable to unitholders that are participants in our dividend reinvestment plan will generally be automatically reinvested in our common units if the investor opts in to the plan. As a result, unitholders that do not elect to participate in our dividend reinvestment plan may experience dilution over time. Unitholders who do not elect to participate in dividend reinvestment plan may experience accretion to the net asset value (“NAV”) of their units if our units are trading at a premium to our NAV and dilution if our units are trading at a discount to our NAV. The level of accretion or discount would depend on various factors, including the proportion of our unitholders who participate in the plan, the level of premium or discount at which our units are trading and the amount of the distribution payable to unitholders.

Efforts to comply with Section 404 of the Sarbanes-Oxley Act will involve significant expenditures, and noncompliance with Section 404 of the Sarbanes- Oxley Act may adversely affect us.

Commencing with this report, we are required to report on our internal control over financial reporting pursuant to Section 404 of the Sarbanes-Oxley Act. Thereafter, we will be required to review on an annual basis our internal control over financial reporting, and on a quarterly and annual basis to continue to evaluate and disclose changes in our internal control over financial reporting. However, the Company’s independent registered public accounting firm will not be required to formally attest to the effectiveness of the Company’s internal control over financial reporting until the date that we are no longer classified as an emerging growth company under the JOBS Act and also cease to be a non-accelerated filer. For so long as our common units are not traded on a securities exchange, we will remain a non-accelerated filer, and we will not be subject to auditor attestation requirements of

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Section 404(b) of the Sarbanes-Oxley Act even if we cease to be an emerging growth company. If we are not able to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act, our operations, financial reporting or financial results could be adversely affected.

You will have limited opportunities to sell your common units and, to the extent you are able to sell your common units, you may not be able to recover the amount of your investment in our common units.

We intend to commence the Unit Repurchase Program in which we intend to repurchase, in each quarter, up to 5% of our units outstanding (either by number of units or aggregate NAV) as of the close of the previous calendar quarter. Any such unit repurchase offer will be at the discretion of our Board of Directors and subject to applicable law and that such repurchases do not give rise to adverse tax, ERISA or other regulatory consequences to us or our unitholders. Additionally, if we determine to make one or more repurchase offers, such offers are expected to include numerous restrictions that limit your ability to sell your units pursuant to such offers. We expect to limit the number of common units repurchased pursuant to any unit repurchase offer to 5% of our outstanding common units (with the exact amount to be set by our Board of Directors).

Although we expect that our Board of Directors will consider repurchase offers on a quarterly basis, our Board of Directors has complete and absolute discretion to determine whether we will engage in any unit repurchases and, if so, the terms of such repurchases. Therefore, we may ultimately not engage in any unit repurchases or may cease unit repurchases at any time, and you may not be able to sell your common units at all. You should not assume or rely upon any expectation that we will offer to repurchase any of our common units.

The repurchase price per unit of future repurchase offers, if any, may be lower than the price per unit that unitholders paid for their common units. In addition, in the event that a unitholder chooses to participate in a quarterly repurchase offer, the unitholder may be required to provide us with notice of intent to participate prior to knowing what the NAV per unit will be on the repurchase date. A unitholder seeking to sell common units to us as part of our quarterly unit repurchase offer may be required to do so without knowledge of what the repurchase price per common unit will be on the repurchase date.

Item 1B. Unresolved Staff Comments.

None.

Item 1C. Cybersecurity

Cybersecurity Risk Management and Strategy

As an externally managed closed-end management investment company that has elected to be regulated as a BDC under the Investment Company Act, our day-to-day operations are managed by the Investment Adviser, Administrator and our executive officers under the oversight of our Board of Directors. Our executive officers are senior professionals of the Investment Adviser. We obtain our cybersecurity program-related services as part of a larger set of services provided to the parent company of our Investment Adviser by JFG under written agreement. As such, we rely on JFG’s information systems infrastructure and JFG’s processes for assessing, identifying and managing material risks to our business from cybersecurity threats. Below are details JFG has provided to us regarding its cybersecurity program.

JFG’s Chief Information Security Officer (“CISO”) and his Global Information Security team (“GIS”) oversee JFG’s cybersecurity program and exercise overall responsibility for the strategic vision, design, development and implementation of, and adherence to, the program’s protocols. The comprehensive program includes policies and procedures designed to protect JFG systems, operations, and the data entrusted to it, from anticipated threats or hazards. The program applies seven layers of controls: governance, identification, protection, detection, response, recovery, and third-party vendor management. The CISO reviews the cybersecurity framework annually as well as on an event-driven basis, as necessary, and reviews the scope of cybersecurity measures periodically, including to accommodate changes in business practices that may implicate security-related issues. Protective measures, where appropriate, include, but are not limited to, physical and digital access controls, software security and patch management, identity verification, mobile device management, data loss prevention solutions, employee cybersecurity awareness communications and best practices training programs, security baselines and tools to detect and report anomalous activity, service provider risk assessments, network monitoring, hardware and software, and data erasure and media disposal. Measures, policies and standards are aligned with industry-leading frameworks, such as those promulgated by the International Organization for Standardization and the National Institute of Standards and Technology (“NIST”).

JFG tests its cybersecurity defenses regularly through automated vulnerability scanning to identify and remediate critical vulnerabilities. In addition, an independent vendor conducts annual penetration tests to validate its external security posture. For certain JFG businesses, JFG also conducts cyber incident tabletop exercises involving hypothetical cybersecurity incidents to test its cyber incident response processes. Tabletop exercises are conducted by JFG’s IT Risk team in collaboration with outside service providers as appropriate and members of JFG’s senior management and Legal and Compliance teams. Learnings from these tabletop exercises and any events that JFG experiences are reviewed, discussed, and incorporated into its cybersecurity risk management processes as appropriate.

In addition to JFG’s internal exercises to test aspects of its cybersecurity program, JFG annually engages an independent third party to assess information system risks and the maturity of our cyber security program. The independent third party assesses the cybersecurity program against the Cyber Risk Institute Cyber Profile, a financial sector-focused framework based on the NIST Cybersecurity Framework, the results of which are reported to the JFG Board of Directors (the “JFG Board”) and inform JFG’s program.

JFG has a comprehensive cybersecurity incident response and communication plan (the “IRP”), managed by the Security Operations Group, which is designed to inform appropriate risk management and business managers (including, as appropriate, our executive officers and other representatives of the Investment Adviser or its affiliates) of non-routine suspected or confirmed information security or cybersecurity events based on the expected risk an event presents. As appropriate, a team composed of individuals from several internal technical and managerial functions may be formed to investigate

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and remediate such an event and determine the extent of external advisor support required, including from external counsel, forensic investigators, and law enforcement agencies. The IRP is reviewed at least annually.

JFG maintains a cybersecurity risk management process to identify and mitigate risks that impact the firm. This process includes reviewing risks discerned from time to time from both internal events and from external events, alerts and reports received from a broad variety of sources. Reports from external sources are also reviewed to formulate risk mitigation and remediation strategies. JFG’s CISO periodically discusses and reviews cybersecurity risks and related mitigants with JFG’s Chief Information Officer (“CIO”), the Head of IT Risk, and General Counsel and incorporates relevant cybersecurity risk updates and metrics. JFG adjusts and enhances its cybersecurity program in response to the evolving cybersecurity landscape and to align with regulatory and industry standards.

JFG employs a process designed to periodically assess the cybersecurity risks associated with the engagement of third-party vendors and service providers. This assessment is conducted on the basis of, among other factors, the types of products or services provided and the extent and type of data accessed or processed by the third party.

Cybersecurity is assessed by IT Risk and approved by the CIO as a component of JFG’s annual, enterprise-wide Risk Control Self Assessment (“RCSA”) managed by JFG’s Operational Risk Group. The RCSA process is independently verified by JFG’s Internal Audit Department.

Although since inception, we have not experienced a material information security breach incident, future incidents could have a material impact on our business strategy, results of operations or financial condition. For a discussion of how risks from cybersecurity threats affect our business, and our reliance on the JFG and its affiliates in managing these risks, see “Part 1. Item 1A. Risk Factors - Risk Related to our Business - Cybersecurity risks and cyber incidents may adversely affect our business or the business of our Portfolio Companies by causing a disruption to our operations or the operations of our Portfolio Companies, a compromise or corruption of our confidential information or the confidential information of our Portfolio Companies and/or damage to our business relationships or the business relationships of our Portfolio Companies, all of which could negatively impact the business, financial condition and operating results of us or our Portfolio Companies” in this annual report.

Cybersecurity Governance

JFG has a dedicated GIS team, led by its CISO, who reports to JFG’s CIO. The CISO works closely with JFG’s CIO, Chief Financial Officer, and the Chief Risk Officer’s (“CRO”) team and Legal and Compliance Departments, to develop and advance the firm’s cybersecurity strategy, which applies to us.

JFG’s CISO has extensive experience in cybersecurity and technology and is responsible for all aspects of cybersecurity across JFG’s global businesses. He has over twenty years’ experience managing cybersecurity in the financial and consulting services industries.

JFG conducts periodic cybersecurity risk assessments, including assessments of third-party vendors, and assists with the management and mitigation of identified cybersecurity risks. The CISO reviews the cybersecurity framework annually as well as on an event-driven basis as necessary, and reviews the scope of cybersecurity measures periodically, including to accommodate changes in business practices that may implicate security-related issues.

JFG’s cybersecurity program is periodically assessed by JFG’s Internal Audit Department. The results of these audits are reported to the Audit Committee of the JFG Board. Any resulting findings and associated actions to address issues are tracked and managed to completion. In addition, JFG’s IT Risk team provides Key Risk Indicators (“KRIs”) monthly to JFG’s Operational Risk Committee whose members include the CIO, CRO, Head of Internal Audit and the CISO and their representatives. The monthly presentation includes updates on key security incidents and trending of cybersecurity KRIs.

The JFG Board is responsible for the general oversight of all matters that affect JFG, including the myriad risks impacting it. The JFG Board fulfills its oversight role through the operations of its various committees and receives periodic reports on its committees’ activities.

The JFG Board’s Risk and Liquidity Oversight Committee oversees JFG’s enterprise risk management. Oversight includes reviewing and approving annually JFG’s risk management framework and overarching risk appetite statements; reviewing JFG’s technology, cybersecurity and privacy risk, legal and regulatory risk, and reputational risk, among other JFG major risk exposures; reviewing the steps management has taken to monitor and control such exposures; and reviewing JFG’s capital, liquidity and funding against established risk methodologies. The CISO keeps the JFG Board informed about JFG’s security posture and cybersecurity maturity program on a regular basis, providing updates about cybersecurity events, significant incidents, and new initiatives.

Our Board of Directors is responsible for understanding the primary risks to our business, including any cybersecurity risks. Our Board of Directors may receive periodic updates from our Chief Compliance Officer, our General Counsel, our Chief Operating Officer or from our Investment Adviser regarding the overall state of the Investment Adviser’s cybersecurity program, information on the current threat landscape, and risks from cybersecurity threats and cybersecurity incidents impacting our business.

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Item 2. Properties.

We do not own any real estate or other properties materially important to our operations. Our executive offices are located at 520 Madison Avenue, 12th Floor New York, New York and our telephone number is (212) 284-3474. We believe that our office facilities will be suitable and adequate for our business as it is contemplated to be conducted.

Item 3. Legal Proceedings.

We are not currently subject to any material pending legal proceedings. 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.

Item 4. Mine Safety Disclosures.

Not applicable.

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PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Market Information

There is not currently and, until an exchange listing, we do not expect there to be, a public market for our units, nor can we give any assurance that one will develop.

Unit Issuances

The offering consists of one class of units of our common units, which will be made on a continuous basis in transactions exempt from registration under the Securities Act under Regulation D and Regulation S. For additional information, see “Item 1.Business — Private Offering.” As of March 24, 2025, there was 1 holder of record of our common units.

We will determine our NAV for units each month as of the last day of each calendar month. The NAV per unit is determined by dividing the value of total assets minus liabilities by the total number of common units outstanding at the date as of which the determination is made. The following table presents our monthly NAV per unit for the period from December 4, 2023 (inception) to December 31, 2024:

For the Month Ended	NAV Per Unit
December 31, 2023	$	1,834.62
January 31, 2024	$	1,846.89
February 29, 2024	$	1,856.35
March 31, 2024	$	1,859.46
April 30, 2024	$	1,874.90
May 31, 2024	$	1,849.67
June 30, 2024	$	1,864.36
July 31, 2024	$	1,866.19
August 31, 2024	$	1,844.16
September 30, 2024	$	1,856.08
October 31, 2024	$	1,814.21
November 30, 2024	$	1,813.58
December 31, 2024	$	1,810.37

Distributions

The Board authorizes and declares distribution amounts per unit. The following table presents distributions that were declared during the year ended December 31, 2024 (in thousands, except per unit data):

Declaration Date	Record Date	Payment Date	Per Unit		Amount
March 28, 2024	March 28, 2024	April 5, 2024	$	5.6624	$	252
May 13, 2024	May 28, 2024	June 6, 2024		37.1568		1,657
August 13, 2024	August 28, 2024	September 6, 2024		35.7895		2,025
October 31, 2024	October 31, 2024	November 13, 2024		62.9280		4,325
November 27, 2024	November 29, 2024	December 12, 2024		18.9414		1,406
December 27, 2024	December 27, 2024	January 30, 2025		22.2167		1,894
			$	182.6948	$	11,559

There were no distributions declared and payable for the period from December 4, 2023 (inception) to December 31, 2023.

Dividend Reinvestment Plan

We have adopted a dividend reinvestment plan, pursuant to which we will reinvest all cash dividends or other distributions authorized by the Board of Directors and declared by the Company on behalf of unitholders who affirmatively elect to reinvest their dividends or other distributions. As a result, if the Board of Directors authorizes, and we declare, a cash dividend or other distribution, then unitholders who have elected to participate in our dividend reinvestment plan will have their cash distributions automatically reinvested in additional common units, rather than receiving the cash dividend or other distribution. Distributions on fractional shares will be credited to each participating unitholder’s account to three decimal places.

A unitholder may elect to have net investment income dividends and capital gains distributions reinvested in common units of the Company. To exercise this option, such unitholder must notify the plan administrator and the Company’s transfer agent and registrar, in writing so that such notice is received by the plan administrator not less than 10 days prior to the record date fixed by the Board for the net investment income dividend and/or capital gains distribution involved.

The number of units to be issued to a unitholder under the dividend reinvestment plan will be determined by dividing the total dollar amount of the distribution payable to such unitholder by the NAV per unit of common units, as of the last day of our calendar quarter immediately preceding the date such distribution was declared. We intend to use newly issued units to implement the plan.

There will be no brokerage charges or other charges to unitholders who participate in the plan.

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The plan will be terminable by us upon notice in writing mailed to each unitholder of record at least 30 days prior to any record date for the payment of any distribution by us.

Unit Repurchase Program

We may commence a Unit Repurchase Program in which we intend to offer to repurchase, in each quarter, up to 5% of our units outstanding (either by number of units or aggregate NAV) as of the close of the previous calendar quarter. We intend to conduct such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Exchange Act and the Investment Company Act. All units purchased by us pursuant to the terms of such tender offer will be retired and thereafter will be authorized and unissued units. The mechanics of our Unit Repurchase Program may change in the future, due to decisions made by our Board or changes in applicable law or guidance from the staff of the SEC.

Under our Unit Repurchase Program, to the extent we offer to repurchase units in any particular quarter, we expect to repurchase units pursuant to tender offers on or around the last business day of that quarter using a purchase price equal to the NAV per unit as of the last calendar day of the applicable quarter, except the units that have not been outstanding for at least one year will be repurchased at 98% of such NAV. The one-year holding period is measured as of the subscription closing date immediately following the prospective repurchase date. The Early Repurchase Deduction will be retained by the Company for the benefit of the remaining unitholders. We may, from time to time, waive the Early Repurchase Deduction in our sole discretion.

No unit repurchases were completed during the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023.

Item 6. Reserved.

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Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Overview

We are a private, perpetually offered, externally managed, non-diversified, closed-end management investment company, which has elected to be regulated as a BDC under the Investment Company Act. Formed as a Delaware limited liability company on December 8, 2022, we are externally managed by the Investment Adviser, which is responsible for sourcing potential investments, conducting due diligence on prospective investments, analyzing investment opportunities, structuring investments and monitoring our portfolio on an ongoing basis. Our Investment Adviser is registered as investment adviser with the SEC. We have elected to be treated, and expect to qualify annually thereafter, as a RIC under the Code.

Under our Investment Advisory Agreement, we have agreed to pay the Investment Adviser a management fee as well as an incentive fee based on our investment performance. Under the Administration Agreement, we pay the Administrator fees for its services in addition to reimbursing the Administrator for all reasonable expenses.

Our investment objective is to generate both current income and capital appreciation by investing primarily in senior secured loans to U.S. companies in the upper middle market. We generally use the term “upper middle market” to refer to large companies with annual earnings before interest expense, income tax expense, depreciation and amortization, or “EBITDA,” greater than $75 million. However, we may from time to time invest in smaller companies. We focus on companies backed by private equity sponsors and our capital is typically used by companies to support business growth, acquisitions, leveraged buyouts, refinancing or recapitalizations, and other related activity.

The Company completed its acquisition of initial loans and commitments on December 4, 2023 (“inception”).

Investments

We focus primarily on senior secured first lien loans of private U.S. companies. Our level of investment activity (both the number of investments and the size of each investment) can and will vary substantially from period to period depending on many factors, including the expected return on new investments, the amount of debt and equity capital available to private companies, the level of merger and acquisition activity for such companies, the general economic environment and the competitive environment for the types of investments we make.

Revenues

We generate revenues in the form of interest income from the debt securities we hold. We also generate revenue from dividends and capital appreciation on either direct equity investments or equity interests obtained in connection with originating loans, such as options, warrants or conversion rights. The debt we invest in will typically not be rated by any rating agency, but if it were, it is likely that such debt would be below investment grade. In addition, we may also generate revenue in the form of commitment, loan origination, structuring or diligence fees. Certain of these fees may be capitalized and amortized as additional interest income over the life of the related loan.

Expenses

Our primary operating expenses include the payment of the management fee and the incentive fee (each of which is described below) to our Investment Adviser, legal and professional fees, interest, fees and other expenses of financings and other operating and overhead related expenses. The management fee and incentive fees compensate our Investment Adviser for its work in identifying, evaluating, negotiating, closing and monitoring our investments. We bear all other costs and expenses relating to our operations and transactions, including:

(i)	our operational, offering and organizational expenses, subject to the succeeding paragraphs;
(ii)	fees and expenses, including travel expenses (up to an amount equal to the first-class air travel equivalent), incurred by our Investment Adviser or payable to third parties related to our investments, including, among others, professional fees (including, without limitation, the fees and expenses of consultants and experts) and fees and expenses from evaluating, monitoring, researching and performing due diligence on investments and prospective investments;
(iii)	interest, fees and other expenses payable on financings, if any, incurred by us;
(iv)	fees and expenses incurred by us in connection with membership in investment company organizations;
(v)	commissions or brokerage fees or similar charges incurred in connection with the purchase or sale of securities (including merger fees), but shall not include any placement or similar fees incurred in connection with the sale of units;
(vi)	fees and expenses associated with calculating our NAV (including the costs and expenses of the Independent Valuation Adviser);
(vii)	legal, auditing or accounting expenses;
(viii)	taxes or governmental fees;
(ix)	the fees and expenses of our Administrator, transfer agent and/or sub-transfer agent;
(x)	the cost of preparing certificates for the units or any other expenses, including clerical expenses of issue, redemption or repurchase of the units;

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(xi)	the expenses of, and fees for, registering or qualifying units for sale, and maintaining our registration;
(xii)	the fees and expenses of our independent directors;
(xiii)	the fees or disbursements of custodians of our assets, including expenses incurred in the performance of any obligations enumerated by our organizational documents insofar as they govern agreements with any such custodian;
(xiv)	the cost of preparing and distributing reports, proxy statements, tender offer documents, and notices to holders of our equity interests, the SEC and other regulatory authorities;
(xv)	insurance premiums and fidelity bond costs;
(xvi)	costs of holding unitholder meetings;
(xvii)	listing fees, if any;
(xviii)	costs incurred in connection with any claim, litigation, arbitration, mediation, government investigation or dispute in connection with our business and the amount of any judgment or settlement paid in connection therewith, or the enforcement of our rights against any person and indemnification or contribution expenses payable by us to any person and other extraordinary expenses not incurred in the ordinary course of our business;
(xix)	expenses incurred by the Investment Adviser payable to third parties, including agents, consultants, attorneys or other advisors, relating to or associated with monitoring our financial and legal affairs, providing administrative services, monitoring or administering investments;
(xx)	expenses relating to the issue, repurchase and transfer of units to the extent not borne by the relevant transferring unitholder and/or assignees;
(xxi)	costs and expenses attributable to normal and extraordinary investment banking, commercial banking, accounting, auditing, appraisal, valuation, administrative agent activities, custodial and registration services provided to us, including in each case services with respect to the proposed purchase or sale of securities by us that are not reimbursed by the issuer of such securities or others (whether or not such purchase or sale is consummated, including broken deal fees);
(xxii)	costs of amending, restating or modifying our limited liability agreement, as may be amended, restated, and otherwise modified from time to time, the Investment Advisory Agreement or related documents of us or related entities;
(xxiii)	fees, costs, and expenses incurred in connection with the termination, liquidation or dissolution of us or related entities; and
(xxiv)	all other properly and reasonably chargeable expenses incurred by us or the Investment Adviser in connection with administering our business.

In addition, we shall bear the fees and expenses related to the preparation and maintaining of any necessary registrations with regulators in order to market our units in certain jurisdictions and fees and expenses associated with preparation and maintenance of any key information document or similar document required by law or regulation.

Prior to the commencement of operations on December 7, 2023, our Investment Adviser and its affiliates bore all organization and offering expenses in connection with our formation of us and the initial closing of the private offering. We will reimburse the Investment Adviser for all such expenses that it incurs on our behalf up to a maximum aggregate amount of $1.5 million in connection with our formation and the initial closing of the private offering, and the Investment Adviser agreed to bear all such organization and offering expenses that were incurred prior to the commencement of operations in excess of $1.5 million. In all cases, placement or similar fees incurred in connection with the sale of our common units are not considered organization or offering costs and will be borne by our Investment Adviser and its affiliates. Following the commencement of operations, are responsible for all organization and offering expenses. Organization and offering costs incurred prior to the commencement of operations totaled $1.5 million which were reimbursed to the Investment Adviser during the year ended December 31, 2024.

Upon commencement of operations, organization expenses incurred were expensed, and our initial offering costs (other than the organization expenses) were amortized over a twelve-month period beginning with the commencement of our operations.

From time to time, our Investment Adviser, our Administrator, or their affiliates may pay third-party providers of goods or services. We will reimburse the Investment Adviser, the Administrator or such affiliates thereof for any such amounts paid on our behalf.

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Portfolio and Investment Activity

Our portfolio and investment activity for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 is presented below (information at amortized cost unless otherwise indicated) (dollars in thousands):

	Year Ended December 31, 2024			For the period from December 4, 2023 (Inception) to December 31, 2023
Total investments, beginning of period	$	105,495		$	—
New investments purchased (1)		219,683			110,637
Net accretion of discount on investments (1)		3,414			42
Payment-in-kind interest and fees capitalized		417			—
Net realized gain (loss) on investments		(2,390	)		259
Investments repaid (1)		(10,248	)		(5,443	)
Total investments, end of period	$	316,371		$	105,495
Portfolio Companies at beginning of period		22			—
Number of new Portfolio Companies (2)		28			25
Number of exited Portfolio Companies (2)		—			(3	)
Portfolio Companies at end of period		50			22

(1)Includes reorganizations and restructuring of investments.

(2)For the year ended December 31, 2024, there were no portfolio companies that repaid loans in full. The period from December 4, 2023 (inception) to December 31, 2023 includes two portfolio companies which repaid loans in full between when the initial acquisition of a portfolio of loans and commitments was entered into on June 30, 2023, and when the transaction closed on December 4, 2023. See Note 3 to the consolidated financial statements for additional information.

Our portfolio composition and weighted average yields as of December 31, 2024 and December 31, 2023 were as follows (dollars in millions):

	December 31, 2024			December 31, 2023
Weighted average yield on debt investments, at amortized cost (1)		10.0	%		12.0	%
Weighted average yield on debt investments, at fair value (1)		10.0	%		11.8	%
Weighted average EBITDA (2)	$	209		$	209
Weighted average loan-to-value (“LTV”) (3)		39	%		37	%
Percentage of first lien secured debt portfolio investments, at fair value		98.8	%		100	%
Percentage of debt investments bearing a floating rate, at fair value		99.9	%		100	%

(1)Computed as (a) the annual stated interest rate or yield plus the annual accretion of discounts or less the annual amortization of premiums, as applicable, on accruing debt included in such securities, divided by (b) total debt investments (at fair value or amortized cost, as applicable) included in such securities. Actual yields earned over the life of each investment could differ materially from the yields presented above.

(2)Includes all private debt investments for which fair value is determined by the Investment Adviser. Figures are derived from the financial statements most recently obtained by the Investment Adviser. Weighted average EBITDA is weighted based on the fair value of our total applicable private debt investments.

(3)Includes all private debt investments for which fair value is determined by the Investment Adviser. Figures are derived from the financial statements most recently obtained by the Investment Adviser. LTV is calculated as first lien net debt divided by estimated enterprise value. Weighted average LTV is based on the fair value of the total applicable private debt investments.

As of December 31, 2024 and December 31, 2023, there were no investments on non-accrual status.

Critical Accounting Estimates

Our financial statements are prepared in conformity with U.S. GAAP, which requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results may differ from these estimates. Understanding our accounting policies and the extent to which we use management judgment and estimates in applying these policies is integral to understanding our financial statements.

In addition to the discussion below, our critical accounting policies are further described in the notes to the consolidated financial statements.

Fair Value Measurements

We apply ASC 820, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements.

ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is a market-based measurement, not an entity-specific measurement. For some assets and liabilities, observable market transactions or market information might be available. For other assets and liabilities, observable market transactions and market information might not be available. However, the objective of a fair value measurement in both cases is the same—to estimate the price when an orderly transaction to sell the asset or transfer the liability would take place between market participants at the measurement date under current market conditions (that is, an exit price at the measurement date from the perspective of a market participant that holds the asset or owes the liability).

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ASC 820 establishes a hierarchal disclosure framework which ranks the observability of inputs used in measuring financial instruments at fair value. The observability of inputs is impacted by a number of factors, including the type of financial instruments and their specific characteristics. Financial instruments with readily available quoted prices, or for which fair value can be measured from quoted prices in active markets, generally will have a higher degree of market price observability and a lesser degree of judgment applied in determining fair value. The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these securities.

The three-level hierarchy for fair value measurement is defined as follows:

Level 1—inputs to the valuation methodology are quoted prices available in active markets for identical instruments as of the reporting date. The types of financial instruments included in Level 1 include unrestricted securities, including equities and derivatives, listed in active markets.

Level 2—inputs to the valuation methodology are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date. The type of financial instruments in this category includes less liquid and restricted securities listed in active markets, securities traded in other than active markets, government and agency securities, and certain over-the-counter derivatives where the fair value is based on observable inputs.

Level 3—inputs to the valuation methodology are unobservable and significant to overall fair value measurement. The inputs into the determination of fair value require significant management judgment or estimation. Financial instruments that are included in this category include investments in privately held entities and certain over-the-counter derivatives where the fair value is based on unobservable inputs.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given financial instrument 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 requires judgment and considers factors specific to the financial instrument.

The majority of our investments are expected to fall within Level 3 of the fair value hierarchy. We do not expect that there will be readily available market values for most of the investments which will be in its portfolio, and we will value such investments at fair value as determined in good faith by the Valuation Designee under the direction of the Board of Directors using a documented valuation policy, described below, and a consistently applied valuation process. The factors that may be taken into account in pricing the investments at fair value include, as relevant, the nature and realizable value of any collateral, the Portfolio Company’s ability to make payments and its earnings and discounted cash flow, and the markets in which the Portfolio Company does business, comparison to publicly traded securities and other relevant factors. Available current market data are considered such as applicable market yields and multiples of publicly traded securities, comparison of financial ratios of peer companies, and changes in the interest rate environment and the credit markets that may affect the price at which similar investments would trade in their principal market, and other relevant factors. When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, the Valuation Designee will consider the pricing indicated by the external event to corroborate or revise its valuation.

With respect to investments for which market quotations are not readily available, or for which market quotations are deemed not reflective of the fair value, the valuation procedures adopted by our Board of Directors contemplates a multi-step valuation process each quarter, as described below:

(1)Our quarterly valuation process begins with each Portfolio Company or investment being initially valued by the investment professionals of our Investment Adviser, the Valuation Designee, responsible for the Portfolio Company or investment;

(2)We engage an Independent Valuation Adviser to provide independent valuations of the investments for which market quotations are not readily available, or are readily available but deemed not reflective of the fair value of an investment. The Independent Valuation Adviser independently values such investments using quantitative and qualitative information provided by the investment professionals of our Investment Adviser as well as any market quotations obtained from independent pricing services, brokers, dealers or market dealers. The Independent Valuation Adviser also provides analyses to support their valuation methodology and calculations. The Independent Valuation Adviser provides an opinion on a final range of values on such investments to the Valuation Designee. The Independent Valuation Adviser defines fair value in accordance with ASC 820 and utilize valuation techniques including the market approach, the income approach or both;

(3)The Independent Valuation Adviser’s preliminary valuations are reviewed by our Investment Adviser, in its capacity as the Valuation Designee. The Independent Valuation Adviser’s ranges are compared to our Investment Adviser’s valuations to ensure our Investment Adviser’s valuations are reasonable;

(4)The Valuation Designee determines the valuations of our investments in good faith, within the meaning of the Investment Company Act, based on the input of the Independent Valuation Adviser, and provide the valuation determinations to the Audit Committee of the Board of Directors;

(5)The Audit Committee of our Board of Directors will review valuation information provided by the Valuation Designee and the Independent Valuation Adviser. The Audit Committee then will discuss such valuation determinations; and

(6)Our Board of Directors will further discuss the valuation determinations of the Valuation Designee, based on the input of the Independent Valuation Adviser.

We do not intend to issue units at a purchase price below the then-current NAV per unit, except as permitted by Section 23 under the Investment Company Act.

When our NAV is determined other than on a quarter-end (such as in connection with issuances of common units on dates occurring mid-quarter), it is determined by our Investment Adviser, acting under delegated authority from, and subject to the supervision of, our Board of Directors and in accordance with procedures adopted by our Board of Directors.

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Rule 2a-5 under the Investment Company Act was recently adopted by the SEC and establishes requirements for appointing a “valuation designee” and determining fair value in good faith for purposes of the Investment Company Act. Our valuation procedures comply with the new rule’s requirements.

Results of Operations

Operating results for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 was as follows (in thousands):

	Year Ended December 31, 2024			For the period from December 4, 2023 (Inception) to December 31, 2023
Total investment income	$	22,485		$	936
Net expenses		11,850			1,807
Net investment income		10,635			(871	)
Net realized gain (loss)		(2,390	)		259
Net change in unrealized appreciation		865			1,393
Net increase in member’s capital resulting from operations	$	9,110		$	781

Net increase in member’s capital resulting from operations can vary from period to period as a result of various factors, including acquisitions, the level of new investment commitments, the recognition of realized gains and losses and changes in unrealized appreciation and depreciation on the investment portfolio. The Company completed its acquisition of initial loans and commitments on December 4, 2023. Accordingly, there is not a comparable period to the year ended December 31, 2024.

Investment Income

Investment income, was as follows (in thousands):

	Year Ended December 31, 2024		For the period from December 4, 2023 (Inception) to December 31, 2023
Interest income	$	21,592	$	923
Payment-in-kind interest income		349		—
Other income		544		13
Total investment income	$	22,485	$	936

For the year ended December 31, 2024 and for period from December 4, 2023 (inception) to December 31, 2023, total investment income was $22.5 million and $0.9 million, driven primarily by our deployment of capital. The size of our investment portfolio at fair value increased to $318.6 million at December 31, 2024 from $106.9 million at December 31, 2023.

Expenses

Expenses were as follows (in thousands):

	Year Ended December 31, 2024			For the period from December 4, 2023 (Inception) to December 31, 2023
Interest and other financing expenses	$	9,021		$	451
Management fees		1,256			60
Income-based incentive fees		1,247			—
Capital gains incentive fees		(174	)		207
Organization costs		—			818
Other general and administrative expenses		2,829			538
Total expenses before Fee Waiver		14,179			2,074
Management fees waived		(1,256	)		(60	)
Incentive fees waived		(1,073	)		(207	)
Net expenses	$	11,850		$	1,807

For the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023, net expenses were $11.9 million and $1.8 million, primarily attributable to interest and other financing expenses and the recognition of initial organization costs, partially offset by the Fee Waivers from our Investment Adviser.

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Interest and other financing expenses

Total interest expense (including unused fees, amortization of deferred financing costs and debt issuance costs) of $9.0 million and $0.5 million, respectively, for the year ended December 31, 2024 and for period from December 4, 2023 (inception) to December 31, 2023 was driven by $101.2 million and $60.8 million respectively, of average borrowings under our credit facility and bridge loan financing.

Management fees

For the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023, management fees were $1.3 million and $0.1 million, respectively. Management fees are incurred at an annual rate of 1.25% of the average value of our net assets at the end of the most recently completed calendar quarter. The Investment Adviser has agreed to waive the management fee from inception through December 31, 2025, which resulted in a waiver of $1.3 million and $0.1 million, respectively, for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023. See “Item 1 Business — Fee Waiver Agreement” for more information.

Incentive fees

For the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023, total incentive fees were $1.1 million and $0.2 million, respectively. The Investment Adviser has agreed to waive the incentive fee from inception through December 31, 2025, which resulted in a waiver of $1.1 million and $0.2 million, respectively, the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023. See “Item 1 Business — Fee Waiver Agreement” for more information.

Organization costs

Organization costs include expenses incurred in our initial formation. Organization costs of $0.8 million were expensed upon the initial closing on December 7, 2023.

Net Realized Gain (Loss)

Net realized gain (loss) was comprised of the following (in thousands):

	Year Ended December 31, 2024			For the period from December 4, 2023 (Inception) to December 31, 2023
Non-controlled/non-affiliated investments
Net realized gains (losses)	$	(2,390	)	$	259

For the year ended December 31, 2024, we recognized no gross realized gains on investments and recognized gross realized losses of $2.4 million on investments. The net realized loss on investments was comprised of a $2.4 million loss on the restructuring of one investment which was primarily reclassified from unrealized appreciation (depreciation) on investments during the year ended December 31, 2024. For the period from December 4, 2023 (inception) to December 31, 2023, we recognized gross realized gains of $0.3 million and no gross realized losses, resulting in net realized gains on investments of $0.3 million.

Net Unrealized Appreciation (Depreciation)

Net unrealized appreciation (depreciation) was comprised of the following (in thousands):

	Year Ended December 31, 2024		For the period from December 4, 2023 (Inception) to December 31, 2023
Non-controlled/non-affiliated investments
Net unrealized appreciation	$	865	$	1,393

For the year ended December 31, 2024, we recognized gross unrealized appreciation on investments of $2.4 million and gross unrealized depreciation on investments of $1.5 million, including the impact of transferring unrealized appreciation (depreciation) to realized gains (losses), resulting in net change in unrealized appreciation of $0.9 million on investments. For the period from December 4, 2023 (inception) to December 31, 2023, we recognized gross unrealized appreciation on investments of $1.5 million and gross unrealized depreciation on investments of $0.1 million, including the impact of transferring unrealized appreciation (depreciation) to realized gains (losses), resulting in net change in unrealized appreciation of $1.4 million on investments through our first period of operations.

Liquidity and Capital Resources

The Company’s liquidity and capital resources are generated and generally available through our continuous offering of common units and debt offerings, our Senior Secured Credit Facility (as discussed in Note 6 to the consolidated financial statements), as well as from cash flows from operations, investment sales of liquid assets and receipt of investment principal and interest.

As of December 31, 2024, we had one Senior Secured Credit Facility outstanding with a maximum available amount of $300 million that is committed to increase to $400 million on June 7, 2025. We may enter into additional credit facilities, increase the size of our existing credit facilities or issue additional debt securities, including debt securitizations and unsecured debt. Any such incurrence or issuance would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors. In accordance with the Investment Company Act, with

44

certain limited exceptions, we are only allowed to incur borrowings, issue debt securities or issue preferred stock, if immediately after the borrowing or issuance, the ratio of total assets (less total liabilities other than indebtedness) to total indebtedness is at least 150%.

We believe that our current cash and cash equivalents on hand, our available borrowing capacity under our Senior Secured Credit Facility and our anticipated cash flows from operations will be adequate to meet our cash needs for our daily operations in the near term.

Cash Equivalents

Cash equivalents include highly liquid investments, including money market funds, not held for resale with original maturities of three months or less.

Restricted Cash

Restricted cash includes the amount of principal and interest collections received as well as amounts in reserve to fund draws on our credit facility that are all held at SCI BDC SPV I LLC (the “SPV”).

Debt

As of December 31, 2024, we had an aggregate principal amount of $173.6 million of debt outstanding under our Senior Secured Credit Facility. The Senior Secured Credit Facility matures on December 7, 2029, unless there is an earlier termination or an acceleration following an event of default.

See Note 6 to the consolidated financial statements for information on the Company’s debt.

Member’s Capital

See Note 7 to the consolidated financial statements for information on the Company’s common units and related capital activities.

Distributions

The Board authorizes and declares distribution amounts per unit. The following table presents distributions that were declared during the year ended December 31, 2024 (in thousands, except per unit data):

Declaration Date	Record Date	Payment Date	Per Unit		Amount
March 28, 2024	March 28, 2024	April 5, 2024	$	5.6624	$	252
May 13, 2024	May 28, 2024	June 6, 2024		37.1568		1,657
August 13, 2024	August 28, 2024	September 6, 2024		35.7895		2,025
October 31, 2024	October 31, 2024	November 13, 2024		62.9280		4,325
November 27, 2024	November 29, 2024	December 12, 2024		18.9414		1,406
December 27, 2024	December 27, 2024	January 30, 2025		22.2167		1,894
			$	182.6948	$	11,559

There were no distributions declared and payable for the period from December 4, 2023 (inception) to December 31, 2023.

The Company adopted a dividend reinvestment plan, pursuant to which we will reinvest all cash dividends or other distributions authorized by the Board of Directors and declared by the Company on behalf of unitholders who affirmatively elect to reinvest their dividends or other distributions. As a result, if the Board of Directors authorizes, and we declare, a cash dividend or other distribution, then unitholders who have elected to participate in our dividend reinvestment plan will have their cash distributions automatically reinvested in additional common units, rather than receiving the cash dividend or other distribution.

To maintain our RIC status, we must distribute 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, out of the assets legally available for distribution. Although we currently intend to distribute realized net capital gains (i.e., net long-term capital gains in excess of short-term capital losses), if any, at least annually, out of the assets legally available for such distributions, we may in the future decide to retain such capital gains for investments.

We may not be able to achieve operating results that will allow us to make distributions at a specific level or to increase the amount of these distributions from time to time. In addition, due to the asset coverage test applicable to us as a BDC, we may in the future be limited in our ability to make distributions. Also, our Senior Secured Credit Facility may limit our ability to declare distributions if we default under certain provisions or fail to satisfy certain other conditions. If we do not distribute a certain percentage of our income annually, we may suffer adverse tax consequences, including possible loss of the tax benefits available to us as a RIC. In addition, in accordance with GAAP and tax regulations, we include in income certain amounts that we have not yet received in cash, such as contractual PIK, which represents contractual interest added to the loan balance that becomes due at the end of the loan term, or the accrual of original issue or market discount. Since we may recognize income before or without receiving cash representing such income, we may not be able to meet the requirement to distribute at least 90% of our investment company taxable income to obtain tax benefits as a RIC. With respect to the distributions to unitholders, income from origination, structuring, closing, commitment and other upfront fees associated with investments in portfolio companies is treated as taxable income and accordingly, distributed to unitholders.

Unit Repurchase Program

The Company may commence a unit repurchase program in which it has the ability to repurchase the Company’s common units outstanding as of the close of the previous calendar quarter. The Board of Directors may amend or suspend the unit repurchase program if in its reasonable judgment it deems such action to be in the Company’s best interest and the best interest of our unitholders. As a result, unit repurchases may not be available each

45

quarter. Should the Board of Directors suspend the unit repurchase program, the Board of Directors will consider whether the continued suspension of the program is in the best interests of the Company and unitholders on a quarterly basis. The Company intends to conduct such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Exchange Act and the Investment Company Act. All units purchased by the Company pursuant to the terms of each tender offer will be retired and thereafter will be authorized and unissued units.

Under the unit repurchase plan, to the extent the Company offers to repurchase units in any particular quarter, it is expected to repurchase units pursuant to tender offers on or around the last business day of that quarter using a purchase price equal to the NAV per unit as of the last calendar day of the applicable quarter, except that units that have not been outstanding for at least one year will be repurchased at 98% of such NAV. The one-year holding period is measured as of the subscription closing date immediately following the prospective repurchase date. The Early Repurchase Deduction may be waived in the case of repurchase requests arising from the death, divorce or qualified disability of the holder. The Early Repurchase Deduction will be retained by the Company for the benefit of remaining unitholders.

Member’s Capital

Under the terms of our limited liability agreement, the Company is authorized to issue up to 1,000,000,000 common units.

On March 3, 2023, Jefferies Credit Partners LLC, an affiliate of the Investment Adviser, purchased 1,000 common units for $1,000. Our common units will be issued by us on a continuous basis at a price per unit generally equal our next calculated NAV per unit.

The following table summarizes the total number of common units issued and proceeds received related to capital drawdowns delivered pursuant to the Subscription Agreements for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands, except unit amounts):

Unit Issuance Date	Number of Units Issued		Aggregate Proceeds
December 7, 2023		29,958	$	55,998
December 27, 2023		13,618		25,000
July 18, 2024		8,007		15,000
August 15, 2024		4,002		7,500
September 3, 2024		6,778		12,500
October 1, 2024		2,694		5,000
October 16, 2024		2,681		5,000
November 13, 2024		5,482		10,000
December 2, 2024		11,028		20,000
Total		84,248	$	155,998

Contractual Obligations

We have entered into the Investment Advisory Agreement with the Investment Adviser to provide us with investment advisory services and the Administration Agreement with the Administrator to provide us with administrative services. Payments for investment advisory services under the Advisory Agreements and reimbursements under the Administration Agreement are described in Note 2 and Note 3 to the consolidated financial statements.

We have also entered into an equity commitment letter with our wholly owned, consolidated subsidiary, SCI BDC SPV I LLC, in connection with the Company’s Senior Secured Credit Facility. See Note 6 to the consolidated financial statements for additional information.

Off-Balance Sheet Arrangements

We may become a party to financial instruments with off-balance sheet risk in the normal course of our business to meet the financial needs of our Portfolio Companies. These instruments may include commitments to extend credit and involve, to varying degrees, elements of liquidity and credit risk in excess of the amount recognized in the balance sheet.

From time to time, we may become a party to certain legal proceedings incidental to the normal course of its business. At December 31, 2024, management is not aware of any pending or threatened litigation.

Related-Party Transactions

We entered into a number of business relationships with affiliated or related parties, including the following:

•Investment Advisory Agreement

•Co-Investment Exemptive Relief

•JFIN Bridge Loan Agreement

•Warehouse Portfolio Transaction

•JFIN Investment

•Due to Investment Adviser

46

See Note 3 to the consolidated financial statements for additional information.

Recent Developments

See Note 13 to the consolidated financial statements for a summary of recent developments.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

We are subject to financial market risks, including changes in interest rates and the valuations of our investment portfolio. Uncertainty with respect to the economic effects of elevated interest rates in response to inflation, U.S. and international trade policies and significant volatility in the financial markets due to the Russian/Ukraine and Middle East conflicts, has materially impacted and could continue to materially impact our market risks, including those listed below. For additional information concerning potential impact on our business and our operating results, see “Item 1A. Risk Factors.”

Investment Valuation Risk

Because there is not a readily available market value for most of the investments in our portfolio, we value most of our portfolio investments at fair value based on, among other things, the input of our management and audit committee and the independent valuation firm that has been engaged at the direction of our Board of Directors to assist in the valuation of each portfolio investment without a readily available market quotation. The Board of Directors has designated the Investment Adviser as its “Valuation Designee” pursuant to Rule 2a-5 under the Investment Company Act, and in that role, the Investment Adviser is responsible for performing fair value determinations relating to all of the Company’s investments, including periodically assessing and managing any material valuation risks and establishing and applying fair value methodologies, in accordance with valuation policies and procedures that have been approved by the Company’s Board of Directors. Even though the Company’s Board of Directors designated the Company’s Investment Adviser as “Valuation Designee,” the Company’s Board of Directors continues to be responsible for overseeing the processes for determining fair valuation.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of our investments may fluctuate from period to period. Additionally, the fair value of our investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that we may ultimately realize. Further, such investments are generally subject to legal and other restrictions on resale or otherwise are less liquid than publicly traded securities. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we could realize significantly less than the value at which we have recorded it. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the unrealized appreciation or depreciation reflected in the valuations currently assigned. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates” and “—Fair Value Measurements” as well as Notes 2 and 5 to our consolidated financial statements, for more information relating to our investment valuation.

Interest Rate Risk

Interest rate sensitivity refers to the change in our earnings that may result from changes in the level of interest rates. Because we fund, and continue to expect to fund, a portion of our investments with borrowings, our net investment income is, and is expected to continue to be, affected by the difference between the rate at which we invest and the rate at which we borrow. 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.

As of December 31, 2024, 99.9% of our debt portfolio investments bore interest at variable rates, and typically have durations of one to six months after which they reset to current market interest rates, and substantially all are subject to certain floors. Our Senior Secured Credit Facility bears interest at a Term SOFR or a Base Rate, in each case plus an applicable margin equal to 2.15% for borrowings that reference Term SOFR and 1.15% for borrowings that reference the Base Rate.

We regularly measure our exposure to interest rate risk. We assess interest rate risk and manage our interest rate exposure on an ongoing basis by comparing our interest rate sensitive assets to our interest rate sensitive liabilities. Based on that review, we determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates.

The following table shows the estimated annual impact on net investment income of base rate changes in interest rates (considering interest rate flows for variable rate instruments) to our loan portfolio and outstanding debt as of December 31, 2024, assuming no changes in our investment and borrowing structure (in thousands):

Basis Point Change	Interest Income			Interest Expense			Net Income
Up 200 basis points	$	6,338		$	(3,472	)	$	2,866
Up 100 basis points		3,169			(1,736	)		1,433
Up 50 basis points		1,584			(868	)		716
Down 50 basis points		(1,584	)		868			(716	)
Down 100 basis points		(3,169	)		1,736			(1,433	)
Down 200 basis points		(6,338	)		3,472			(2,866	)

We may hedge against interest rate fluctuations from time-to-time by using standard hedging instruments such as futures, options and forward contracts subject to the requirements of the Investment Company Act and applicable commodities laws. While hedging activities may insulate us against adverse changes in interest rates, they may also limit our ability to participate in the benefits of lower interest rates with respect to our portfolio of investments.

47

Item 8. Financial Statements and Supplementary Data.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm (PCAOB ID:34)	49
Consolidated Statement of Assets and Liabilities	50
Consolidated Statement of Operations	51
Consolidated Statement of Changes in Member’s Capital	52
Consolidated Statement of Cash Flows	53
Consolidated Schedule of Investments	54
Notes to Consolidated Financial Statements	62

48

Report of Independent Registered Public Accounting Firm

To the member and the Board of Directors of Senior Credit Investments, LLC

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying consolidated statement of assets and liabilities of Senior Credit Investments, LLC (the "Company"), including the consolidated schedule of investments, as of December 31, 2024 and 2023, the related consolidated statements of operations, cash flows, changes in member’s capital, and the consolidated financial highlights for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations, changes in member’s capital, cash flows and financial highlights for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements and financial highlights based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of investments owned as of December 31, 2024 and 2023, by correspondence with the custodian, loan agents, and borrowers. We believe that our audit provides a reasonable basis for our opinion.

/s/ Deloitte & Touche LLP

New York, New York
March 25, 2025

We have served as the Company's auditor since 2023.

49

SENIOR CREDIT INVESTMENTS, LLC

Consolidated Statement of Assets and Liabilities

(In thousands, except unit and per unit data)

	December 31, 2024			December 31, 2023
Assets
Investments at fair value:
Non-controlled/non-affiliated investments (amortized cost of $316,371 and $105,495, at December 31, 2024 and December 31, 2023, respectively)	$	318,629		$	106,888
Cash and cash equivalents		2,162			39,094
Restricted cash		6,698			468
Interest receivable		1,946			529
Deferred financing costs		3,502			2,815
Deferred offering costs		—			635
Prepaid expenses and other assets		261			331
Total assets	$	333,198		$	150,760
Liabilities
Debt	$	173,603		$	66,294
Distributions payable		1,894			—
Interest payable		2,922			368
Due to Investment Adviser		—			1,625
Accrued expenses and other liabilities		448			693
Total liabilities	$	178,867		$	68,980
Commitments and contingencies (Note 9)
Member’s Capital
Common units (85,248 and 44,576 units issued and outstanding, at December 31, 2024 and December 31, 2023, respectively)	$	155,318		$	80,943
Accumulated distributable earnings		(987	)		837
Total member’s capital	$	154,331		$	81,780
Total liabilities and member’s capital	$	333,198		$	150,760
Net Asset Value Per Unit
Net assets	$	154,331		$	81,780
Common units outstanding (1,000,000,000 units authorized, at December 31, 2024 and December 31, 2023)		85,248			44,576
Net asset value per unit	$	1,810.37		$	1,834.62

See accompanying notes to consolidated financial statements

50

SENIOR CREDIT INVESTMENTS, LLC

Consolidated Statement of Operations

(In thousands, except unit and per unit data)

	Year Ended December 31, 2024			For the period from December 4, 2023 (Inception) to December 31, 2023
Investment Income
Non-controlled/non-affiliated investments
Interest income	$	21,592		$	923
Payment-in-kind interest income		349			—
Other income		544			13
Total investment income		22,485			936
Operating Expenses
Interest and other financing expenses		9,021			451
Management fees		1,256			60
Income-based incentive fees		1,247			—
Capital gains incentive fees		(174	)		207
Organization costs		—			818
Other general and administrative expenses		2,829			538
Total expenses before Fee Waiver		14,179			2,074
Management fees waived		(1,256	)		(60	)
Incentive fees waived		(1,073	)		(207	)
Net expenses		11,850			1,807
Net investment income		10,635			(871	)
Net Realized Gain (Loss) and Change in Unrealized Appreciation (Depreciation)
Net realized gain (loss):
Non-controlled/non-affiliated investments		(2,390	)		259
Net realized gain (loss)		(2,390	)		259
Net change in unrealized appreciation (depreciation):
Non-controlled/non-affiliated investments		865			1,393
Net change in unrealized appreciation		865			1,393
Net realized gain (loss) and change in unrealized appreciation (depreciation)		(1,525	)		1,652
Net Increase in Member’s Capital Resulting from Operations	$	9,110		$	781
Net Increase in Net Assets Per Unit Resulting from Operations - Basic and Diluted (Note 8)	$	166.09		$	25.88
Weighted Average Units Outstanding (Note 8)		54,851			30,180

See accompanying notes to consolidated financial statements

51

SENIOR CREDIT INVESTMENTS, LLC

Consolidated Statement of Changes in Member’s Capital

(In thousands, except unit and per unit data)

	Year Ended December 31, 2024			For the period from December 4, 2023 (Inception) to December 31, 2023
Net Increase (Decrease) in Member’s Capital Resulting from Operations
Net investment income	$	10,635		$	(871	)
Net realized gains (losses) in investments		(2,390	)		259
Net change in unrealized appreciation (depreciation) in investments		865			1,393
Net increase in member’s capital resulting from operations		9,110			781
Distributions to Unitholders
Distributions declared		(11,559	)		—
Net decrease in member’s capital resulting from distributions to unitholders		(11,559	)		—
Capital Transactions
Issuance of common units		75,000			80,998
Net increase in member’s capital from common unit transactions		75,000			80,998
Member’s Capital
Total increase in member’s capital during the period		72,551			81,779
Member’s capital, beginning of period		81,780			1
Member’s Capital at End of Period	$	154,331		$	81,780

See accompanying notes to consolidated financial statements

52

SENIOR CREDIT INVESTMENTS, LLC

Consolidated Statement of Cash Flows

(In thousands, except unit and per unit data)

	Year Ended December 31, 2024			For the period from December 4, 2023 (Inception) to December 31, 2023
Operating Activities
Net increase in member’s capital resulting from operations	$	9,110		$	781
Adjustments to reconcile net increase in member’s capital resulting from operations to net cash used in operating activities:
Net realized (gains) losses on investments		2,390			(259	)
Net change in unrealized appreciation on investments		(865	)		(1,393	)
Net accretion of discount and amortization of premium		(1,024	)		(42	)
Amortization of deferred financing costs		521			36
Amortization of offering costs		635			47
Payment-in-kind interest and fees capitalized		(417	)		—
Purchase of investments		(214,485	)		(110,637	)
Proceeds from sale of investments and principal repayments		3,203			5,443
Changes in assets and liabilities:
Interest receivable		(1,960	)		(529	)
Prepaid expenses and other assets		70			(331	)
Interest payable		2,554			368
Due to Investment Adviser		(943	)		943
Accrued expenses and other liabilities		(13	)		431
Net Cash Used in Operating Activities		(201,224	)		(105,142	)
Financing Activities
Borrowings on debt		152,709			143,283
Repayments on debt		(45,400	)		(76,989	)
Financing costs paid and deferred		(1,440	)		(2,589	)
Proceeds from issuance of common units		75,000			80,998
Distributions paid to unitholders		(9,665	)		—
Offering costs paid and deferred		(682	)
Net Cash Provided by Financing Activities		170,522			144,703
Cash and Cash Equivalents and Restricted Cash
Net increase (decrease) in cash and cash equivalents and restricted cash		(30,702	)		39,561
Cash and cash equivalents and restricted cash, beginning of period		39,562			1
Cash and cash equivalents and restricted cash, end of period	$	8,860		$	39,562
Supplemental Disclosure of Non-Cash Information
Cash paid for interest	$	5,946		$	47
Cash paid for taxes	$	8		$	—
Accrued but unpaid debt financing costs	$	29		$	262
Accrued but unpaid offering costs	$	—		$	682
Distributions payable	$	1,894		$	—
Non-cash purchases of investments in restructuring	$	(5,198	)	$	—
Non-cash sales/paydowns of investments in restructuring	$	7,045		$	—

The following table presents cash and cash equivalents and restricted cash by category within the Consolidated Statement of Assets and Liabilities (in thousands):

	As of December 31
	2024		2023
Cash and cash equivalents	$	2,162	$	39,094
Restricted cash		6,698		468
Cash and cash equivalents and restricted cash	$	8,860	$	39,562

See accompanying notes to consolidated financial statements

53

SENIOR CREDIT INVESTMENTS, LLC

Consolidated Schedule of Investments

December 31, 2024

(In thousands, except unit and per unit data)

Portfolio Company (13)	Investment Type	Reference Rate and Spread (1)	Maturity Date	Principal / Shares		Cost (2)			Fair Value (3)			% of Member’s Capital			Footnotes
Non-Controlled/Non-Affiliated Portfolio Company Investments (4)
First Lien Debt Investments
Air Freight & Logistics
Capstone Acquisition Holdings, Inc.	First Lien Term Loan	S + 4.50%	11/12/2029	$	4,664	$	4,581		$	4,629					6
Capstone Acquisition Holdings, Inc.	First Lien Delayed Draw Term Loan	S + 4.50%	11/12/2029		—		(2	)		(5	)				9
Seko Global Logistics Network, LLC	First Lien Term Loan, Last-out	S + 7.00% (includes 5.00% PIK)	5/27/2030		1,600		1,506			1,600					7
							6,085			6,224			4.0	%
Chemicals
ASP Meteor Acquisition Co LLC	First Lien Term Loan	S + 5.75%	9/1/2029		2,532		2,433			2,507					7
ASP Meteor Acquisition Co LLC	First Lien Delayed Draw Term Loan	S + 5.75%	9/1/2029		1,279		1,229			1,266					7
Aurora Plastics, LLC	First Lien Term Loan	S + 4.75%	8/10/2028		1,946		1,834			1,926					6
Aurora Plastics, LLC	First Lien Delayed Draw Term Loan	S + 4.75%	8/10/2028		976		904			966					6
							6,400			6,665			4.3	%
Commercial Services & Supplies
Geo TopCo Corporation	First Lien Term Loan	S + 4.75%	10/15/2031		7,134		7,064			7,063					7
Geo TopCo Corporation	First Lien Delayed Draw Term Loan	S + 4.75%	10/15/2031		—		(13	)		(26	)				9
Geo TopCo Corporation	First Lien Revolver	S + 4.75%	10/15/2031		47		45			45					7,9
The Hiller Companies, LLC	First Lien Term Loan	S + 5.00%	6/20/2030		2,312		2,290			2,312					6
The Hiller Companies, LLC	First Lien Delayed Draw Term Loan	S + 5.00%	6/20/2030		160		157			160					9,11
The Hiller Companies, LLC	First Lien Revolver	S + 5.00%	6/20/2030		—		(1	)		—					9
NRO Holdings III Corp.	First Lien Term Loan	S + 5.25%	7/15/2031		190		186			186					7
NRO Holdings III Corp.	First Lien Delayed Draw Term Loan	S + 5.25%	7/15/2031		—		(1	)		(1	)				9
NRO Holdings III Corp.	First Lien Revolver	S + 5.25%	7/15/2030		2		2			2					6,9
							9,729			9,741			6.3	%
Diversified Consumer Services
Any Hour LLC	First Lien Term Loan	S + 5.00%	5/23/2030		6,829		6,734			6,726					7
Any Hour LLC	First Lien Delayed Draw Term Loan	S + 5.00%	5/23/2030		193		178			163					7,9
Any Hour LLC	First Lien Revolver	S + 5.00%	5/23/2030		71		69			69					7,9
Barbri Holdings, Inc.	First Lien Term Loan	S + 5.00%	4/30/2030		8,076		8,036			8,036					7
KL Stockton Intermediate II, LLC	First Lien Term Loan	13.00% PIK	5/23/2031		320		314			320
							15,331			15,314			9.9	%
Electrical Equipment
Trystar, LLC	First Lien Term Loan	S + 4.50%	8/6/2031		5,148		5,098			5,096					7
Trystar, LLC	First Lien Term Loan	S + 4.50%	8/6/2031		2,059		2,039			2,038					7
Trystar, LLC	First Lien Delayed Draw Term Loan	S + 4.50%	8/6/2031		—		(12	)		(26	)				9
Trystar, LLC	First Lien Revolver	S + 4.50%	8/6/2031		—		(1	)		(1	)				9
Wildcat Topco, Inc	First Lien Term Loan	S + 5.00%	11/17/2031		5,936		5,877			5,877					6
Wildcat Topco, Inc	First Lien Delayed Draw Term Loan	S + 5.00%	11/17/2031		—		(5	)		(11	)				9
Wildcat Topco, Inc	First Lien Revolver	S + 5.00%	11/17/2031		—		(1	)		(1	)				9
							12,995			12,972			8.4	%
Electronic Equipment, Instruments & Components
Dwyer Instruments, LLC	First Lien Term Loan	S + 4.75%	7/20/2029		889		879			880					7
Dwyer Instruments, LLC	First Lien Delayed Draw Term Loan	S + 4.75%	7/20/2029		2,105		2,081			2,084					7
Dwyer Instruments, LLC	First Lien Term Loan	S + 4.75%	7/20/2029		2,795		2,752			2,767					7
Dwyer Instruments, LLC	First Lien Delayed Draw Term Loan	S + 4.75%	7/20/2029		3,275		3,219			3,242					7
Dwyer Instruments, LLC	First Lien Term Loan	S + 4.75%	7/20/2029		1,238		1,226			1,226					7
Dwyer Instruments, LLC	First Lien Delayed Draw Term Loan	S + 4.75%	7/20/2029		—		(1	)		(2	)				9
Dwyer Instruments, LLC	First Lien Revolver	S + 4.75%	7/20/2029		—		(1	)		(1	)				9
Qnnect, LLC	First Lien Term Loan	S + 5.25%	11/2/2029		1,268		1,235			1,255					5
Qnnect, LLC	First Lien Delayed Draw Term Loan	S + 5.25%	11/2/2029		157		128			146					5,9
Qnnect, LLC	First Lien Term Loan	S + 5.25%	11/2/2029		1,121		1,110			1,110					7
							12,628			12,707			8.2	%

See accompanying notes to consolidated financial statements

54

SENIOR CREDIT INVESTMENTS, LLC

Consolidated Schedule of Investments - Continued

December 31, 2024

(In thousands, except unit and per unit data)

Portfolio Company (13)	Investment Type	Reference Rate and Spread (1)	Maturity Date	Principal / Shares		Cost (2)			Fair Value (3)			% of Member’s Capital			Footnotes
Non-Controlled/Non-Affiliated Portfolio Company Investments (4)
First Lien Debt Investments
Financial Services
SitusAMC Holdings Corporation	First Lien Term Loan	S + 5.50%	12/22/2027	$	552	$	538		$	552					7
SitusAMC Holdings Corporation	First Lien Term Loan	S + 5.50%	12/22/2027		8,383		8,345			8,382					7
							8,883			8,934			5.8	%
Health Care Equipment & Supplies
Perkinelmer U.S. LLC	First Lien Term Loan	S + 5.00%	3/13/2029		6,622		6,426			6,605					6
Perkinelmer U.S. LLC	First Lien Delayed Draw Term Loan	S + 5.00%	3/13/2029		1,391		1,368			1,386					6,9
							7,794			7,991			5.2	%
Health Care Providers & Services
AB Centers Acquisition Corporation	First Lien Term Loan	S + 5.25%	7/2/2031		7,874		7,762			7,835					7
AB Centers Acquisition Corporation	First Lien Delayed Draw Term Loan	S + 5.25%	7/2/2031		98		87			91					6,9
AB Centers Acquisition Corporation	First Lien Revolver	S + 5.25%	7/2/2031		—		(2	)		(1	)				9
AB Centers Acquisition Corporation	First Lien Term Loan	S + 5.25%	7/2/2031		1,143		1,138			1,138					6
Coding Solutions Acquisition, Inc.	First Lien Term Loan	S + 5.00%	8/7/2031		9,699		9,591			9,602					5
Coding Solutions Acquisition, Inc.	First Lien Delayed Draw Term Loan	S + 5.00%	8/7/2031		—		(10	)		(15	)				9
Coding Solutions Acquisition, Inc.	First Lien Revolver	S + 5.00%	8/7/2031		122		120			121					5,9
The GI Alliance Management, LLC	First Lien Term Loan	S + 5.50%	9/15/2028		6,102		6,002			6,102					5
The GI Alliance Management, LLC	First Lien Term Loan	S + 5.50%	9/15/2028		931		923			931					7
The GI Alliance Management, LLC	First Lien Delayed Draw Term Loan	S + 5.50%	9/15/2028		855		815			855					5,9
Petvet Care Centers, LLC	First Lien Term Loan	S + 6.00%	11/15/2030		9,653		9,480			9,315					6
Petvet Care Centers, LLC	First Lien Delayed Draw Term Loan	S + 6.00%	11/15/2030		—		(11	)		(45	)				9
Petvet Care Centers, LLC	First Lien Revolver	S + 6.00%	11/15/2029		—		(3	)		(5	)				9
PPV Intermediate Holdings, LLC	First Lien Delayed Draw Term Loan	S + 5.25%	8/31/2029		—		(32	)		—					9
Vital Care Buyer, LLC	First Lien Term Loan	S + 4.50%	7/30/2031		2,794		2,767			2,794					7
Vital Care Buyer, LLC	First Lien Revolver	S + 4.50%	7/30/2031		—		(1	)		—					9
							38,626			38,718			25.1	%
Health Care Technology
DeLorean Purchaser, Inc.	First Lien Term Loan	S + 4.75%	12/16/2031		6,995		6,890			6,890					7
DeLorean Purchaser, Inc.	First Lien Revolver	S + 4.75%	12/16/2031		—		(2	)		(2	)				9
Healthedge Software, Inc	First Lien Term Loan	S + 4.75%	7/16/2031		2,637		2,612			2,637					6
Healthedge Software, Inc	First Lien Delayed Draw Term Loan	S + 4.75%	7/16/2031		1,164		1,152			1,164					6
Healthedge Software, Inc	First Lien Revolver	S + 4.75%	7/16/2031		—		(1	)		—					9
Kona Buyer, LLC	First Lien Term Loan	S + 4.50%	7/23/2031		5,239		5,189			5,187					7
Kona Buyer, LLC	First Lien Delayed Draw Term Loan	S + 4.50%	7/23/2031		307		304			292					7,9
Kona Buyer, LLC	First Lien Delayed Draw Term Loan	S + 4.50%	7/23/2031		—		(7	)		(15	)				9
Kona Buyer, LLC	First Lien Revolver	S + 4.50%	7/23/2031		—		(1	)		(1	)				9
							16,136			16,152			10.5	%
Insurance
Galway Borrower LLC	First Lien Term Loan	S + 4.50%	9/29/2028		5,051		5,005			5,051					7
Galway Borrower LLC	First Lien Delayed Draw Term Loan	S + 4.50%	9/29/2028		125		96			125					7,9
Galway Borrower LLC	First Lien Delayed Draw Term Loan	S + 4.50%	9/29/2028		95		94			95					7
Galway Borrower LLC	First Lien Revolver	S + 4.50%	9/29/2028		13		11			12					7,9
Higginbotham Insurance Agency, Inc.	First Lien Term Loan	S + 4.50%	11/24/2028		4,472		4,352			4,468					6
Higginbotham Insurance Agency, Inc.	First Lien Delayed Draw Term Loan	S + 4.75%	11/24/2028		1,673		1,640			1,673					6,9
Integrity Marketing Acquisition, LLC	First Lien Term Loan	S + 5.00%	8/25/2028		5,234		5,185			5,234					7
Integrity Marketing Acquisition, LLC	First Lien Delayed Draw Term Loan	S + 5.00%	8/25/2028		—		(14	)		—					9
Integrity Marketing Acquisition, LLC	First Lien Revolver	S + 5.00%	8/25/2028		—		(1	)		—					9
SG Acquisition, Inc.	First Lien Term Loan	S + 4.75%	4/3/2030		11,269		11,244			11,269					7
SG Acquisition, Inc.	First Lien Revolver	S + 4.75%	4/3/2030		—		(1	)		—					9
							27,611			27,927			18.1	%

See accompanying notes to consolidated financial statements

55

SENIOR CREDIT INVESTMENTS, LLC

Consolidated Schedule of Investments - Continued

December 31, 2024

(In thousands, except unit and per unit data)

Portfolio Company (13)	Investment Type	Reference Rate and Spread (1)	Maturity Date	Principal / Shares		Cost (2)			Fair Value (3)			% of Member’s Capital			Footnotes
Non-Controlled/Non-Affiliated Portfolio Company Investments (4)
First Lien Debt Investments
IT Services
Redwood Services Group, LLC	First Lien Term Loan	S + 6.25%	6/15/2029	$	5,588	$	5,468		$	5,532					7
Redwood Services Group, LLC	First Lien Delayed Draw Term Loan	S + 6.25%	6/15/2029		1,378		1,348			1,364					7
Redwood Services Group, LLC	First Lien Delayed Draw Term Loan	S + 5.75%	6/15/2029		4,339		4,263			4,294					7,9
Victors Purchaser, LLC	First Lien Term Loan	S + 4.75%	8/15/2031		8,048		7,970			8,047					7
Victors Purchaser, LLC	First Lien Delayed Draw Term Loan	S + 4.75%	8/15/2031		—		(9	)		—					9
Victors Purchaser, LLC	First Lien Revolver	C + 4.75%	8/15/2031		21		20			21					8,9
							19,060			19,258			12.5	%
Life Sciences Tools & Services
Advarra Holdings, Inc	First Lien Term Loan	S + 4.50%	9/15/2031		9,729		9,682			9,729					6
Advarra Holdings, Inc	First Lien Delayed Draw Term Loan	S + 4.50%	9/15/2031		—		(1	)		—					9
							9,681			9,729			6.3	%
Machinery
Harvey Tool Company, LLC	First Lien Term Loan	S + 5.25%	10/26/2027		6,767		6,709			6,751					6
Harvey Tool Company, LLC	First Lien Delayed Draw Term Loan	S + 5.25%	10/26/2027		—		(11	)		(6	)				9
Harvey Tool Company, LLC	First Lien Revolver	S + 5.25%	10/26/2027		—		(1	)		—					9
							6,697			6,745			4.4	%
Professional Services
AVSC Holding Corp.	First Lien Term Loan	S + 5.00%	12/5/2031		6,996		6,857			6,856					6
AVSC Holding Corp.	First Lien Revolver	S + 5.00%	12/5/2029		—		(3	)		(3	)				9
Carr, Riggs and Ingram Capital, L.L.C.	First Lien Term Loan	S + 4.75%	11/18/2031		3,437		3,403			3,403					7
Carr, Riggs and Ingram Capital, L.L.C.	First Lien Delayed Draw Term Loan	S + 4.75%	11/18/2031		—		(8	)		(17	)				9
Carr, Riggs and Ingram Capital, L.L.C.	First Lien Revolver	S + 4.75%	11/18/2031		12		11			11					7,9
Chartwell Cumming Holding Corporation	First Lien Term Loan	S + 5.25%	11/16/2027		6,704		6,496			6,704					5
Chartwell Cumming Holding Corporation	First Lien Delayed Draw Term Loan	S + 5.25%	11/16/2027		445		431			445					5
Eclipse Buyer, Inc.	First Lien Term Loan	S + 4.75%	9/5/2031		5,207		5,157			5,155					6
Eclipse Buyer, Inc.	First Lien Delayed Draw Term Loan	S + 4.75%	9/5/2031		—		(4	)		(9	)				9
Eclipse Buyer, Inc.	First Lien Revolver	S + 4.75%	9/5/2031		—		(1	)		(1	)				9
Foreside Financial Group, LLC	First Lien Term Loan	S + 5.25%	9/30/2027		652		634			652					6
Foreside Financial Group, LLC	First Lien Delayed Draw Term Loan	S + 5.25%	9/30/2027		—		(8	)		—					9
IG Investments Holdings, LLC	First Lien Term Loan	S + 5.00%	9/22/2028		5,860		5,773			5,802					7
IG Investments Holdings, LLC	First Lien Revolver	S + 5.00%	9/22/2028		—		(1	)		(1	)				9
IRI Group Holdings, Inc (f/k/a The NPD Group L.P.)	First Lien Term Loan	S + 5.00%	12/1/2028		6,965		6,807			6,964					7
							35,544			35,961			23.3	%

See accompanying notes to consolidated financial statements

56

SENIOR CREDIT INVESTMENTS, LLC

Consolidated Schedule of Investments - Continued

December 31, 2024

(In thousands, except unit and per unit data)

Portfolio Company (13)	Investment Type	Reference Rate and Spread (1)	Maturity Date	Principal / Shares		Cost (2)			Fair Value (3)			% of Member’s Capital			Footnotes
Non-Controlled/Non-Affiliated Portfolio Company Investments (4)
First Lien Debt Investments
Software
Aptean, Inc	First Lien Term Loan	S + 5.00%	1/30/2031	$	4,997	$	4,952		$	4,997					7
Aptean, Inc.	First Lien Delayed Draw Term Loan	S + 5.00%	1/30/2031		82		80			82					7,9
Aptean, Inc.	First Lien Revolver	S + 5.25%	1/30/2031		—		(1	)		—					9
Brave Parent Holdings, Inc.	First Lien Term Loan	S + 5.00%	11/29/2030		9,365		9,281			9,364					6
Brave Parent Holdings, Inc.	First Lien Delayed Draw Term Loan	S + 5.00%	11/29/2030		617		606			617					6,9
Brave Parent Holdings, Inc.	First Lien Revolver	S + 5.00%	11/29/2030		—		(1	)		—					9
CB Buyer, Inc.	First Lien Term Loan	S + 5.25%	7/1/2031		6,847		6,782			6,847					6
CB Buyer, Inc.	First Lien Delayed Draw Term Loan	S + 5.25%	7/1/2031		—		(9	)		—					9
CB Buyer, Inc.	First Lien Revolver	S + 5.25%	7/1/2031		—		(1	)		—					9
Enverus Holdings, Inc.	First Lien Term Loan	S + 5.50%	12/24/2029		7,405		7,308			7,405					6
Enverus Holdings, Inc.	First Lien Delayed Draw Term Loan	S + 5.50%	12/24/2029		—		(2	)		—					9
Enverus Holdings, Inc.	First Lien Revolver	S + 5.50%	12/24/2029		5		3			5					6,9
GS AcquisitionCo, Inc.	First Lien Term Loan	S + 5.25%	5/25/2028		2,167		2,157			2,166					7
GS AcquisitionCo, Inc.	First Lien Delayed Draw Term Loan	S + 5.25%	5/25/2028		238		235			238					7,9
GS AcquisitionCo, Inc.	First Lien Revolver	S + 5.25%	5/25/2028		—		(1	)		—					9
Netwrix Corporation	First Lien Term Loan	S + 4.75%	6/11/2029		7,730		7,495			7,710					7
Netwrix Corporation	First Lien Delayed Draw Term Loan	S + 4.75%	6/11/2029		7		7			6					7,9
Rally Buyer, Inc.	First Lien Term Loan	S + 6.00% (includes 1.75% PIK)	7/19/2028		5,430		5,365			5,186					7
Rally Buyer, Inc.	First Lien Delayed Draw Term Loan	S + 6.00% (includes 1.75% PIK)	7/19/2028		1,241		1,223			1,185					7
Sapphire Software Buyer, Inc.	First Lien Term Loan	S + 5.00% (includes 3.00% PIK)	9/30/2031		9,149		9,061			9,058					7
Sapphire Software Buyer, Inc.	First Lien Revolver	S + 5.00%	9/30/2031		—		(1	)		(1	)				9
							54,539			54,865			35.6	%
Trading Companies & Distributors
Blackbird Purchaser, Inc.	First Lien Term Loan	S + 5.50%	12/19/2030		9,947		9,769			9,947					7
Blackbird Purchaser, Inc.	First Lien Delayed Draw Term Loan	S + 5.50%	12/19/2030		702		667			702					7,9
Blackbird Purchaser, Inc.	First Lien Revolver	S + 5.50%	12/19/2029		38		35			38					7,9
PT Intermediate Holdings III, LLC	First Lien Term Loan	S + 5.00% (includes 1.75% PIK)	4/9/2030		8,382		8,364			8,382					7
PT Intermediate Holdings III, LLC	First Lien Delayed Draw Term Loan	S + 4.75%	4/9/2030		—		(1	)		—					9
Vessco Midco Holdings, LLC	First Lien Term Loan	S + 4.75%	7/24/2031		5,408		5,356			5,408					12
Vessco Midco Holdings, LLC	First Lien Delayed Draw Term Loan	S + 4.75%	7/24/2031		475		464			475					5,9
Vessco Midco Holdings, LLC	First Lien Revolver	S + 4.75%	7/24/2031		—		(1	)		—					9
							24,653			24,952			16.2	%
Total non-controlled-non-affiliated Portfolio Company debt investments (10)							312,392			314,855			204.1	%

See accompanying notes to consolidated financial statements

57

SENIOR CREDIT INVESTMENTS, LLC

Consolidated Schedule of Investments - Continued

December 31, 2024

(In thousands, except unit and per unit data)

Portfolio Company (13)	Investment Type	Reference Rate and Spread (1)	Maturity Date	Principal / Shares		Cost (2)		Fair Value (3)		% of Member’s Capital			Footnotes
Non-Controlled/Non-Affiliated Portfolio Company Investments (4)
Equity Investments
Preferred Stock
Professional Services
Eclipse Topco, Inc.	Preferred Stock				28	$	285	$	274
Common Stock
Air Freight & Logistics
Red Griffin TopCo, LLC	Common Stock				764		3,694		3,500
Total non-controlled-non-affiliated Portfolio Company equity investments							3,979		3,774		2.4	%
Total non-controlled-non-affiliated Portfolio Company investments						$	316,371	$	318,629		206.5	%

(1)Unless otherwise indicated, loan contains a variable rate structure, and may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the Canadian Overnight Repo Rate Average (“CORRA” or “C”), Secured Overnight Financing Rate (“SOFR” or “S”) or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate), at the borrower's option, and which reset periodically based on the terms of the loan agreement. SOFR and CORRA based contracts may include a credit spread adjustment that is charged in addition to the base rate and the stated spread. The terms in the Consolidated Schedule of Investments disclose the actual interest rate in effect as of the reporting period.

(2)Cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.

(3)These investments were valued using unobservable inputs and are considered Level 3 investments.

(4)Unless otherwise indicated, all investments are non-controlled, non-affiliated investments. Non-controlled, non-affiliated investments are defined as investments in which the Company owns less than 5% of the portfolio company’s outstanding voting securities and does not have the power to exercise control over the management or policies of such portfolio company. As of December 31, 2024, all of the Company’s investments were non-controlled, non-affiliated.

(5)The interest rate on these loans is subject to 6-month SOFR, which as of December 31, 2024 was 4.25%.

(6)The interest rate on these loans is subject to 1-month SOFR, which as of December 31, 2024 was 4.33%.

(7)The interest rate on these loans is subject to 3-month SOFR, which as of December 31, 2024 was 4.31%.

(8)The interest rate on these loans is subject to 3-month CORRA, which as of December 31, 2024 was 3.15%.

(9)All or a portion of the position is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may be subject to unused commitment fees. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. For investments in delayed draw term loans and revolvers, the cost basis is adjusted for any market discount or original issue discount received on the total balance committed. As a result, the purchase of commitments not fully funded may result in a negative cost and fair value until funded. See the following table for more information on the Company’s unfunded commitments.

(10)All funded debt investments are income producing. As of December 31, 2024, there were no investments on non-accrual.

(11)The interest rate on $0.1 million of principal loans is subject to 1-month SOFR, which as of December 31, 2024 was 4.33% and the interest rate on $0.1 million of principal loans is subject to 3-month SOFR, which as of December 31, 2024 was 4.31%.

(12)The interest rate on $3.2 million of principal loans is subject to 1-month SOFR, which as of December 31, 2024 was 4.33% and the interest rate on $2.3 million of principal loans is subject to 6-month SOFR, which as of December 31, 2024 was 4.25%.

(13)Unless otherwise indicated, issuers of debt and equity investments held by the Company are domiciled in the United States.

See accompanying notes to consolidated financial statements

58

SENIOR CREDIT INVESTMENTS, LLC

Consolidated Schedule of Investments - Continued

December 31, 2024

(In thousands, except unit and per unit data)

The following table is a listing of the Company’s unfunded commitments as of December 31, 2024 (in thousands):

Portfolio Company	Investment Type	Commitment Expiration Date	Unfunded Commitment		Fair Value (3)
AB Centers Acquisition Corporation	First Lien Delayed Draw Term Loan	7/2/2026	$	1,333	$	(7	)
AB Centers Acquisition Corporation	First Lien Revolver	7/2/2031		145		(1	)
Advarra Holdings, Inc	First Lien Delayed Draw Term Loan	9/14/2026		491		—
Any Hour LLC	First Lien Delayed Draw Term Loan	5/23/2026		1,809		(27	)
Any Hour LLC	First Lien Revolver	5/23/2030		77		(1	)
Aptean, Inc.	First Lien Delayed Draw Term Loan	1/30/2026		228		—
Aptean, Inc.	First Lien Revolver	1/30/2031		152		—
AVSC Holding Corp.	First Lien Revolver	12/5/2029		140		(3	)
Blackbird Purchaser, Inc.	First Lien Delayed Draw Term Loan	12/19/2025		1,276		—
Blackbird Purchaser, Inc.	First Lien Revolver	12/19/2029		114		—
Brave Parent Holdings, Inc.	First Lien Delayed Draw Term Loan	5/28/2025		450		—
Brave Parent Holdings, Inc.	First Lien Revolver	11/29/2030		152		—
Capstone Acquisition Holdings, Inc.	First Lien Delayed Draw Term Loan	8/28/2026		729		(5	)
Carr, Riggs and Ingram Capital, L.L.C.	First Lien Delayed Draw Term Loan	11/18/2026		1,743		(17	)
Carr, Riggs and Ingram Capital, L.L.C.	First Lien Revolver	11/18/2031		82		(1	)
CB Buyer, Inc.	First Lien Delayed Draw Term Loan	7/1/2026		1,933		—
CB Buyer, Inc.	First Lien Revolver	7/1/2031		147		—
Coding Solutions Acquisition, Inc.	First Lien Delayed Draw Term Loan	8/7/2026		1,478		(15	)
Coding Solutions Acquisition, Inc.	First Lien Revolver	8/7/2031		17		—
DeLorean Purchaser, Inc.	First Lien Revolver	12/16/2031		130		(2	)
Dwyer Instruments, LLC	First Lien Delayed Draw Term Loan	11/20/2026		161		(2	)
Dwyer Instruments, LLC	First Lien Revolver	7/20/2029		151		(2	)
Eclipse Buyer, Inc.	First Lien Delayed Draw Term Loan	9/6/2026		882		(9	)
Eclipse Buyer, Inc.	First Lien Revolver	9/5/2031		140		(1	)
Enverus Holdings, Inc.	First Lien Delayed Draw Term Loan	12/22/2025		373		—
Enverus Holdings, Inc.	First Lien Revolver	12/24/2029		148		—
Foreside Financial Group, LLC	First Lien Delayed Draw Term Loan	3/13/2026		986		—
Galway Borrower LLC	First Lien Delayed Draw Term Loan	2/6/2026		6,833		—
Galway Borrower LLC	First Lien Revolver	9/29/2028		140		—
Geo TopCo Corporation	First Lien Delayed Draw Term Loan	10/15/2026		2,642		(26	)
Geo TopCo Corporation	First Lien Revolver	10/15/2031		93		(1	)
The GI Alliance Management, LLC	First Lien Delayed Draw Term Loan	3/6/2026		2,911		—
GS AcquisitionCo, Inc.	First Lien Delayed Draw Term Loan	3/26/2026		834		—
GS AcquisitionCo, Inc.	First Lien Revolver	5/25/2028		148		—
Harvey Tool Company, LLC	First Lien Delayed Draw Term Loan	4/15/2026		2,664		(7	)
Harvey Tool Company, LLC	First Lien Revolver	4/15/2030		148		(1	)
Healthedge Software, Inc	First Lien Revolver	7/16/2031		139		—
Higginbotham Insurance Agency, Inc.	First Lien Delayed Draw Term Loan	3/27/2026		4,106		—
The Hiller Companies, LLC	First Lien Delayed Draw Term Loan	6/22/2026		477		—
The Hiller Companies, LLC	First Lien Revolver	6/20/2030		148		—
IG Investments Holdings, LLC	First Lien Revolver	9/22/2028		70		(1	)
Integrity Marketing Acquisition, LLC	First Lien Delayed Draw Term Loan	8/27/2026		3,074		—
Integrity Marketing Acquisition, LLC	First Lien Revolver	8/25/2028		139		—
Kona Buyer, LLC	First Lien Delayed Draw Term Loan	7/23/2025		1,233		(12	)
Kona Buyer, LLC	First Lien Delayed Draw Term Loan	7/23/2026		1,541		(15	)
Kona Buyer, LLC	First Lien Revolver	7/23/2031		139		(1	)
Netwrix Corporation	First Lien Delayed Draw Term Loan	11/21/2025		375		(1	)
NRO Holdings III Corp.	First Lien Delayed Draw Term Loan	1/15/2027		59		(1	)
NRO Holdings III Corp.	First Lien Revolver	7/15/2030		25		(1	)
Perkinelmer U.S. LLC	First Lien Delayed Draw Term Loan	5/10/2026		465		(1	)
Petvet Care Centers, LLC	First Lien Delayed Draw Term Loan	11/17/2025		1,272		(45	)
Petvet Care Centers, LLC	First Lien Revolver	11/15/2029		152		(5	)
PPV Intermediate Holdings, LLC	First Lien Delayed Draw Term Loan	8/7/2026		6,986		—
PT Intermediate Holdings III, LLC	First Lien Delayed Draw Term Loan	4/8/2026		592		—
Qnnect, LLC	First Lien Delayed Draw Term Loan	5/2/2025		987		(10	)
Redwood Services Group, LLC	First Lien Delayed Draw Term Loan	8/29/2025		228		(2	)
Sapphire Software Buyer, Inc.	First Lien Revolver	9/30/2031		140		(1	)
SG Acquisition, Inc.	First Lien Revolver	4/3/2030		152		—
Trystar, LLC	First Lien Delayed Draw Term Loan	9/10/2026		2,574		(26	)
Trystar, LLC	First Lien Revolver	9/10/2031		140		(1	)
Vessco Midco Holdings, LLC	First Lien Delayed Draw Term Loan	7/24/2026		1,328		—
Vessco Midco Holdings, LLC	First Lien Revolver	7/24/2031		140		—
Victors Purchaser, LLC	First Lien Delayed Draw Term Loan	8/15/2026		1,916		—
Victors Purchaser, LLC	First Lien Revolver	8/15/2031		121		—
Vital Care Buyer, LLC	First Lien Revolver	7/30/2031		140		—
Wildcat Topco, Inc	First Lien Delayed Draw Term Loan	11/16/2026		1,060		(11	)
Wildcat Topco, Inc	First Lien Revolver	11/15/2030		140		(1	)
Total Unfunded Portfolio Company Commitments			$	61,938	$	(263	)

See accompanying notes to consolidated financial statements

59

SENIOR CREDIT INVESTMENTS, LLC

Consolidated Schedule of Investments

December 31, 2023

(In thousands, except unit and per unit data)

Portfolio Company (10)	Investment Type	Reference Rate and Spread (1)	Maturity Date	Principal		Cost (2)			Fair Value (3)			% of Member’s Capital			Footnotes
Non-Controlled/Non-Affiliated Portfolio Company Investments (4)
First Lien Debt Investments
Air Freight & Logistics
Capstone Acquisition Holdings, Inc.	First Lien Term Loan	S + 4.75%	11/12/2027	$	656	$	617		$	656						6
Capstone Acquisition Holdings, Inc.	First Lien Delayed Draw Term Loan	S + 4.75%	11/12/2027		564		530			564						6
Seko Global Logistics Network, LLC	First Lien Term Loan	S + 5.00%	12/30/2026		592		569			571						5
Seko Global Logistics Network, LLC	First Lien Delayed Draw Term Loan	S + 5.00%	12/30/2026		6,400		6,150			6,176						5
					8,212		7,866			7,967			9.7	%
Chemicals
ASP Meteor Acquisition Co LLC	First Lien Term Loan	S + 7.00%	9/1/2029		2,558		2,444			2,475						6
ASP Meteor Acquisition Co LLC	First Lien Delayed Draw Term Loan	S + 7.00%	9/1/2029		1,170		1,089			1,111					6,9
Aurora Plastics, LLC	First Lien Term Loan	S + 4.75%	8/10/2028		1,468		1,337			1,372						6
Aurora Plastics, LLC	First Lien Delayed Draw Term Loan	S + 4.75%	8/10/2028		986		898			922						6
					6,182		5,768			5,880			7.2	%
Electronic Equipment, Instruments & Components
Dwyer Instruments, LLC	First Lien Term Loan	S + 5.75%	7/21/2027		898		885			880						7
Dwyer Instruments, LLC	First Lien Delayed Draw Term Loan	S + 5.75%	7/21/2027		2,127		2,095			2,084						7
Dwyer Instruments, LLC	First Lien Term Loan	S + 5.75%	7/21/2027		2,809		2,754			2,753						7
Dwyer Instruments, LLC	First Lien Delayed Draw Term Loan	S + 5.75%	7/21/2027		—		(32	)		(65	)					9
Qnnect, LLC	First Lien Term Loan	S + 7.00%	11/2/2029		1,281		1,243			1,275						7
Qnnect, LLC	First Lien Delayed Draw Term Loan	S + 7.00%	11/2/2029		159		51			141					7,9
					7,274		6,996			7,068			8.6	%
Financial Services
SitusAMC Holdings Corporation	First Lien Term Loan	S + 5.50%	12/22/2027		552		534			552						7
					552		534			552			0.7	%
Health Care Equipment & Supplies
PerkinElmer U.S. LLC	First Lien Term Loan	S + 6.75%	3/13/2029		6,689		6,458			6,689						6
					6,689		6,458			6,689			8.2	%
Health Care & Providers & Services
The GI Alliance Management, LLC	First Lien Term Loan	S + 6.25%	9/15/2028		6,164		6,043			6,103						7
Petvet Care Centers, LLC	First Lien Term Loan	S + 6.00%	11/15/2030		9,750		9,557			9,555						6
Petvet Care Centers, LLC	First Lien Delayed Draw Term Loan	S + 6.00%	11/15/2030		—		(13	)		(25	)					9
Petvet Care Centers, LLC	First Lien Revolver	S + 6.00%	11/15/2029		—		(3	)		(3	)					9
					15,914		15,584			15,630			19.1	%
Insurance
Higginbotham Insurance Agency, Inc.	First Lien Delayed Draw Term Loan	S + 5.50%	11/24/2028		4,517		4,372			4,484						6
SG Acquisition, Inc.	First Lien Term Loan	S + 5.50%	1/27/2027		656		632			653						7
					5,173		5,004			5,137			6.3	%
IT Services
Redwood Services Group, LLC	First Lien Term Loan	S + 6.25%	6/15/2029		5,645		5,505			5,645						6
Redwood Services Group, LLC	First Lien Delayed Draw Term Loan	S + 6.25%	6/15/2029		1,392		1,357			1,392						6
					7,037		6,862			7,037			8.6	%
Professional Services
Chartwell Cumming Holding Corporation	First Lien Term Loan	S + 5.75%	11/16/2027		6,773		6,506			6,671						6
Chartwell Cumming Holding Corporation	First Lien Delayed Draw Term Loan	S + 5.75%	11/16/2027		450		432			443						6
Foreside Financial Group, LLC	First Lien Term Loan	S + 5.50%	9/30/2027		54		52			54						7
Foreside Financial Group, LLC	First Lien Delayed Draw Term Loan	S + 5.50%	9/30/2027		—		(19	)		—						9
IG Investments Holdings, LLC	First Lien Term Loan	S + 6.00%	9/22/2028		2,030		1,970			2,030						7
IG Investments Holdings, LLC	First Lien Term Loan	S + 6.00%	9/22/2028		75		72			75						7
The NPD Group L.P.	First Lien Term Loan	S + 5.75%	12/1/2028		6,987		6,797			6,987						6
					16,369		15,810			16,260			19.9	%

See accompanying notes to consolidated financial statements

60

SENIOR CREDIT INVESTMENTS, LLC

Consolidated Schedule of Investments - Continued

December 31, 2023

(In thousands, except unit and per unit data)

Portfolio Company (10)	Investment Type	Reference Rate and Spread (1)	Maturity Date	Principal		Cost (2)			Fair Value (3)			% of Member’s Capital			Footnotes
Non-Controlled/Non-Affiliated Portfolio Company Investments (4)
First Lien Debt Investments
Software
Brave Parent Holdings, Inc.	First Lien Term Loan	S + 5.00%	11/29/2030	$	9,435	$	9,342		$	9,341						6
Brave Parent Holdings, Inc.	First Lien Delayed Draw Term Loan	S + 5.00%	11/29/2030		—		(8	)		(11	)					9
Brave Parent Holdings, Inc.	First Lien Revolver	S + 5.00%	11/29/2030		—		(2	)		(2	)					9
Enverus Holdings, Inc.	First Lien Term Loan	S + 5.50%	12/24/2029		7,461		7,350			7,349						6
Enverus Holdings, Inc.	First Lien Delayed Draw Term Loan	S + 5.50%	12/24/2029		—		(3	)		(6	)					9
Enverus Holdings, Inc.	First Lien Revolver	S + 5.50%	12/24/2029		—		(2	)		(2	)					9
Netwrix Corporation	First Lien Term Loan	S + 5.00%	6/11/2029		2,138		2,059			2,058						5
Netwrix Corporation	First Lien Delayed Draw Term Loan	S + 5.00%	6/11/2029		—		(172	)		(174	)					9
Rally Buyer, Inc.	First Lien Term Loan	S + 5.75%	7/19/2028		5,412		5,332			5,385						7
Rally Buyer, Inc.	First Lien Delayed Draw Term Loan	S + 5.75%	7/19/2028		934		912			927					7,9
					25,380		24,808			24,865			30.4	%
Trading Companies & Distributors
Blackbird Purchaser, Inc.	First Lien Term Loan	S + 5.50%	12/19/2030		10,047		9,847			9,846						7
Blackbird Purchaser, Inc.	First Lien Delayed Draw Term Loan	S + 5.50%	12/19/2030		—		(39	)		(40	)					9
Blackbird Purchaser, Inc.	First Lien Revolver	S + 5.50%	12/19/2029		—		(3	)		(3	)					9
					10,047		9,805			9,803			12.0	%
Total non-controlled-non-affiliated Portfolio Company debt investments (8)				$	108,829	$	105,495		$	106,888			130.7	%

(1)Unless otherwise indicated, loan contains a variable rate structure, and may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the Secured Overnight Financing Rate (“SOFR” or “S”) or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate), at the borrower’s option, and which reset periodically based on the terms of the loan agreement. SOFR based contracts may include a credit spread adjustment that is charged in addition to the base rate and the stated spread. The terms in the Consolidated Schedule of Investments disclose the actual interest rate in effect as of the reporting period.

(2)Cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.

(3)These investments were valued using unobservable inputs and are considered Level 3 investments.

(4)Unless otherwise indicated, all investments are non-controlled, non-affiliated investments. Non-controlled, non-affiliated investments are defined as investments in which the Company owns less than 5% of the portfolio company’s outstanding voting securities and does not have the power to exercise control over the management or policies of such portfolio company. As of December 31, 2023, all of the Company’s investments were non-controlled, non-affiliated.

(5)The interest rate on these loans is subject to 6-month SOFR, which as of December 31, 2023 was 5.16%.

(6)The interest rate on these loans is subject to 1-month SOFR, which as of December 31, 2023 was 5.35%.

(7)The interest rate on these loans is subject to 3-month SOFR, which as of December 31, 2023 was 5.33%.

(8)All funded debt investments are income producing. As of December 31, 2023, there were no investments on non-accrual.

(9)All or a portion of the position is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may be subject to unused commitment fees. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. For investments in delayed draw term loans and revolvers, the cost basis is adjusted for any market discount or original issue discount received on the total balance committed. As a result, the purchase of commitments not fully funded may result in a negative cost and fair value until funded. See the following table for more information on the Company’s unfunded commitments.

(10)Unless otherwise indicated, issuers of debt and equity investments held by the Company are domiciled in the United States.

The following table is a listing of the Company’s unfunded commitments as of December 31, 2023 (in thousands):

Portfolio Company	Investment Type	Commitment Expiration Date	Unfunded Commitment		Fair Value (3)
ASP Meteor Acquisition Co LLC	First Lien Delayed Draw Term Loan	9/1/2024	$	646	$	(21	)
Blackbird Purchaser, Inc.	First Lien Delayed Draw Term Loan	12/19/2025		1,983		(40	)
Blackbird Purchaser, Inc.	First Lien Revolver	12/19/2029		152		(3	)
Brave Parent Holdings, Inc.	First Lien Delayed Draw Term Loan	5/28/2025		1,072		(11	)
Brave Parent Holdings, Inc.	First Lien Revolver	11/29/2030		152		(2	)
Dwyer Instruments, LLC	First Lien Delayed Draw Term Loan	12/22/2025		3,275		(66	)
Enverus Holdings, Inc.	First Lien Delayed Draw Term Loan	12/22/2025		373		(6	)
Enverus Holdings, Inc.	First Lien Revolver	12/24/2029		152		(2	)
Foreside Financial Group, LLC	First Lien Delayed Draw Term Loan	5/26/2024		704		—
Netwrix Corporation	First Lien Delayed Draw Term Loan	6/9/2024		4,654		(175	)
Petvet Care Centers, LLC	First Lien Delayed Draw Term Loan	11/17/2025		1,272		(25	)
Petvet Care Centers, LLC	First Lien Revolver	11/15/2029		152		(3	)
Qnnect, LLC	First Lien Delayed Draw Term Loan	11/1/2024		3,480		(17	)
Rally Buyer, Inc.	First Lien Delayed Draw Term Loan	7/19/2024		539		(3	)
Total Unfunded Portfolio Company Commitments			$	18,606	$	(374	)

See accompanying notes to consolidated financial statements

61

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements

(In thousands, except unit and per unit data)

Note 1. Organization

Organization

Senior Credit Investments, LLC (the “Company,” “we,” “our,” or “us”) was formed as a Delaware limited liability company on December 8, 2022. The Company is a private, perpetually offered, externally managed, non-diversified, closed-end management investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “Investment Company Act”). The Company has elected to be treated, and expects to qualify annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). Our fiscal year ends on December 31.

Our investment objective is to generate both current income and capital appreciation by investing primarily in senior secured loans to U.S. companies in the upper middle market. We generally use the term “upper middle market” to refer to large companies with annual earnings before interest expense, income tax expense, depreciation and amortization, or “EBITDA,” greater than $75 million.

Jefferies Credit Management LLC (the “Investment Adviser”), an investment adviser that is registered with the Securities and Exchange Commission (“SEC”) under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), is our investment adviser. The Investment Adviser, subject to the overall supervision of our board of directors (the “Board of Directors” or the “Board”), will manage our day-to-day operations and provide investment advisory and management services to the Company.

The Company completed its acquisition of initial loans and commitments on December 4, 2023 (“inception”).

Note 2. Significant Accounting Policies

The following is a summary of the significant accounting and reporting policies used in preparing the consolidated financial statements.

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the requirements for reporting on Form 10-K and Article 6 of Regulation S-X. In the opinion of management, all adjustments considered necessary for the fair statement of the consolidated financial statements for the periods presented, have been included.

The Company follows the accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services — Investment Companies (“ASC 946”).

Use of Estimates

The preparation of consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the consolidated financial statements and the reported amounts of income, expenses, gains and losses during the reported periods. Changes in the economic environment, financial markets, credit worthiness of our Portfolio Companies and any other parameters used in determining these estimates could cause actual results to differ materially.

Consolidation

As provided under ASC 946, the Company will not consolidate its investment in a company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the consolidated financial statements include the accounts of the Company as well as its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated.

Industry Reclassification

During the year ended December 31, 2024, the Company changed the investment industry classification from those provided by Moody’s to those provided by MSCI and S&P. The Consolidated Schedule of Investments as of December 31, 2023, as well as the industry composition of investments at amortized cost and fair value as of December 31, 2023 disclosed in Note 4 to the consolidated financial statements, have been reclassified to conform to the classifications used to prepare the consolidated financial statements as of and for the year ended December 31, 2024.

Cash and Cash Equivalents and Restricted Cash

Cash equivalents include highly liquid investments, including money market funds, not held for resale with original maturities of three months or less. The Company deems that certain money market funds, U.S. Treasury bills, repurchase agreements, and other high-quality, short-term debt securities would qualify as cash equivalents.

Restricted cash represents the amount of principal and interest collections received as well as amounts in reserve to fund draws on the Senior Secured Credit Facility (as defined in Note 6 to the consolidated financial statements) that are all held at SCI BDC SPV I LLC.

62

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

Cash and cash equivalents and restricted cash are carried at cost, which approximates fair value. Cash and cash equivalents held as of December 31, 2024 and December 31, 2023 was $2.2 million and $39.1 million, respectively. Restricted cash held as of December 31, 2024 and December 31, 2023 was $6.7 million and $0.5 million, respectively.

Investments Transactions

Investments are recognized when we assume an obligation to acquire a financial instrument and assume the risks for gains and losses related to that instrument. Investments are derecognized when we assume an obligation to sell a financial instrument and forego the risks for gains or losses related to that instrument. Specifically, we record all security transactions on a trade date basis. Amounts for investments recognized or derecognized but not yet settled are reported as a receivable for investments sold and a payable for investments purchased, respectively, in the Consolidated Statements of Assets and Liabilities.

Fair Value Measurements

The Company applies ASC Topic 820, Fair Value Measurements (“ASC 820”), as amended, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is a market-based measurement, not an entity specific measurement. For some assets and liabilities, observable market transactions or market information might be available data. For other assets and liabilities, observable market transactions and market information might not be available. However, the objective of a fair value measurement in both cases is the same—to estimate the price when an orderly transaction to sell the asset or transfer the liability would take place between market participants at the measurement date under current market conditions (that is, an exit price at the measurement date from the perspective of a market participant that holds the asset or owes the liability).

ASC 820 establishes a hierarchal disclosure framework which ranks the observability of inputs used in measuring financial instruments at fair value. The observability of inputs is impacted by a number of factors, including the type of financial instruments and their specific characteristics. Financial instruments with readily available quoted prices, or for which fair value can be measured from quoted prices in active markets, generally will have a higher degree of market price observability and a lesser degree of judgment applied in determining fair value. The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these securities.

The three-level hierarchy for fair value measurement is defined as follows:

Level 1: inputs to the valuation methodology are quoted prices available in active markets for identical instruments as of the reporting date. The types of financial instruments included in Level 1 include unrestricted securities, including equities and derivatives, listed in active markets.

Level 2: inputs to the valuation methodology are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date. The type of financial instruments in this category includes less liquid and restricted securities listed in active markets, securities traded in other than active markets, government and agency securities, and certain over-the-counter derivatives where the fair value is based on observable inputs.

Level 3: inputs to the valuation methodology are unobservable and significant to overall fair value measurement. The inputs into the determination of fair value require significant management judgment or estimation. Financial instruments that are included in this category include investments in privately held entities and certain over-the-counter derivatives where the fair value is based on unobservable inputs.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given financial instrument 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 requires judgment and considers factors specific to the financial instrument.

Investment Valuation Process

The Board of Directors has designated the Investment Adviser as its “Valuation Designee” pursuant to Rule 2a-5 under the Investment Company Act, and in that role, the Investment Adviser is responsible for performing fair value determinations relating to all of the Company’s investments, including periodically assessing and managing any material valuation risks and establishing and applying fair value methodologies, in accordance with valuation policies and procedures that have been approved by the Company’s Board of Directors. Even though the Company’s Board of Directors designated the Company’s Investment Adviser as “Valuation Designee”, the Company’s Board of Directors continues to be responsible for overseeing the processes for determining fair valuation.

The majority of our investments fall within Level 3 of the fair value hierarchy, and as such, there is not readily available market values for most of the investments in our portfolio, and we value such investments at fair value as determined in good faith by the Valuation Designee under the direction of the Board of Directors using a documented valuation policy, described below, and a consistently applied valuation process. The factors that may be taken into account in pricing the investments at fair value include, as relevant, the nature and realizable value of any collateral, the Portfolio Company’s ability to make payments and its earnings and discounted cash flow, and the markets in which the Portfolio Company does business, comparison to publicly traded securities and other relevant factors. Available current market data are considered such as applicable market yields and multiples of publicly traded securities, comparison of financial ratios of peer companies, and changes in the interest rate environment and the credit markets that may affect the price at which similar investments would trade in their principal market, and other relevant factors. When an external event such as a

63

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

purchase transaction, public offering or subsequent equity sale occurs, the Valuation Designee will consider the pricing indicated by the external event to corroborate or revise its valuation.

With respect to investments for which market quotations are not readily available, or for which market quotations are deemed not reflective of the fair value, the valuation procedures adopted by our Board of Directors contemplates a multi-step valuation process each quarter, as described below:

(1)Our quarterly valuation process begins with each Portfolio Company or investment being initially valued by the investment professionals of our Investment Adviser, the Valuation Designee, responsible for the Portfolio Company or investment;

(2)We engage an independent valuation firm (the “Independent Valuation Adviser”) to provide independent valuations of the investments for which market quotations are not readily available, or are readily available but deemed not reflective of the fair value of an investment. The Independent Valuation Adviser independently values such investments using quantitative and qualitative information provided by the investment professionals of our Investment Adviser as well as any market quotations obtained from independent pricing services, brokers, dealers or market dealers. The Independent Valuation Adviser also provides analyses to support their valuation methodology and calculations. The Independent Valuation Adviser provides an opinion on a final range of values on such investments to the Valuation Designee. The Independent Valuation Adviser defines fair value in accordance with ASC 820 and utilizes valuation techniques including the market approach, the income approach or both;

(3)The Independent Valuation Adviser’s preliminary valuations are reviewed by our Investment Adviser, in its capacity as the Valuation Designee. The Independent Valuation Adviser’s ranges are compared to our Investment Adviser’s valuations to ensure our Investment Adviser’s valuations are reasonable;

(4)The Valuation Designee determines the valuations of our investments in good faith, within the meaning of the Investment Company Act, based on the input of the Independent Valuation Adviser, and provides the valuation determinations to the Audit Committee of the Board of Directors;

(5)The Audit Committee of our Board of Directors reviews valuation information provided by the Valuation Designee and the Independent Valuation Adviser. The Audit Committee then will discuss such valuation determinations; and

(6)Our Board of Directors further discusses the valuation determinations of the Valuation Designee, based on the input of the Independent Valuation Adviser.

Valuation of Other Financial Assets and Financial Liabilities

ASC 825, Financial Instruments, permits an entity to choose, at specified election dates, to measure certain assets and liabilities at fair value (the “Fair Value Option”). We have not elected the Fair Value Option to report selected financial assets and financial liabilities. Debt issued by the Company is reported at amortized cost (see Note 6 to the consolidated financial statements). The carrying value of all other financial assets and liabilities approximates fair value due to their short maturities or their close proximity of the originations to the measurement date.

Realized Gains or Losses

Security transactions are accounted for on a trade date basis. Realized gains or losses on investments are calculated by using the specific identification method. Securities that have been called by the issuer are recorded at the call price on the call effective date.

Investment Income Recognition

Interest Income

Interest income is recorded on an accrual basis and includes the accretion of discounts and amortization of premiums. Discounts from and premiums to par value on debt investments purchased are accreted/amortized into interest income over the life of the respective security using the effective interest method. The amortized cost of debt investments represents the original cost, including loan origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion of discounts and amortization of premiums, if any.

PIK Income

The Company may have loans in its portfolio that contain payment-in-kind (“PIK”) provisions. PIK represents interest that is accrued and recorded as interest income at the contractual rates, increases the loan principal on the respective capitalization dates, and is generally due at maturity. Such income is included in interest income in the Company’s statement of operations. If at any point the Company believes PIK is not expected to be realized, the investment generating PIK will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest is generally reversed through interest income. To maintain the Company’s status as a RIC, this non-cash source of income must be paid out to unitholders in the form of dividends, even though the Company has not yet collected cash. During the year ended December 31, 2024, PIK income earned was $0.3 million. During the period from December 4, 2023 (inception) to December 31, 2023, there were no loans generating PIK income.

Dividend Income

Dividend income on preferred equity securities are recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies. To the extent a preferred equity security contains PIK provisions, PIK dividends, computed at the contractual rate specified in each applicable agreement, are accrued and recorded as dividend income and added to the principal balance

64

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

of the preferred equity security. PIK dividends added to the principal balance are generally collected upon redemption of the equity. Dividend Income is recorded in Other income in our Consolidated Statements of Operations.

Fee Income

The Company may receive various fees in the ordinary course of business such as structuring, consent, waiver, amendment, syndication and commitment fees as well as fees for managerial assistance rendered by the Company to the Portfolio Companies. Such fees are recognized as income when earned or the services are rendered. Fee Income is recorded in Other income in our Consolidated Statements of Operations.

Non-Accrual Income

Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a loan is placed on non-accrual status. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in management’s judgment, are likely to remain current. Management may make exceptions to this treatment and determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. As of December 31, 2024 and December 31, 2023, there were no loans placed on non-accrual status.

Expenses

Expenses include management fees, performance-based incentive fees, interest expense, insurance expenses, administrative service fees, legal fees, Board of Directors’ fees, audit and tax service expenses, third-party valuation fees and other general and administrative expenses. Expenses are recognized on an accrual basis.

Organization Costs

Costs associated with the organization of the Company were expensed as incurred. These expenses consisted primarily of legal fees and other costs of organizing the Company.

Offering Costs

Costs associated with the offering of the Company’s units are capitalized as “deferred offering costs” on the Consolidated Statements of Assets and Liabilities and amortized on a straight-line basis over a twelve-month period from incurrence. These expenses consist primarily of legal fees and other costs incurred in connection with the Company’s continuous offering.

Deferred Financing Costs

Deferred financing costs represent fees and other direct incremental costs incurred in connection with the Company’s borrowings. These expenses are deferred and amortized into interest expense over the life of the related debt instrument using the straight-line method. Deferred financing costs related to revolving credit facilities are presented separately as an asset on the Company’s Consolidated Statements of Assets and Liabilities.

Administration Agreement

On October 27, 2023, the Company entered into an administration agreement (the “Administration Agreement”), under which Alter Domus (US) LLC (the “Administrator”) is responsible for providing various accounting and administrative services to us. In particular, pursuant to the Administration Agreement, the Administrator is responsible for providing or overseeing the performance of required administrative services and professional services rendered by others, which includes (but is not limited to), accounting, legal, compliance, operations, technology and investor relations, and preparation of financial reports provided to the Company’s unitholders and filed with the SEC.

Distributions

Distributions to common unitholders are recorded on the record date. The amount to be paid out as a distribution is determined by the Board of Directors and will depend on the Company’s earnings, financial condition, maintenance of our tax treatment as a RIC, compliance with applicable BDC regulations and such factors as the Board may deem relevant from time to time.

Unit Repurchases

In connection with the Company’s unit repurchase programs, the cost of units repurchased is charged to member’s capital on the trade date. There were no unit repurchases during the year ended December 31, 2024 or the period from December 4, 2023 (inception) to December 31, 2023.

65

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

Federal and State Income Taxes

We have elected to be treated as a RIC under the Code and operate in a manner so as to qualify for the tax treatment applicable to RICs. To qualify as a RIC, the Company must (among other requirements) meet certain source-of-income and asset diversification requirements and timely distribute to its unitholders at least 90% of its investment company taxable income as defined by the Code, for each year. The Company (among other requirements) intends to make the requisite distributions to its unitholders, which will generally relieve the Company from corporate-level income taxes. For income tax purposes, distributions made to unitholders are reported as ordinary income, capital gains, non-taxable return of capital, or a combination thereof. The tax character of distributions paid to unitholders may include return of capital, however, the exact amount cannot be determined until we file Form 1099s. The character of income and gains to be distributed is determined in accordance with income tax regulations that may differ from U.S. GAAP. Book and tax basis differences relating to unitholder dividend and distributions and other permanent book and tax difference are reclassified to Common units on the Consolidated Statements of Assets and Liabilities.

If we do not distribute (or are not deemed to have distributed) at least 98% of our annual ordinary income for the calendar year and 98.2% of our capital gain net income for the 1-year period ending on October 31 in that calendar year, we will generally be required to pay excise tax equal to 4% of the amount by which 98% of our annual ordinary income and 98.2% of our capital gains exceed the distributions from such taxable income for the year. To the extent that we determine that our estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such taxable income, we accrue excise taxes, if any, on estimated undistributed taxable income.

If we fail to satisfy the annual distribution requirement or otherwise fail to qualify as a RIC in any taxable year, we would be subject to tax on all of our taxable income at regular corporate rates. Distribution would generally be taxable to our individual and other non-corporate taxable unitholders as ordinary dividend income eligible for the reduced maximum rate applicable to qualified dividend income to the extent of our current and accumulated earnings and profits provided certain holding period and other requirements are met. Subject to certain limitation under the Code, corporate distributions would be eligible for the dividend-received deduction. To qualify again to be taxed as a RIC in a subsequent year, we would be required to distribute to our unitholders our accumulated earnings and profits attributable to non-RIC years. In addition, if we failed to qualify as a RIC for a period greater than two taxable years, then, in order to qualify as a RIC in a subsequent year, we would be required to elect to recognize and pay tax on any net built-in gain (the excess of aggregate gain, including items of income, over aggregate loss that would have been realized if we had been liquidated) or, alternatively, be subject to taxation on such built-in gain recognized for a period of five years.

We follow ASC 740, Income Taxes (“ASC 740”). ASC 740 provides guidance for how unrecognized tax benefits should be recognized, measured, presented, and disclosed in the consolidated financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing our tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. Penalties or interest, if applicable, that may be assessed relating to income taxes would be classified as other operating expenses in the consolidated financial statements. Management’s determinations regarding ASC 740 may be subject to review and adjustment at a later date based upon factors including, but not limited to, an on-going analysis of tax laws, regulations and interpretations thereof. The Company’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three fiscal years after they are filed.

Segment Reporting

In accordance with ASC Topic 280, Segment Reporting (“ASC 280”), the Company has determined that it has a single operating and reporting segment. Our Chief Executive Officer is the Company’s Chief Operating Decision Maker (“CODM”). While the Company lends to and separately evaluates the performance of each portfolio company in which it invests across various industries, the CODM evaluates and monitors performance of the business on an aggregated basis. Further, each investment is evaluated and managed using similar processes and shared operations support functions such as deal origination, underwriting, documentation, loan and compliance administration in addition to administrative functions of human resources, legal, finance and information technology. See Note 12 to the consolidated financial statements for additional information.

Recent Accounting Pronouncements

The Company considers the applicability and impact of all accounting standard updates (“ASU”) issued by the Financial Accounting Standards Board (the “FASB”). ASUs not listed were assessed by the Company and either determined to be not applicable or expected to have minimal impact on its consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which enhances disclosure requirements about significant segment expenses that are regularly provided to the CODM. ASU 2023-07, among other things, (i) requires a single segment public entity to provide all of the disclosures as required by ASC 280, (ii) requires a public entity to disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources and (iii) provides the ability for a public entity to elect more than one performance measure. ASU 2023-07 is effective for the fiscal years beginning after December 15, 2023, and interim periods beginning with the first quarter ended March 31, 2025. Early adoption is permitted and retrospective adoption is required for all prior periods presented. The Company has adopted ASU 2023-07 effective December 31, 2024 and concluded that the application of this guidance did not have any material impact on its consolidated financial statements. See Note 12 for more information on the effects of the adoption of ASU 2023-07.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”), which intends to improve the transparency of income tax disclosures. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be adopted on a prospective basis with the option to apply retrospectively. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its consolidated financial statements.

66

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (“ASU 2024-03”), which requires disaggregated disclosure of certain costs and expenses, including purchases of inventory, employee compensation, depreciation, amortization and depletion, within relevant income statement captions. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods beginning with the first quarter ended March 31, 2028. Early adoption and retrospective application is permitted. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its consolidated financial statements.

Note 3. Agreements and Related Party Transactions

Investment Advisory Agreement

On September 25, 2023, the Company entered into an investment advisory agreement (the “Investment Advisory Agreement”) between the Company and the Investment Adviser. The Investment Adviser, subject to the overall supervision of the Board of Directors, manages our day-to-day operations and provides investment advisory and management services to the Company. The Investment Adviser is an indirect subsidiary of Jefferies Finance LLC (“JFIN”), a Delaware limited liability company, and a registered investment adviser under the Advisers Act. JFIN is a joint venture between (i) Jefferies Financial Group Inc. (a publicly traded company and the parent company for Jefferies LLC (“Jefferies”), a global securities and investment banking firm), and (ii) Massachusetts Mutual Life Insurance Company. The Investment Adviser, together with JFIN and its subsidiaries are referred to herein collectively as “Jefferies Finance.”

The Investment Advisory Agreement is effective for an initial two-year term and thereafter will continue for successive annual periods provided that such continuance is specifically approved annually by a majority of the Board of Directors or by the holders of a majority of the Company’s outstanding voting securities and, in each case, a majority of the independent directors. The Investment Advisory Agreement may, on 60 days’ written notice to the other party, be terminated in its entirety at any time without the payment of any penalty, by our Board of Directors, or by vote of a majority of our outstanding voting securities, on the one hand, or by the Investment Adviser, on the other hand. The Investment Advisory Agreement will automatically terminate in the event of its assignment within the meaning of the Investment Company Act and related SEC guidance and interpretations.

The Company will pay the Investment Adviser a fee for its services under the Investment Advisory Agreement consisting of two components: a management fee and an incentive fee. The cost of both the management fee and the incentive fee is subject to the Fee Waiver (defined below).

Management Fee

The management fee will be payable quarterly in arrears at an annual rate of 1.25% of our net assets. The management fee will be calculated based on the average value of our net assets at the end of the most recently completed calendar quarter. Net assets means the Company’s total assets less liabilities determined on a consolidated basis in accordance with U.S. GAAP.

Incentive Fee

The incentive fee will consist 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 a percentage of our income and a portion is based on a percentage of our capital gains, each as described below.

(1) Incentive Fee Based on Income

The portion of the incentive fee that is based on a percentage of our income is based on Pre-Incentive Fee Net Investment Income Returns. “Pre-Incentive Fee Net Investment Income Returns” means, as the context requires, either the dollar value of, or percentage rate of return on the value of our net assets at the end of the immediate preceding quarter from, interest income, dividend income and any other income (including any other fees (other than fees for providing managerial assistance), such as commitment, origination, structuring, diligence and consulting fees or other fees that we receive from Portfolio Companies) accrued during the calendar quarter, minus our operating expenses accrued for the quarter (including the management fee, expenses payable under an Administration Agreement with our Administrator, and any interest expense or fees on any credit facilities, but excluding the incentive fee and any unitholder servicing and/or distribution fees).

Pre-Incentive Fee Net Investment Income Returns include, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with PIK interest and zero coupon securities), accrued income that we have not yet received in cash. Pre-Incentive Fee Net Investment Income Returns do not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. The impact of expense support payments and recoupments are also excluded from Pre-Incentive Fee Net Investment Income Returns.

Pre-Incentive Fee Net Investment Income Returns, expressed as a rate of return on the value of our net assets at the end of the immediate preceding quarter, is compared to a “hurdle rate” of return of 1.75% per quarter (7.0% annualized).

We will pay the Investment Adviser an incentive fee quarterly in arrears with respect to our Pre-Incentive Fee Net Investment Income Returns in each calendar quarter as follows:

•No incentive fee based on Pre-Incentive Fee Net Investment Income Returns in any calendar quarter in which our Pre-Incentive Fee Net Investment Income Returns do not exceed the hurdle rate of 1.75% per quarter (7.0% annualized);

•100% of the dollar amount of our Pre-Incentive Fee Net Investment Income Returns with respect to that portion of such Pre-Incentive Fee Net Investment Income Returns, if any, that exceeds the hurdle rate but is less than a rate of return of 2.00% (8.00% annualized). We refer to this portion of our Pre-Incentive Fee Net Investment Income Returns (which exceeds the hurdle rate but is less than 2.00%) as the

67

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

“catch-up.” The “catch-up” is meant to provide the Investment Adviser with approximately 12.5% of our Pre-Incentive Fee Net Investment Income Returns as if a hurdle rate did not apply if this net investment income exceeds 2.00% in any calendar quarter; and

•12.5% of the dollar amount of our Pre-Incentive Fee Net Investment Income Returns, if any, that exceed a rate of return of 2.00% (8.00% annualized). This reflects that once the hurdle rate is reached and the catch-up is achieved, 12.5% of all Pre-Incentive Fee Net Investment Income Returns thereafter are allocated to the Investment Adviser.

These calculations are prorated for any period of less than three months and adjusted for any units issued or repurchased during the relevant quarter.

(2) Incentive Fee Based on Capital Gains

The second component of the incentive fee, the capital gains incentive fee, is payable at the end of each calendar quarter in arrears. The amount payable equals:

•12.5% of cumulative realized capital gains from inception through the end of such calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid incentive fee on capital gains as calculated in accordance with U.S. GAAP.

Each year, the fee paid for the capital gains incentive fee is net of the aggregate amount of any previously paid capital gains incentive fee for all prior periods. We will accrue, but will not pay, a capital gains incentive fee with respect to unrealized appreciation because a capital gains incentive fee would be owed to the Investment Adviser if we were to sell the relevant investment and realize a capital gain. In no event will the capital gains incentive fee payable pursuant to the Investment Advisory Agreement be in excess of the amount permitted by the Advisers Act, including Section 205 thereof.

The fees that are payable under the Investment Advisory Agreement for any partial period will be appropriately prorated. For the avoidance of doubt, the incentive fee will be calculated net of our expenses.

Fee Waiver Agreement

The Investment Adviser has contractually agreed to waive the management fee and the incentive fee through December 31, 2025 (the “Fee Waiver”), unless sooner terminated by (a) the vote of a majority of our Independent Directors and (b) by a vote of a majority of our Board of Directors, or of a majority of our outstanding voting securities, as defined in the Investment Company Act. Notwithstanding the foregoing, the Investment Adviser has contractually agreed that the waiver of the management fee and the incentive fee may not be modified or terminated unless approved by a vote of a majority of our voting securities, as defined in the Investment Company Act. Amounts waived pursuant to the Fee Waiver will not be subject to any right of future recoupment in favor of the Investment Adviser.

For the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023, the Company recognized $1.3 million and $0.1 million, respectively, of management fees, and $1.1 million and $0.2 million, respectively, of incentive fees before the impact of waived fees. For the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023, $1.3 million and $0.1 million, respectively, of management fees were waived, and $1.1 million and $0.2 million, respectively, of incentive fees were waived.

As of December 31, 2024 and December 31, 2023, management and incentive fees payable were $0.0 million.

Co-Investment Exemptive Relief

Together with the Investment Adviser, we received an exemptive order from the SEC that permits us to participate in co-investment transactions with certain affiliates of the Investment Adviser and certain funds managed and controlled by the Investment Adviser and its affiliates in transactions that involve the negotiation of certain terms of the securities or loans to be purchased (in addition to price-related terms), subject to certain terms and conditions. Co-investment transactions involving the negotiation of only price-related terms will be entered into in reliance on SEC staff no-action letters. We intend to co-invest, from time to time, with other Accounts (as defined below) (including co-investment or other vehicles in which the Investment Adviser or its personnel invest and that co-invest with such other Accounts) in portfolio investments that are suitable for both the Company and such other Accounts. “Accounts” means Jefferies Finance’s own accounts, accounts of Jefferies Finance’s clients, including separately managed accounts (or separate accounts), pooled investment vehicles and collateralized loan obligations that are sponsored, managed or advised by Jefferies Finance or other Affiliate Investment Advisers (as defined below). “Affiliate Investment Advisers” means Accounts advised by our Investment Adviser or investment advisers that are affiliated with us. Even if the Company and such other Accounts invest in the same securities, conflicts of interest may still arise. For example, it is possible that as a result of legal, tax, political, regulatory, accounting or other considerations, the terms of such investment (including with respect to price and timing) for the Company and/or such other Accounts may not be the same. Additionally, the Company and/or such other Accounts may have different expected termination dates and/or investment objectives (including target return profiles) and the Investment Adviser, as a result, may have conflicting goals with respect to the price and timing of disposition opportunities.

JFIN Bridge Loan Agreement

On December 4, 2023, the Company entered into a loan agreement (the “Bridge Facility”) with the Company as the borrower and JFIN as the lender. Under the Bridge Facility, JFIN loaned the Company an aggregate principal amount of $71.7 million. Such principal amount and interest accrued thereon was repaid in its entirety on December 7, 2023, and the Bridge Facility was subsequently terminated.

68

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

Warehouse Portfolio Transaction

On December 4, 2023, the Company acquired an initial portfolio of loans and commitments for $71.7 million pursuant to a sale and contribution agreement, dated June 30, 2023, by and among the Company and JFIN and certain of its wholly-owned subsidiaries.

JFIN Investment

On March 3, 2023, Jefferies Credit Partners LLC, an affiliate of the Investment Adviser, purchased 1,000 common units for $1,000.

Due to Investment Adviser

Prior to the commencement of operations on December 7, 2023, the Investment Adviser bore all organization and offering expenses in connection with the formation of the Company and the initial closing of the private offering. Following the commencement of operations, the Company will reimburse the Investment Adviser for these organization and offering costs up to a maximum aggregate amount of $1.5 million. Due to Investment Adviser of approximately $0.0 million and $1.6 million as of December 31, 2024 and December 31, 2023, respectively, in the Consolidated Statements of Assets and Liabilities included primarily the reimbursement amount owed for organization and offering costs.

Note 4. Investments

The composition of the Company’s investment portfolio at cost and fair value as of December 31, 2024 was as follows (in thousands):

	Amortized Cost		% of Total Investments at Amortized Cost			Fair Value		% of Total Investments at Fair Value
First Lien Debt (1)	$	312,392		98.7	%	$	314,855		98.8	%
Common Stock		3,694		1.2	%		3,500		1.1	%
Preferred Stock		285		0.1	%		274		0.1	%
Total	$	316,371		100.0	%	$	318,629		100.0	%

(1)First lien debt consists of first lien term loans, first lien, last-out term loans, first lien delayed draw term loans and first lien revolvers.

The composition of the Company’s investment portfolio at cost and fair value as of December 31, 2023 was as follows (in thousands):

	Amortized Cost		% of Total Investments at Amortized Cost			Fair Value		% of Total Investments at Fair Value
First Lien Debt (1)	$	105,495		100.0	%	$	106,888		100.0	%
Total	$	105,495		100.0	%	$	106,888		100.0	%

(1)First lien debt consists of first lien term loans, first lien delayed draw term loans and first lien revolvers.

The industry composition of investments as of December 31, 2024 at amortized cost and fair value was as follows (in thousands):

	December 31, 2024
	Investments at Amortized Cost		% of Investments at Amortized Cost			Investments at Fair Value		% of Investments at Fair Value
Software	$	54,539		17.2	%	$	54,865		17.2	%
Health Care Providers & Services		38,626		12.3	%		38,718		12.1	%
Professional Services		35,829		11.3	%		36,235		11.4	%
Insurance		27,611		8.7	%		27,927		8.8	%
Trading Companies & Distributors		24,653		7.8	%		24,952		7.8	%
IT Services		19,060		6.0	%		19,258		6.0	%
Health Care Technology		16,136		5.1	%		16,152		5.0	%
Diversified Consumer Services		15,331		4.8	%		15,314		4.8	%
Electrical Equipment		12,995		4.1	%		12,972		4.1	%
Electronic Equipment, Instruments & Components		12,628		4.0	%		12,707		4.0	%
Air Freight & Logistics		9,779		3.1	%		9,724		3.1	%
Commercial Services & Supplies		9,729		3.1	%		9,741		3.1	%
Life Sciences Tools & Services		9,681		3.1	%		9,729		3.1	%
Financial Services		8,883		2.8	%		8,934		2.8	%
Health Care Equipment & Supplies		7,794		2.5	%		7,991		2.5	%
Machinery		6,697		2.1	%		6,745		2.1	%
Chemicals		6,400		2.0	%		6,665		2.1	%
Total	$	316,371		100.0	%	$	318,629		100.0	%

69

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

The industry composition of investments as of December 31, 2023 at amortized cost and fair value was as follows (in thousands):

	December 31, 2023
	Investments at Amortized Cost		% of Investments at Amortized Cost			Investments at Fair Value		% of Investments at Fair Value
Software	$	24,808		23.5	%	$	24,865		23.3	%
Professional Services		15,810		15.0	%		16,260		15.2	%
Health Care Providers & Services		15,584		14.8	%		15,630		14.6	%
Trading Companies & Distributors		9,805		9.3	%		9,803		9.2	%
Air Freight & Logistics		7,866		7.5	%		7,967		7.4	%
Electronic Equipment, Instruments & Components		6,996		6.6	%		7,068		6.6	%
IT Services		6,862		6.5	%		7,037		6.6	%
Health Care Equipment & Supplies		6,458		6.1	%		6,689		6.3	%
Chemicals		5,768		5.5	%		5,880		5.5	%
Insurance		5,004		4.7	%		5,137		4.8	%
Financial Services		534		0.5	%		552		0.5	%
Total	$	105,495		100.0	%	$	106,888		100.0	%

The geographic composition of investments as of December 31, 2024 at cost and fair value was as follows (in thousands):

	December 31, 2024
	Amortized Cost		Fair Value		% of Total Investments at Fair Value			Fair Value as % of Net Assets
United States	$	316,371	$	318,629		100.0	%		206.5	%
Total	$	316,371	$	318,629		100.0	%		206.5	%

The geographic composition of investments as of December 31, 2023 at cost and fair value was as follows (in thousands):

	December 31, 2023
	Amortized Cost		Fair Value		% of Total Investments at Fair Value			Fair Value as % of Net Assets
United States	$	105,495	$	106,888		100.0	%		130.7	%
Total	$	105,495	$	106,888		100.0	%		130.7	%

As of December 31, 2024 and December 31, 2023, there were no investments in the portfolio on non-accrual status.

As of December 31, 2024 and December 31, 2023, on a fair value basis, 99.9% and 100.0% of debt investments, respectively, bore interest at a variable rate that may be determined by reference to either the CORRA, SOFR or an alternative base rate.

Note 5. Fair Value Measurements

The following table presents the fair value of investments as of December 31, 2024, disaggregated into the three levels of the fair value hierarchy in accordance with ASC 820 (in thousands):

	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
First Lien Debt (1)	$	—	$	—	$	314,855	$	314,855
Common Stock		—		—		3,500		3,500
Preferred Stock		—		—		274		274
Total	$	—	$	—	$	318,629	$	318,629

(1)First lien debt consists of first lien term loans, first lien, last-out term loans, first lien delayed draw term loans and first lien revolvers.

The following table presents the fair value of investments as of December 31, 2023, disaggregated into the three levels of the fair value hierarchy in accordance with ASC 820 (in thousands):

	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
First Lien Debt (1)	$	—	$	—	$	106,888	$	106,888
Total	$	—	$	—	$	106,888	$	106,888

(1)First lien debt consists of first lien term loans, first lien delayed draw term loans and first lien revolvers.

70

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

The following tables present change for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 in the fair value of investments for which Level 3 inputs were used to determine fair value (in thousands):

	Year Ended December 31, 2024
	First Lien Debt			Preferred Stock			Common Stock			Total
Fair value, beginning of period	$	106,888		$	—		$	—		$	106,888
Purchases of investments (1)		215,715			274			3,694			219,683
Proceeds from principal repayments and sales of investments (1)		(10,248	)		—			—			(10,248	)
Accretion of discount/amortization of premium (1)		3,414			—			—			3,414
Payment-in-kind interest and fees capitalized		406			11			—			417
Net realized gain (loss) on investments		(2,390	)		—			—			(2,390	)
Net change in unrealized appreciation (depreciation)		1,070			(11	)		(194	)		865
Fair value, end of period	$	314,855		$	274		$	3,500		$	318,629
Net change in unrealized appreciation (depreciation) related to financial instruments still held as of December 31, 2024	$	1,070		$	(11	)	$	(194	)	$	865

(1)Includes reorganizations and restructuring of investments.

	For the period from December 4, 2023 (Inception) to December 31, 2023
	First Lien Debt			Preferred Stock		Common Stock		Total
Fair value, beginning of period	$	—		$	—	$	—	$	—
Purchases of investments		110,637			—		—		110,637
Proceeds from principal repayments and sales of investments		(5,443	)		—		—		(5,443	)
Accretion of discount/amortization of premium		42			—		—		42
Payment-in-kind interest and fees capitalized		—			—		—		—
Net realized gain		259			—		—		259
Net change in unrealized appreciation (depreciation)		1,393			—		—		1,393
Fair value, end of period	$	106,888		$	—	$	—	$	106,888
Net change in unrealized appreciation (depreciation) related to financial instruments still held as of December 31, 2023	$	1,393		$	—	$	—	$	1,393

Transfers between levels, if any, are recognized at the beginning of the period in which the transfers occur. For the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023, there were no transfers into or out of Level 3.

The following tables present quantitative information about the significant unobservable inputs of the Company’s Level 3 financial instruments as of December 31, 2024 and December 31, 2023. The tables are not intended to be all-inclusive but instead capture the significant unobservable inputs relevant to the Company’s determination of fair value.

	December 31, 2024
					Range
	Fair Value (in thousands)		Valuation Technique	Unobservable Input	Low	High	Weighted Average (1)
Investments in first lien debt	$	314,855	Yield analysis	Discount rate	8.0%	12.8%	9.0%
Investments in common stock		3,500	Market approach	Transaction multiples	12.2x	12.2x	12.2x
		—	Market approach	Market multiples	14.1x	14.1x	14.1x
		—	Discounted cash flows	Discount rate	15.2%	15.2%	15.2%
Investments in preferred stock		274	Yield analysis	Discount rate	17.1%	17.1%	17.1%
	$	318,629

(1)Weighted averages are calculated based on fair value of investments.

71

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

	December 31, 2023
					Range
	Fair Value (in thousands)		Valuation Technique	Unobservable Input	Low	High	Weighted Average (1)
Investments in first lien debt	$	106,888	Yield analysis	Discount rate	8.6%	11.9%	9.7%

(1)Weighted averages are calculated based on fair value of investments.

The significant unobservable input used in the yield analysis and discounted cash flows is the discount rate based on comparable market yields. Significant increases or decreases in discount rates would result in a significantly lower or higher fair value measurement. The significant unobservable inputs used in the market approach are based on market comparable transactions and market multiples of publicly traded comparable companies. Increases or decreases in market comparable transactions or market multiples would result in an increase or decrease, in the fair value.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Additionally, the fair value of the Company’s investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that the Company may ultimately realize. Further, such investments are generally subject to legal and other restrictions on resale or otherwise are less liquid than publicly traded securities. If the Company was required to liquidate a portfolio investment in a forced or liquidation sale, it could realize significantly less than the value at which the Company has recorded it. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the unrealized appreciation or depreciation reflected in the valuations currently assigned.

Note 6. Debt

In accordance with the Investment Company Act, with certain limitations, the Company is allowed to borrow amounts such that its asset coverage, as defined in the Investment Company Act, is at least 150% after such borrowing. As of December 31, 2024 and December 31, 2023, the Company’s asset coverage was 188.9% and 223.4%, respectively.

The Company’s outstanding debt obligations as of December 31, 2024 were as follows (in thousands):

	December 31, 2024
	Aggregate Principal Committed		Outstanding Principal		Carrying Value		Fair Value (1)		Unused Portion (2)		Amount Available (3)
Senior Secured Credit Facility	$	300,000	$	173,603	$	173,603	$	172,735	$	126,397	$	11,535
Total Debt Obligations	$	300,000	$	173,603	$	173,603	$	172,735	$	126,397	$	11,535

(1)The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of December 31, 2024.

(2)The unused portion is the amount upon which commitment fees, if any, are based.

(3)The amount available reflects any limitations related to each respective credit facility’s borrowing base.

The Company’s outstanding debt obligations as of December 31, 2023 were as follows (in thousands):

	December 31, 2023
	Aggregate Principal Committed		Outstanding Principal		Carrying Value		Fair Value (1)		Unused Portion (2)		Amount Available (3)
Senior Secured Credit Facility	$	200,000	$	66,294	$	66,294	$	65,631	$	133,706	$	79
Total Debt Obligations	$	200,000	$	66,294	$	66,294	$	65,631	$	133,706	$	79

(1)The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of December 31, 2023.

(2)The unused portion is the amount upon which commitment fees, if any, are based.

(3)The amount available reflects any limitations related to each respective credit facility’s borrowing base.

72

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

The following table summarizes the average and maximum debt outstanding, and the interest and debt issuance cost for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands):

	Year Ended			For the period from December 4, 2023 (inception) to
	December 31, 2024			December 31, 2023
Average debt outstanding	$	101,219		$	60,753
Maximum amount of debt outstanding	$	173,603		$	71,713
Weighted average annualized interest cost (1)		8.41	%		8.90	%
Annualized amortized debt issuance cost		0.17	%		0.23	%
Total annualized interest cost		8.58	%		9.13	%
Weighted average 1-month SOFR rate		5.11	%		5.38	%

(1)Includes the stated interest expense and commitment fees on the unused portion of the Senior Secured Credit Facility. Commitment fees for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 were $0.6 million and $0.1 million, respectively.

The components of interest expense for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 were as follows (in thousands):

	Year Ended December 31, 2024		For the period from December 4, 2023 (Inception) to December 31, 2023
Borrowing interest expense	$	7,947	$	366
Facility undrawn and unused fees		553		49
Amortization of financing costs and debt issuance costs		521		36
Total interest expense	$	9,021	$	451

Senior Secured Credit Facility

On December 7, 2023, the Company’s wholly owned, consolidated subsidiary, SCI BDC SPV I LLC (the “SPV”), entered into a loan and security agreement (the “Senior Secured Credit Facility”), with the SPV as borrower, JPMorgan Chase Bank, National Association, as the administrative agent, the lenders from time to time parties thereto (the “Lenders”), the Company as the portfolio manager, and The Bank of New York Mellon Trust Company, National Association, as the collateral administrator, the collateral agent and securities intermediary.

The aggregate lender commitments under the Senior Secured Credit Facility are $200 million with an additional $200 million committed beginning 12 months from the effective date, and an uncommitted accordion feature that would allow the SPV to borrow up to an additional $100 million. On December 31, 2024 the Senior Secured Credit Facility was amended to (a) increase in the maximum facility amount to $300.0 million on the effective date of the Amendment, (b) extend the reinvestment period under the Credit Agreement to December 7, 2028, (c) extend the scheduled termination date to December 7, 2029, and (d) a scheduled increase in the maximum facility amount under the Credit Agreement to $400.0 million on June 7, 2025. The Senior Secured Credit Facility matures on December 7, 2029, unless there is an earlier termination or an acceleration following an event of default. In connection with the Senior Secured Credit Facility, the Company has also entered into an equity commitment letter with the SPV, for the benefit of the Lenders, pursuant to which the Company may be required to contribute cash proceeds to the SPV upon the occurrence of a “Market Value Event” or an “Event of Default.”

Borrowings under the Senior Secured Credit Facility will bear interest at Term SOFR or a Base Rate, in each case plus an applicable margin equal to 2.15% for borrowings that reference Term SOFR and 1.15% for borrowings that reference the Base Rate. The Company will also pay a fee of 0.50% on average daily undrawn amounts under the Senior Secured Credit Facility for the first 12 months from the effective date, 0.65% from December 8, 2024 through June 7, 2025, and 0.75% thereafter. In addition, under the Senior Secured Credit Facility, the Company is required to utilize a minimum amount of the financing commitments (such amount, the “Minimum Utilization Amount”), with unused amounts below such Minimum Utilization Amount accruing a fee.

73

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

The Senior Secured Credit Facility is secured by all of the SPV’s assets. The SPV’s assets and liabilities are not available to satisfy debts and obligations of Senior Credit Investments LLC. Assets and liabilities of the SPV as of December 31, 2024 and December 31, 2023 are as follows (in thousands):

	December 31, 2024		December 31, 2023
Assets
Investments at fair value (1)	$	309,489	$	106,898
Restricted cash		6,698		468
Interest receivable		1,860		485
Deferred financing costs		3,502		2,561
Prepaid expenses and other assets		42		119
Total assets	$	321,591	$	110,531
Liabilities
Debt	$	173,603	$	66,294
Interest payable		2,922		368
Accrued expenses and other liabilities		52		22
Total liabilities	$	176,577	$	66,684

(1)Investments at fair value do not include certain investments which are not held at the SPV.

Both the SPV and the Company have made customary representations and warranties and are required to comply with various covenants, reporting requirements and other customary requirements for similar credit facilities. As of December 31, 2024 and December 31, 2023, the Company was in compliance with all covenants and other requirements of the Senior Secured Credit Facility.

JFIN Bridge Loan Agreement

On December 4, 2023, the Company entered into the Bridge Facility with the Company as the borrower and JFIN as the lender, under which JFIN loaned the Company an aggregate principal amount of $71.7 million. Such principal amount and interest accrued was repaid in its entirety on December 7, 2023, and the Bridge Facility was subsequently terminated.

Note 7. Member’s Capital

Under the terms of our limited liability agreement, the Company is authorized to issue up to 1,000,000,000 common units.

On March 3, 2023, Jefferies Credit Partners LLC, an affiliate of the Investment Adviser, purchased 1,000 common units of the Company for $1,000.

The following table summarizes the total common units issued and proceeds received related to the Company’s capital drawdowns for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands, except unit amounts):

Unit Issuance Date	Number of Units Issued		Aggregate Proceeds
December 7, 2023		29,958	$	55,998
December 27, 2023		13,618		25,000
July 18, 2024		8,007		15,000
August 15, 2024		4,002		7,500
September 3, 2024		6,778		12,500
October 1, 2024		2,694		5,000
October 16, 2024		2,681		5,000
November 13, 2024		5,482		10,000
December 2, 2024		11,028		20,000
Total		84,248	$	155,998

The following table summarizes transactions in common units Issued and proceeds received during the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands, except unit amounts):

	Year Ended December 31, 2024				For the period from December 4, 2023 (inception) to December 31, 2023
	Units		Amount		Units		Amount
Proceeds from units sold		40,672	$	75,000		43,576	$	80,998
Total		40,672	$	75,000		43,576	$	80,998

74

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

Net Asset Value per Unit and Offering Price

The Company determines NAV for its units as of the last day of each calendar month. Units are issued at an offering price equivalent to the most recent NAV per unit available, which will be the prior calendar day NAV per unit. The following table summarizes each month-end NAV per unit during the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023:

For the Month Ended	NAV Per Unit
December 31, 2023	$	1,834.62
January 31, 2024	$	1,846.89
February 29, 2024	$	1,856.35
March 31, 2024	$	1,859.46
April 30, 2024	$	1,874.90
May 31, 2024	$	1,849.67
June 30, 2024	$	1,864.36
July 31, 2024	$	1,866.19
August 31, 2024	$	1,844.16
September 30, 2024	$	1,856.08
October 31, 2024	$	1,814.21
November 30, 2024	$	1,813.58
December 31, 2024	$	1,810.37

Distributions

The Board authorizes and declares distribution amounts per unit. The following table presents distributions that were declared during the year ended December 31, 2024 (in thousands, except per unit data):

Declaration Date	Record Date	Payment Date	Per Unit		Amount
March 28, 2024	March 28, 2024	April 5, 2024	$	5.6624	$	252
May 13, 2024	May 28, 2024	June 6, 2024		37.1568		1,657
August 13, 2024	August 28, 2024	September 6, 2024		35.7895		2,025
October 31, 2024	October 31, 2024	November 13, 2024		62.9280		4,325
November 27, 2024	November 29, 2024	December 12, 2024		18.9414		1,406
December 27, 2024	December 27, 2024	January 30, 2025		22.2167		1,894
			$	182.6948	$	11,559

There were no distributions declared during the period from December 4, 2023 (inception) to December 31, 2023:

Dividend Reinvestment Plan

We have adopted a dividend reinvestment plan, pursuant to which we will reinvest all cash dividends or other distributions authorized by the Board of Directors and declared by the Company on behalf of unitholders who affirmatively elect to reinvest their dividends or other distributions. As a result, if the Board of Directors authorizes, and we declare, a cash dividend or other distribution, then unitholders who have elected to participate in our dividend reinvestment plan will have their cash distributions automatically reinvested in additional common units, rather than receiving the cash dividend or other distribution. Distributions on fractional units will be credited to each participating unitholder’s account to three decimal places.

Note 8. Net Increase in Net Assets Per Unit

The following sets forth the computation of basic and diluted earnings per unit for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands, except unit and per unit data):

	Year Ended December 31, 2024		For the period from December 4, 2023 (Inception) to December 31, 2023
Net increase in member's capital resulting from operations	$	9,110	$	781
Weighted average units outstanding		54,851		30,180
Net increase in net assets per unit resulting from operations - basic and diluted	$	166.09	$	25.88

Diluted net increase in net assets per unit resulting from operations is equal to basic net increase in net assets per unit resulting from operations because there were no common unit equivalents outstanding during the period presented.

75

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

Note 9. Commitments and Contingencies

In the normal course of business, the Company enters into contracts that provide a variety of general indemnifications. Any exposure to the Company under these arrangements could involve future claims that may be made against the Company. Currently, no such claims exist or are expected to arise and, accordingly, the Company has not accrued any liability in connection with such indemnifications.

The Company has commitments to fund various revolving and first lien senior secured delayed draw term loans. As of December 31, 2024 and December 31, 2023, the total unfunded commitments were $61.9 million and $18.6 million, respectively.

The Company has entered into an equity commitment letter with the SPV, in connection with the Company’s Senior Secured Credit Facility. See Note 6 to the consolidated financial statements for additional information.

From time to time, the Company may become a party to certain legal proceedings incidental to the normal course of its business. As of December 31, 2024, management is not aware of any pending or threatened material litigation.

Note 10. Tax Information

For income tax purposes, distributions made to unitholders are reported as ordinary income, capital gains, non-taxable return of capital, or a combination thereof. The final determination of the tax character of distributions will not be made until we file our tax return for each tax year and the tax characteristics of all distributions will be reported to unitholders on Form 1099 or Form 1042-S after the end of each calendar year. The tax character of distributions paid to unitholders during the tax years ended December 31, 2024 and December 31, 2023 were as follows (in thousands):

	Year Ended December 31,		Year Ended December 31,
	2024		2023
Ordinary income	$	11,559	$	—
Capital gains		—		—
Return of capital		—		—
Total distributions paid to unitholders	$	11,559	$	—

Taxable income generally differs from net increase in net assets resulting from operations for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses, and generally excludes net unrealized appreciation or depreciation, as unrealized appreciation or depreciation are generally not included in taxable income until they are realized.

The following table shows the components of accumulated distributable earnings (losses) on a tax basis for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands):

	Year Ended December 31, 2024			For the period from December 4, 2023 (inception) to December 31, 2023
Undistributed ordinary income	$	104		$	257
Late year loss deferrals		(1,748	)
Other temporary differences		(759	)		(813	)
Unrealized appreciation (depreciation)		1,416			1,393
Total accumulated under-distributed (over-distributed) earnings	$	(987	)	$	837

As of December 31, 2024 and December 31, 2023, the Company’s aggregate unrealized appreciation and depreciation on investments based on cost for U.S. federal income tax purposes was as follows (in thousands):

	December 31, 2024			December 31, 2023
Tax Cost	$	317,213		$	105,495
Gross unrealized appreciation	$	2,155		$	1,467
Gross unrealized depreciation		(739	)		(74	)
Net unrealized investment appreciation (depreciation)	$	1,416		$	1,393

In general, we may make certain reclassifications to the components of member’s capital as a result of permanent book-to-tax differences and book-to-tax differences relating to nondeductible expenses. As of December 31, 2024, we adjusted undistributed net investment income by less than $0.1 million to $10.6 million and common units by $0.6 million to $155.3 million. As of December 31, 2023, we adjusted undistributed net investment income by less than $0.1 million to $0.8 million and common units by $0.1 million to $80.9 million. Total earnings and NAV were not affected.

To the extent that the Company determines that its estimated current year annual taxable income will exceed its estimated current year distributions from such taxable income, the Company accrues excise tax on estimated excess taxable income. For the year ended December 31, 2024, no excise tax

76

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

was recorded. For the period from December 4, 2023 (inception) to December 31, 2023, less than $0.1 million was recorded for U.S. federal excise tax, which is included in Other general and administrative expenses on the Consolidated Statement of Operations.

Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. Based on its analysis of its tax position for the current year, the Company has concluded that it does not have any unrecognized tax benefits that met the recognition or measurement criteria of ASC 740 and therefore, the Company did not record an expense related to unrecognized tax benefits on the Company’s consolidated financial statements.

Note 11. Financial Highlights

The following are the financial highlights for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands, except unit and per unit data):

	Year Ended December 31, 2024			For the period from December 4, 2023 (Inception) to December 31, 2023
Per Unit Data:
Net asset value at beginning of period	$	1,834.62		$	1.00
Net investment income (1)		193.92			(28.86	)
Net realized gains (losses) and unrealized appreciation (depreciation) (2)(8)		(35.48	)		1,862.48
Net increase (decrease) in member’s capital from operations		1,993.06			1,834.62
Distributions declared (3)		(182.69	)		-
Net asset value at end of period	$	1,810.37		$	1,834.62
Total return based on net asset value (4)		8.6	%	N/M
Units outstanding, end of period		85,248			44,576
Weighted average units outstanding		54,851			30,180
Ratio/Supplemental Data:
Member’s capital at end of period	$	154,331		$	81,780
Annualized ratio of net expenses to average member’s capital (5)		11.6	%		16.2	%
Annualized ratio of net expenses before voluntary waivers to average member’s capital (5)(6)		13.8	%		17.9	%
Annualized ratio of net investment income to average member’s capital (5)		10.4	%		5.6	%
Portfolio turnover rate (7)		0.0	%		12.0	%
Asset coverage ratio, end of period		188.9	%		223.4	%
Capital Commitments Data:
Capital commitments, end of period	$	300,000		$	300,000
Funded capital commitments, end of period	$	155,998		$	80,998
% of capital commitments funded		52.0	%		27.0	%

(1)The per unit data was derived by using the weighted average units outstanding during the period.

(2)The amount shown does not correspond with the aggregate amount for the period as it includes the effect of the timing of capital transactions.

(3)The per unit data for distributions was derived using the actual units outstanding at the date of the relevant transaction (refer to Note 7).

(4)Total return is calculated as the change in NAV per unit during the period, plus distributions per unit (assuming distributions are reinvested in accordance with the Company’s distribution reinvestment plan) divided by the beginning NAV per unit.

(5)Net expenses include interest expense and all other company operating expenses. Amounts are annualized with the exception of certain non-recurring expenses. Operating expenses may vary in the future based on the amount of capital raised and other unpredictable variables.

(6)Voluntary waivers include management fees and incentive fees.

(7)For the year ended December 31, 2024, there were no portfolio companies that repaid loans in full. Portfolio turnover rate for the period from December 4, 2023 (inception) to December 31, 2023 includes two portfolio companies which repaid loans in full between when the initial acquisition of a portfolio of loans and commitments was entered into on June 30, 2023, and when the transaction closed on December 4, 2023. See Note 3 to the consolidated financial statements for additional information.

(8)For the period from December 4, 2023, to December 31, 2023, the Company recorded $1.7 million of net realized gain and changes in unrealized appreciation, the majority of which occurred upon the Company’s initial acquisition of loans and commitments on December 4, 2023. See Note 3 of the consolidated financial statements for additional information.

Note 12. Segment Reporting

The Company operates through a single operating and reporting segment with an investment objective to generate both current income and capital appreciation by investing primarily in senior secured loans to U.S. companies in the upper middle market. The CODM uses our consolidated net

77

SENIOR CREDIT INVESTMENTS, LLC

Notes to Consolidated Financial Statements-continued

(In thousands, except unit and per unit data)

investment income and net increase (decrease) in net assets resulting from operations as reported in the Consolidated Statements of Operations to assess the Company’s performance. Net Investment Income is comprised of consolidated total investment income and consolidated total net operating expenses, which are considered the key segment measures of profit or loss received by the CODM. In addition to other factors and metrics, the CODM utilizes net investment income as a key metric in determining distributions to be paid to the Company’s unitholders. As the Company’s operations comprise a single reporting segment, the segment assets are reflected on the accompanying Consolidated Statements of Assets and Liabilities as “total assets” and the significant segment expenses are listed on the accompanying Consolidated Statements of Operations.

Note 13. Subsequent Events

Management has evaluated subsequent events through the date of issuance of these consolidated financial statements and has determined that there are no subsequent events outside the ordinary scope of business that require adjustment to, or disclosure in, the consolidated financial statements other than those disclosed below.

The Company received $22.5 million of proceeds relating to the issuance of units for subscriptions effective after December 31, 2024.

On January 30, 2025, the Company’s Board of Directors declared a distribution of $16.8030 per common unit, which was paid on February 21, 2025 to unitholders of record as of January 31, 2025.

On February 26, 2025, the Company’s Board of Directors declared a distribution of $15.9745 per common unit, which was paid on March 17, 2025 to unitholders of record as of February 28, 2025.

On March 21, 2025, the Company entered into a credit agreement (the “Revolving Credit Facility”), by and among the Company, as borrower, and Sumitomo Mitsui Trust Bank, Limited, New York Branch, as the administrative agent, arranger and lender.

The Revolving Credit Facility provides for borrowings in U.S. dollars in an initial aggregate amount of up to $75 million with an option for the Company to request, at one or more times, that the administrative agent, in its sole and absolute discretion, provide up to an aggregate amount of $100 million.

Availability under the Revolving Credit Facility will terminate on the earlier of March 20, 2026, which may be extended for up to two additional one-year periods, subject to the consent of the administrative agent and extending lender, and the date of termination of the revolving commitments thereunder.

Borrowings under the Revolving Credit Facility are subject to compliance with a borrowing base test. Amounts drawn under the Revolving Credit Facility will bear interest at one-month or three-month SOFR plus 2.50%. During the period commencing on March 21, 2025 and ending on the earlier of March 20, 2026 and the date of termination of all of the revolving commitments under the Revolving Credit Facility, the Company will pay a non-use fee of 0.30% per annum, payable quarterly in arrears, based on the average daily amount of the unused commitments during the immediately preceding quarter.

In connection with the Revolving Credit Facility, the Company made certain representations and warranties and must comply with various covenants and reporting requirements that are customary for facilities of this type. The Revolving Credit Facility contains events of default customary for facilities of this type. Upon the occurrence of an event of default, the administrative agent, at the request of the required lenders, may terminate the commitments and declare the outstanding advances and all other obligations under the Revolving Credit Facility immediately due and payable.

The Company’s obligations under the Revolving Credit Facility are secured by the Company’s right to call capital from certain of its investors, its right to receive capital contributions from certain of its investors, the bank account into which such capital contributions are funded and all proceeds of any and all of the foregoing.

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Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.

None.

Item 9A. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) that are designed to ensure that the information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and such information is accumulated and communicated to management, including the Chief Executive Officer and the Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurances of achieving the desired control objectives.

We carried out an evaluation, under the supervision and with the participation of our management, including the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2024. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of December 31, 2024, our disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.

Management’s Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management evaluated our internal control over financial reporting as of December 31, 2024. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control — Integrated Framework (2013). As a result of this assessment and based on the criteria in this framework, management has concluded that, as of December 31, 2024, our internal control over financial reporting was effective.

Changes in Internal Controls Over Financial Reporting

Management has not identified any change in the Company’s internal control over financial reporting that occurred during our most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

Item 9B. Other Information.

Rule 10b5-1 Trading Arrangements

During the quarter ended December 31, 2024, none of our directors or officers adopted, modified, or terminated any contract, instruction or written plan for the purchase or sale of our securities to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c) or any “non Rule 10b5-1 trading arrangement.”

Revolving Credit Facility

On March 21, 2025, the Company entered into a credit agreement (the “Revolving Credit Facility”), by and among the Company, as borrower, and Sumitomo Mitsui Trust Bank, Limited, New York Branch, as the administrative agent, arranger and lender.

The Revolving Credit Facility provides for borrowings in U.S. dollars in an initial aggregate amount of up to $75 million with an option for the Company to request, at one or more times, that the administrative agent, in its sole and absolute discretion, provide up to an aggregate amount of $100 million.

Availability under the Revolving Credit Facility will terminate on the earlier of March 20, 2026, which may be extended for up to two additional one-year periods, subject to the consent of the administrative agent and extending lender, and the date of termination of the revolving commitments thereunder.

Borrowings under the Revolving Credit Facility are subject to compliance with a borrowing base test. Amounts drawn under the Revolving Credit Facility will bear interest at one-month or three-month SOFR plus 2.50%. During the period commencing on March 21, 2025 and ending on the earlier of March 20, 2026 and the date of termination of all of the revolving commitments under the Revolving Credit Facility, the Company will pay a

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non-use fee of 0.30% per annum, payable quarterly in arrears, based on the average daily amount of the unused commitments during the immediately preceding quarter.

In connection with the Revolving Credit Facility, the Company made certain representations and warranties and must comply with various covenants and reporting requirements that are customary for facilities of this type. The Revolving Credit Facility contains events of default customary for facilities of this type. Upon the occurrence of an event of default, the administrative agent, at the request of the required lenders, may terminate the commitments and declare the outstanding advances and all other obligations under the Revolving Credit Facility immediately due and payable.

The Company’s obligations under the Revolving Credit Facility are secured by the Company’s right to call capital from certain of its investors, its right to receive capital contributions from certain of its investors, the bank account into which such capital contributions are funded and all proceeds of any and all of the foregoing.

The foregoing description of the Revolving Credit Facility does not purport to be complete and is qualified in its entirety by reference to the full text of the Revolving Credit Facility, a copy of which is attached as Exhibit 10.12 to this report and incorporated herein by reference.

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

Not applicable.

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PART III

Item 10. Directors, Executive Officers and Corporate Governance.

Our Board of Directors oversees the management of the Company’s business and affairs. The responsibilities of our Board of Directors include the oversight of our investment activity, the quarterly valuation of our assets, and oversight of our financing arrangements and corporate governance activities. Our Board of Directors consists of five members, four of whom are not “interested persons” as defined in Section 2(a)(19) of the Investment Company Act and are “independent,” as determined by the Board of Directors. These individuals are referred to as “Independent Directors.” Our Board of Directors elects our executive officers, who serve at the discretion of our Board of Directors. Our Board of Directors has also established an Audit Committee and may establish additional committees in the future.

Board of Directors and Executive Officers

Holders of our common units will vote together as a class for the election of directors. Our Board of Directors is divided into three classes. At each annual meeting, directors are elected for a term expiring at the third succeeding annual meeting, with the term of office of only one of the three classes of directors expiring each year. Each director will hold office for the term to which he or she is elected and until his or her successor is duly elected and qualifies. Currently, (i) Robert S. Franklin and Joseph T. Kenney are Class I directors with current terms expiring at the annual meeting of unitholders to be held in 2026, (ii) Jonathan A. Lucas is a Class II director with current term expiring at the annual meeting of unitholders to be held in 2027, and (iii) Thomas G. Brady and Carmen J. Romano are Class III directors with current terms expiring at the annual meeting of unitholders to be held in 2028.

Information regarding the Board and Executive Officers are set forth below:

Name	Age	Position	Position Held Since
Interested Directors
Thomas G. Brady	58	Director and Chair of the Board of Directors	2023
Independent Directors
Robert S. Franklin	69	Director	2023
Joseph T. Kenney, Jr.	59	Director	2023
Jonathan A. Lucas	65	Director	2023
Carmen J. Romano	69	Director	2023
Executive Officers
Jason Kennedy	52	Chief Executive Officer and President	2022
John Dalton	43	Chief Financial Officer	2023
Adam Klepack	42	General Counsel and Secretary	2022
E. Joseph Hess	68	Chief Operating Officer	2023
Thomas Grenville	53	Chief Compliance Officer	2023
Daniel Rapino III	58	Chief Accounting Officer	2024

Each executive officer holds office at the pleasure of the Board of Directors until the next election of officers or until his successor is duly elected and qualifies.

Biographical Information

Directors

Our directors are divided into two groups - interested and independent. Interested directors are “interested persons” of the Company or the Investment Adviser as defined in Section 2(a)(19) of the Investment Company Act.

Interested Directors:

Thomas G. Brady has been President and Chief Executive Officer of Jefferies Finance since December 2016 and has been a senior member of the management team since 2004. He previously served as the Head of Structuring & Capital Markets for Jefferies Finance from 2009 to 2016, and between 2004 and 2006. Mr. Brady was part of the leveraged finance group within Jefferies’ investment banking platform from 2006 to 2009. Throughout his career, Mr. Brady has been focused on the origination and structuring of non-investment grade credits and was instrumental in overseeing the growth of Jefferies Finance LLC from a start-up in 2004 to an industry leading platform. Prior to joining Jefferies, Mr. Brady held senior leveraged finance positions with General Electric Capital Corporation and Heller Financial, Inc. Mr. Brady graduated from Fairfield University with a B.S. in Finance. Mr. Brady is also a member of the Board of Directors of Jefferies Credit Partners BDC Inc.

Independent Directors:

Robert S. Franklin has over 35 years of experience in the financial services industry, including extensive experience with high yield bond investments. From 1999 to 2004. Mr. Franklin was the Portfolio Manager of the High Yield Bond Fund and was a Managing Director at Neuberger Berman Group LLC. Mr. Franklin also served as a Principal and fixed income analyst supporting high yield and bank products at Prudential Investment Management, and as a Vice President and Senior Analyst at Moody's Investors Service Inc. Mr. Franklin is a graduate of The Wharton School of the University of Pennsylvania and holds a Master’s degree from the Massachusetts Institute of Technology (Sloan School of Management). Mr. Franklin was previously

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a recipient of the Chartered Financial Analyst (CFA) designation. Mr. Franklin is also a member of the Board of Directors of Jefferies Credit Partners BDC Inc.

Joseph T. Kenney, Jr. has extensive experience in executive leadership, financial services and wealth management, including alternative asset management. With almost 30 years of experience at JPMorgan Chase & Co., he held many senior leadership positions prior to his retirement in 2017, including Chief Executive Officer of U.S. Private Wealth Management and U.S. Head of Investments and Credit. Mr. Kenney was also a member of the Private Bank Investment, Asset Allocation, Fiduciary Risk and Governance Committees as well as the Private Bank Global Operating Committee, which was responsible for the oversight of 70 offices in 15 countries. His leadership extended beyond JPMorgan to his service on the SIFMA Private Client Services Committee. Mr. Kenney is also a member of the Board of Directors of Jefferies Credit Partners BDC Inc.

Jonathan A. Lucas has over 40 years of experience in the finance industry, with expertise in business development, client services and middle market commercial finance. Mr. Lucas is currently President of JAL 43 Associates LLC, a management consulting business in New York. From 1994 to 2016, Mr. Lucas held executive officer positions at CIT Group Inc. a leading provider of financing to small businesses and middle market companies, and was President of CIT Trade Finance from 2012 to 2016. Early in his career, Mr. Lucas served as Vice President and Senior Vice President at several banking institutions where he developed middle market lending solutions for corporate borrowers. Mr. Lucas holds a B.A. from Muhlenberg College and an MBA from the University of Pittsburgh (Katz Graduate School of Business). Mr. Lucas is also a member of the Board of Directors of Jefferies Credit Partners BDC Inc.

Carmen J. Romano, before his retirement in 2017, was a corporate partner at the international law firm Dechert LLP where he practiced for more than 36 years, including 5 years as chair of the corporate and securities group. At Dechert LLP, Mr. Romano represented private equity and strategic clients in numerous merger and acquisition transactions and advised boards and special committees of public company clients on important transactional and governance matters. Mr. Romano is a graduate of The Wharton School of the University of Pennsylvania and Columbia Law School. Mr. Romano is also a member of the Board of Directors of Jefferies Credit Partners BDC Inc.

Executive Officers

Jason Kennedy is the Chief Executive Officer and President of the Company and Jefferies Credit Partners BDC Inc., Chief Investment Officer of Jefferies Credit Management LLC, and is also Chief Investment Officer of large company investment strategies at Jefferies Credit Partners LLC, with primary responsibility for investing in upper middle market companies that have EBITDA greater than $75 million. He is responsible for investment sourcing, execution and portfolio management. Prior to joining Jefferies Finance in 2011, Mr. Kennedy spent eight years with RBS Greenwich Capital focused on direct lending, principal investments and special situations. Mr. Kennedy began his career in global corporate lending at Chase Manhattan Bank, subsequently joining Morgan Stanley and Lehman Brothers. Mr. Kennedy received a B.S. in Finance and Economics from Babson College and an M.B.A. from Columbia University’s Graduate School of Business.

John Dalton is the Chief Financial Officer of the Company, Jefferies Credit Partners BDC Inc., Jefferies Credit Management LLC and Jefferies Finance LLC. Mr. Dalton previously served as the Vice President and Co-Controller of Jefferies Financial Group Inc. Prior to the corporate consolidation of Jefferies Financial Group Inc. and Jefferies Group LLC, Mr. Dalton served as the Chief Accounting Officer, Vice President and Controller of Jefferies Financial Group Inc. (formerly Leucadia National Corporation) since 2015. Mr. Dalton was the Assistant Controller from 2014 to 2015 and Director of Consolidations and Financial Reporting from 2013 to 2014 of TEGNA Inc./Gannett Co., Inc. Mr. Dalton has held other accounting and audit positions at TEGNA/Gannett since 2004. Mr. Dalton is a C.P.A and received a B.B.A. from James Madison University.

Adam Klepack is the General Counsel and Secretary of the Company. Mr. Klepack is also the General Counsel and Secretary of Jefferies Finance LLC, Jefferies Credit Partners BDC Inc., Jefferies Credit Management LLC and Jefferies Credit Partners LLC and other affiliated entities. Mr. Klepack has served as General Counsel of Jefferies Finance since 2022 and previously served Associate General Counsel since 2011. Prior to joining Jefferies Finance, Mr. Klepack was a member of the corporate practice of Proskauer Rose LLP where he advised financial institutions and corporate borrowers on leveraged finance, capital markets and restructuring transactions. Mr. Klepack is admitted to the New York State Bar, and received his J.D. cum laude from New York University Law School and B.A. from New York University’s College of Arts and Sciences.

E. Joseph Hess is the Chief Operating Officer of the Company, Jefferies Credit Partners BDC Inc., and Jefferies Credit Management LLC and the Chief Operating Officer of Jefferies Finance LLC and has been a senior member of its management team since 2004. He is responsible for loan operations and enforcement of risk policies and procedures. Mr. Hess began his career in middle market lending at Chemical Bank and has over 40 years of experience in both cash flow and asset-based lending to a wide variety of clients in diversified industries. His experience also includes significant work in loan restructuring, bankruptcy, and asset liquidation. Prior to co-founding Jefferies Finance in 2004, Mr. Hess held senior credit and portfolio management positions at Chase Business Credit Corporation, Chase Manhattan Bank and General Electric Capital Corporation. He received his B.A. from Harvard College with a concentration in Economics.

Thomas Grenville is the Chief Compliance Officer of the Company, Jefferies Credit Partners BDC Inc., and Jefferies Finance LLC. Prior to joining Jefferies Finance in 2023, Mr. Grenville served as chief compliance officer for various affiliates of Nuveen Alternatives Advisors LLC and TIAA since 2010, and was previously at the U.S. Securities and Exchange Commission for seven years where he led examinations of hedge funds, investment companies and investment advisers. He also worked for two years at the State of Oregon’s Division of Finance and Corporate Securities. Mr. Grenville received a BA from Swarthmore College, a JD from Benjamin N. Cardozo Law School and a LLM in Environmental and Natural Resources Law from Lewis and Clark Law School, and a M.B.A. from the University of California, Berkeley. He is a member of the Oregon Bar, and has been designated as a Certified Fraud Examiner by the Association of Certified Fraud Examiners (ACFE).

Daniel Rapino III is the Chief Accounting Officer of the Company, Jefferies Credit Partners BDC Inc., and Jefferies Finance LLC. Prior to joining Jefferies Finance in 2006, Mr. Rapino was the Global Controller of Broadview International LLC, a boutique investment banking firm. Mr. Rapino has over 30 years of experience in consulting, auditing, and taxation for public and private companies concentrated in the financial services sector. Mr. Rapino is a Certified Public Accountant and received his B.S. from the City University of New York and an M.S. from the Villanova School of Business.

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Committees of the Board of Directors

Audit Committee. The members of the Audit Committee are Messrs. Franklin, Kenney, Lucas, and Romano, each of whom is an Independent Director and meets the current independence and experience requirements of Rule 10A-3 of the Exchange Act and none of whom is an “interested person” of the Company as defined in Section 2(a)(19) of the Investment Company Act. Mr. Franklin serves as Chairperson of the Audit Committee. The Board and the Audit Committee have determined that Mr. Lucas is an “audit committee financial expert,” as defined in Item 407 of Regulation S-K under the Exchange Act. The Audit Committee is responsible for overseeing matters relating to the appointment and activities of our auditors, audit plans and procedures, various accounting and financial reporting issues and changes in accounting policies, and reviewing the results and scope of the audit and other services provided by our independent public accountants. The Audit Committee is also responsible for aiding the Board in fair value pricing debt and equity securities that are not publicly traded or for which current market values are not readily available.

Board Leadership Structure

Our business and affairs are managed under the direction of our Board. Among other things, our Board sets broad policies for us and approves the appointment of our Investment Adviser, Administrator and officers. The role of our Board, and of any individual director, is one of oversight and not of management of our day-to-day affairs.

Under our Bylaws, our Board may designate one of our directors as chair to preside over meetings of our Board and meetings of unitholders, and to perform such other duties as may be assigned to him or her by our Board. The Board has appointed Thomas G. Brady to serve in the role of chairperson of the Board. The chairperson’s role is to preside at all meetings of the Board and to act as a liaison with the Investment Adviser, counsel and other directors generally between meetings. The chairperson serves as a key point person for dealings between management and the directors. The chairperson also may perform such other functions as may be delegated by the Board from time to time. The Board reviews matters related to its leadership structure annually. The Board has determined that its leadership structure is appropriate because it allows the Board 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.

Our Board believes that its leadership structure is the optimal structure for us at this time. Our Board, which will review its leadership structure periodically as part of its annual self-assessment process, further believes that its structure is presently appropriate to enable it to exercise its oversight of us.

Board Role in Risk Oversight

Our Board performs its risk oversight function primarily through (i) its Audit Committee, which reports to the entire Board and is comprised solely of the Independent Directors, and (ii) active monitoring of our Chief Compliance Officer and our compliance policies and procedures.

Oversight of our investment activities extends to oversight of the risk management processes employed by the Investment Adviser as part of its day-to-day management of our investment activities. The Board anticipates reviewing risk management processes at both regular and special board meetings throughout the year, consulting with appropriate representatives of the Investment Adviser as necessary and periodically requesting the production of risk management reports or presentations. The goal of the Board’s risk oversight function is to ensure that the risks associated with our investment activities are accurately identified, thoroughly investigated and responsibly addressed. Investors should note, however, that the Board’s oversight function cannot eliminate all risks or ensure that particular events do not adversely affect the value of investments.

We believe that the role of our Board in risk oversight is effective and appropriate given the extensive regulation to which we are already subject as a BDC. As a BDC, we are required to comply with certain regulatory requirements that control the levels of risk in our business and operations. For example, we are limited in our ability to enter into transactions with our affiliates, including investing in any portfolio company in which one of our affiliates currently has an investment.

Code of Ethics

All personnel deemed to be associated with us and/or our Investment Adviser (including our principal executive officer, principal financial officer and principal accounting officer) are covered by, and required to comply with, the Code of Business Practice of Jefferies Financial Group, which serves as our Code of Ethics pursuant to Item 406 of Regulation S-K. We will furnish, without charge, a copy of our Code of Ethics upon request, which can be submitted by calling (212) 284-3474. Additionally, as required by the Investment Advisers Act of 1940, as amended, and the Investment Company Act, we and the Investment Adviser have adopted codes of ethics (the “Code of Ethics”) which apply to, among others, our and our Investment Adviser’s executive officers, including our principal executive officer, principal financial officer and principal accounting officer, as well as our Investment Adviser’s officers, directors and employees. The codes of ethics establish procedures for personal investments and restrict certain personal securities transactions. Personnel subject to the codes may invest in securities for their personal investment accounts, including securities that may be purchased or held by us, so long as such investments are made in accordance with the codes’ requirements.

Insider Trading Policies and Procedures

We have adopted an insider trading policy, governing the purchase, sale and/or other dispositions of our securities by covered persons (our officers, directors, and employees, if any, and officers and employees of the Investment Adviser and JFIN), that is reasonably designed to promote compliance with insider trading laws, rules and regulations. Furthermore, it is also the policy of the Company that the Company will not engage in transactions in securities of the Company while aware of material non-public information relating to the Company or its securities. The insider trading policy is filed as Exhibit 19.1 to this report, and the foregoing description is qualified by reference to such exhibit.

Item 11. Executive Compensation.

Compensation of Executive Officers

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We do not currently have any employees and do not expect to have any employees. Currently, we do not directly compensate any of our executive officers. Services necessary for our business are provided by individuals who are employees of the Investment Adviser or its affiliates pursuant to the terms of the Investment Advisory Agreement, which such employees we believe have the skills applicable to our business plan, including experience in upper middle market investing, leveraged finance and capital markets. Under our Investment Advisory Agreement, we have agreed to pay the Investment Adviser a management fee as well as an incentive fee based on our investment performance. Under the Administration Agreement, we pay the Administrator fees for its services in addition to reimbursing the Administrator for all reasonable expenses.

Compensation of Directors

The Independent Directors will receive compensation of $60,000 per year, plus $500 per each in-person or telephonic special board meeting attended, together with reasonable out-of-pocket expenses relating to attendance at meetings. The Chairperson of the Audit Committee will receive an annual fee of $5,000. We have obtained directors’ and officers’ liability insurance on behalf of our directors and officers. We do not have a profit-sharing or retirement plan, and directors will not receive any pension or retirement benefits. No compensation will be paid to directors who are “interested persons.” The Board of Directors will review and determine the compensation of Independent Directors.

No compensation is paid to directors who are “interested persons,” as such term is defined in the Investment Company Act.

Compensation of Directors

Amounts payable under the arrangement are determined and paid quarterly in arrears, and such amounts for the fiscal year ended December 31, 2024 are presented below:

	Fees Earned or Paid in Cash
Interested Director
Thomas G. Brady (1)		—
Independent Directors
Robert S. Franklin	$	66,750
Joseph T. Kenney, Jr.	$	60,500
Jonathan A. Lucas	$	60,500
Carmen J. Romano	$	60,500

(1)Mr. Brady is an interested director and, as such, does not receive compensation from the Company for his service as a director.

Compensation Committee Interlocks and Insider Participation

We currently do not have a compensation committee of our Board of Directors and our Board of Directors does not make determinations regarding compensation of executive officers because we do not directly pay any compensation to our executive officers.

Policies and Practices Related to the Timing of Equity Awards

We do not grant unit options or other equity awards, and accordingly, we have no policy, program, practice, or plan pertaining to the timing of unit option grants with respect to the release of material non-public information. Furthermore, given that we do not directly compensate our executive officers, we also have not timed the release of material non-public information for the purpose of affecting the value of executive compensation.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The following table sets forth, as of March 24, 2025, the beneficial ownership of each current director, the Company’s executive officers, each person known to us to beneficially own 5% or more of the outstanding units, and the executive officers and directors as a group. Percentage of beneficial ownership is based on 97,607 units outstanding as of March 24, 2025.

Beneficial ownership is determined in accordance with the rules of the SEC and includes voting or investment power with respect to the units. Ownership information for those persons who beneficially own 5% or more of our units is based upon filings by such persons with the SEC and other information obtained from such persons, if available.

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Unless otherwise indicated, we believe that each beneficial owner set forth in the table has sole voting and investment power and has the same address as the Company.

	Number of Units		Percentage
Five-Percent-or-More Beneficial Owners
Platinum Falcon B 2018 RSC Limited (1)		97,607		100.0	%
Interested Directors (2)
Thomas G. Brady		—		—
Independent Directors (2)
Robert S. Franklin		—		—
Joseph T. Kenney, Jr.		—		—
Jonathan A. Lucas		—		—
Carmen J. Romano		—		—
Executive Officers Who Are Not Directors (2)
Jason Kennedy		—		—
John Dalton		—		—
Adam Klepack		—		—
E. Joseph Hess		—		—
Thomas Grenville		—		—
Daniel Rapino III		—		—
All officers and directors as a group (11 persons)		—		—

(1)Beneficial ownership information is based on information contained in the Schedule 13D/A filed on March 7, 2025 on behalf of Platinum Falcon B 2018 RSC Limited (“Platinum”). According to the schedule, included in the number of our common units listed above as beneficially owned by Platinum are 4,783 units over which Platinum has sole voting power, 0 units over which Platinum has shared voting power, 97,607 units over which Platinum has sole dispositive power and 0 units over which Platinum has shared dispositive power. The principal address for Platinum Falcon B 2018 RSC Limited is Abu Dhabi Investment Authority, 211 Corniche, PO Box 3600, Abu Dhabi, United Arab Emirates.

(2)The address for all of the Company’s executive officers and directors is c/o Senior Credit Investments LLC, 520 Madison Avenue 12th Floor, New York, New York 10022.

Securities Authorized for Issuance Under Equity Compensation Plans

The Company does not have any equity compensation plans.

Item 13. Certain Relationships and Related Transactions, and Director Independence.

Transactions with Related Persons

Investment Advisory Agreement

On September 25, 2023, the Company entered into an Investment Advisory Agreement between the Company and the Investment Adviser. The Investment Adviser, subject to the overall supervision of the Board of Directors, manages our day-to-day operations and provides investment advisory and management services to the Company. The Investment Adviser is an indirect subsidiary of JFIN, a Delaware limited liability company, and a registered investment adviser under the Advisers Act. JFIN is a joint venture between (i) Jefferies Financial Group Inc. (a publicly traded company and the parent company for Jefferies LLC, a global securities and investment banking firm), and (ii) MassMutual. The Investment Adviser, together with JFIN and its subsidiaries are referred to herein collectively as “Jefferies Finance.”

The Investment Advisory Agreement is effective for an initial two-year term and thereafter will continue for successive annual periods provided that such continuance is specifically approved annually by a majority of the Board of Directors or by the holders of a majority of the Company’s outstanding voting securities and, in each case, a majority of the independent directors. The Investment Advisory Agreement may, on 60 days’ written notice to the other party, be terminated in its entirety at any time without the payment of any penalty, by our Board of Directors, or by vote of a majority of our outstanding voting securities, on the one hand, or by the Investment Adviser, on the other hand. The Investment Advisory Agreement will automatically terminate in the event of its assignment within the meaning of the Investment Company Act and related SEC guidance and interpretations.

The Company will pay the Investment Adviser a fee for its services under the Investment Advisory Agreement consisting of two components: a management fee and an incentive fee. The cost of both the management fee and the incentive fee is subject to the Fee Waiver, discussed further below.

Management Fee

The management fee will be payable quarterly in arrears at an annual rate of 1.25% of our net assets. The management fee will be calculated based on the average value of our net assets at the end of the most recently completed calendar quarter. Net assets means the Company’s total assets less liabilities determined on a consolidated basis in accordance with U.S. GAAP.

Incentive Fee

The incentive fee will consist 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 a percentage of our income and a portion is based on a percentage of our capital gains, each as described below.

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(1) Incentive Fee Based on Income

The portion of the incentive fee that is based on a percentage of our income is based on Pre-Incentive Fee Net Investment Income Returns. “Pre-Incentive Fee Net Investment Income Returns” means, as the context requires, either the dollar value of, or percentage rate of return on the value of our net assets at the end of the immediate preceding quarter from, interest income, dividend income and any other income (including any other fees (other than fees for providing managerial assistance), such as commitment, origination, structuring, diligence and consulting fees or other fees that we receive from portfolio companies) accrued during the calendar quarter, minus our operating expenses accrued for the quarter (including the management fee, expenses payable under an administration agreement with our administrator, and any interest expense or fees on any credit facilities, but excluding the incentive fee and any unitholder servicing and/or distribution fees).

Pre-Incentive Fee Net Investment Income Returns include, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with PIK interest and zero coupon securities), accrued income that we have not yet received in cash. Pre-Incentive Fee Net Investment Income Returns do not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. The impact of expense support payments and recoupments are also excluded from Pre-Incentive Fee Net Investment Income Returns.

Pre-Incentive Fee Net Investment Income Returns, expressed as a rate of return on the value of our net assets at the end of the immediate preceding quarter, is compared to a “hurdle rate” of return of 1.75% per quarter (7.0% annualized).

We will pay the Investment Adviser an incentive fee quarterly in arrears with respect to our Pre-Incentive Fee Net Investment Income Returns in each calendar quarter as follows:

•No incentive fee based on Pre-Incentive Fee Net Investment Income Returns in any calendar quarter in which our Pre-Incentive Fee Net Investment Income Returns do not exceed the hurdle rate of 1.75% per quarter (7.0% annualized);

•100% of the dollar amount of our Pre-Incentive Fee Net Investment Income Returns with respect to that portion of such Pre-Incentive Fee Net Investment Income Returns, if any, that exceeds the hurdle rate but is less than a rate of return of 2.00% (8.00% annualized). We refer to this portion of our Pre-Incentive Fee Net Investment Income Returns (which exceeds the hurdle rate but is less than 2.00%) as the “catch-up.” The “catch-up” is meant to provide the Investment Adviser with approximately 12.5% of our Pre-Incentive Fee Net Investment Income Returns as if a hurdle rate did not apply if this net investment income exceeds 2.00% in any calendar quarter; and

•12.5% of the dollar amount of our Pre-Incentive Fee Net Investment Income Returns, if any, that exceed a rate of return of 2.00% (8.00% annualized). This reflects that once the hurdle rate is reached and the catch-up is achieved, 12.5% of all Pre-Incentive Fee Net Investment Income Returns thereafter are allocated to the Investment Adviser.

These calculations are prorated for any period of less than three months and adjusted for any units issued or repurchased during the relevant quarter.

(2) Incentive Fee Based on Capital Gains

The second component of the incentive fee, the capital gains incentive fee, is payable at the end of each calendar quarter in arrears. The amount payable equals:

•12.5% of cumulative realized capital gains from inception through the end of such calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid incentive fee on capital gains as calculated in accordance with U.S. GAAP.

Each year, the fee paid for the capital gains incentive fee is net of the aggregate amount of any previously paid capital gains incentive fee for all prior periods. We will accrue, but will not pay, a capital gains incentive fee with respect to unrealized appreciation because a capital gains incentive fee would be owed to the Investment Adviser if we were to sell the relevant investment and realize a capital gain. In no event will the capital gains incentive fee payable pursuant to the Investment Advisory Agreement be in excess of the amount permitted by the Advisers Act, including Section 205 thereof.

The fees that are payable under the Investment Advisory Agreement for any partial period will be appropriately prorated. For the avoidance of doubt, the incentive fee will be calculated net of our expenses.

Fee Waiver Agreement

The Investment Adviser has contractually agreed to waive the management fee and the incentive fee through December 31, 2025, unless sooner terminated by (a) the vote of a majority of our Independent Directors and (b) by a vote of a majority of our Board of Directors, or of a majority of our outstanding voting securities, as defined in the Investment Company Act. Notwithstanding the foregoing, the Investment Adviser has contractually agreed that the waiver of the management fee and the incentive fee may not be modified or terminated unless approved by a vote of a majority of our voting securities, as defined in the Investment Company Act. Amounts waived pursuant to the Fee Waiver will not be subject to any right of future recoupment in favor of the Investment Adviser.

For the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023, the Company recognized $1.3 million and $0.1 million, respectively, of management fees, and $1.1 million and $0.2 million, respectively, of incentive fees before the impact of waived fees. For the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023, $1.3 million and $0.1 million, respectively, of management fees were waived, and $1.1 million and $0.2 million, respectively, of incentive fees were waived.

As of December 31, 2024 and December 31, 2023, management and incentive fees payable were $0.0 million.

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Co-Investment Exemptive Relief

Together with the Investment Adviser, we received an exemptive order from the SEC that permits us to participate in co-investment transactions with certain affiliates of the Investment Adviser and certain funds managed and controlled by the Investment Adviser and its affiliates in transactions that involve the negotiation of certain terms of the securities or loans to be purchased (in addition to price-related terms), subject to certain terms and conditions. Co-investment transactions involving the negotiation of only price-related terms will be entered into in reliance on SEC staff no-action letters. We intend to co-invest, from time to time, with other Accounts (as defined below) (including co-investment or other vehicles in which the Investment Adviser or its personnel invest and that co-invest with such other Accounts) in portfolio investments that are suitable for both the Company and such other Accounts. “Accounts” means Jefferies Finance’s own accounts, accounts of Jefferies Finance’s clients, including separately managed accounts (or separate accounts), pooled investment vehicles and collateralized loan obligations that are sponsored, managed or advised by Jefferies Finance or other Affiliate Investment Advisers (as defined below). “Affiliate Investment Advisers” means Accounts advised by our Investment Adviser or investment advisers that are affiliated with us. Even if the Company and such other Accounts invest in the same securities, conflicts of interest may still arise. For example, it is possible that as a result of legal, tax, political, regulatory, accounting or other considerations, the terms of such investment (including with respect to price and timing) for the Company and/or such other Accounts may not be the same. Additionally, the Company and/or such other Accounts may have different expected termination dates and/or investment objectives (including target return profiles) and the Investment Adviser, as a result, may have conflicting goals with respect to the price and timing of disposition opportunities.

JFIN Bridge Loan Agreement

On December 4, 2023, the Company entered into a loan agreement (the “Bridge Facility”) with the Company as the borrower and JFIN as the lender. Under the Bridge Facility, JFIN loaned the Company an aggregate principal amount of $71.7 million. Such principal amount and interest accrued thereon was repaid in its entirety on December 7, 2023, and the Bridge Facility was subsequently terminated.

Warehouse Portfolio Transaction

On December 4, 2023, the Company acquired an initial portfolio of loans and commitments for $71.7 million pursuant to a sale and contribution agreement, dated June 30, 2023, by and among the Company and JFIN and certain of its wholly-owned subsidiaries.

JFIN Investment

On March 3, 2023, Jefferies Credit Partners LLC, an affiliate of the Investment Adviser, purchased 1,000 common units for $1,000.

Due to Investment Adviser

Prior to the commencement of operations on December 7, 2023, the Investment Adviser bore all organization and offering expenses in connection with the formation of the Company and the initial closing of the private offering. Following the commencement of operations, the Company will reimburse the Investment Adviser for these organization and offering costs up to a maximum aggregate amount of $1.5 million. Due to Investment Adviser of approximately $0.0 million and $1.6 million as of December 31, 2024 and December 31, 2023, respectively, in the Consolidated Statements of Assets and Liabilities included primarily the reimbursement amount owed for organization and offering costs.

Statement of Policy Regarding Transactions with Related Persons

The Audit Committee will review any potential related party transactions brought to its attention and, during these reviews, it also considers any conflicts of interest brought to its attention pursuant to the Code of Ethics. Each of our directors and executive officers will complete a questionnaire on an annual basis designed to elicit information about any potential related party transactions.

Director Independence

For information regarding the independence of our directors, see “Item 10. Directors, Executive Officers and Corporate Governance.”

Item 14. Principal Accountant Fees and Services.

Audit Fees

Deloitte & Touche LLP, New York, New York, was selected by the Audit Committee and the Independent Directors of the Board to serve as the Company’s independent registered public accounting firm for the fiscal year ended December 31, 2024. The Company knows of no direct financial or material indirect financial interest of Deloitte & Touche LLP in the Company.

Fees included in the audit fees category are those fees paid for professional services for the audit of our consolidated financial statements included in our Form 10-K and review of financial statements included in our Form 10-Qs, and for services that are normally provided by the accountants in connection with regulatory filings or engagements.

Audit-Related Fees

Audit-related fees are fees for assurance and related services that are reasonably related to the performance of the audit or review of our financial statements.

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No audit related fees were billed by Deloitte & Touche LLP to the Investment Adviser, or any entity controlling, controlled by, or under common control with, the Investment Adviser, that provides ongoing services to the Company, for engagements directly related to the Company’s operations and financial reporting, for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023.

Tax Fees

Tax fees are fees for tax compliance, tax advice and tax planning.

No tax fees were billed by Deloitte & Touche LLP to the Investment Adviser, or any entity controlling, controlled by, or under common control with, the Investment Adviser, that provides ongoing services to the Company, for engagements directly related to the Company’s operations and financial reporting, for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023.

All Other Fees

All other fees are fees for services not included in the first three categories.

No fees were billed by Deloitte & Touche LLP to the Investment Adviser, or any entity controlling, controlled by, or under common control with, the Investment Adviser, that provides ongoing services to the Company, for engagements directly related to the Company’s operations and financial reporting, for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023.

Aggregate Non-Audit Fees

No non-audit fees were billed to the Investment Adviser by Deloitte & Touche LLP for non-audit services for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023. This includes any non-audit services required to be pre-approved or non-audit services that did not require pre-approval since they did not directly relate to the Company’s operations or financial reporting.

Fees

Set forth in the table below are audit fees, audit‑related fees, tax fees and all other fees billed to the Company by Deloitte & Touche LLP for professional services performed:

	Year Ended		For the period from December 4, 2023 (inception) to
	December 31, 2024		December 31, 2023
Audit Fees	$	290,301	$	297,300
Audit-Related Fees (1)		—		—
Tax Fees		70,400		38,198
All Other Fees (2)		—		—
Total Fees	$	360,701	$	335,498

(1)“Audit‑Related Fees” are those fees, if any, billed to the Company by Deloitte & Touche LLP for services provided by Deloitte & Touche LLP for assurance and related services that are reasonably related to the performance of the audit or review of our financial statements.

(2)“All Other Fees” are those fees, if any, billed to the Company by Deloitte & Touche LLP for services not included in the first three categories.

Pre-Approval of Audit and Non-Audit Services Provided to the Company

The Audit Committee has established a pre‑approval policy that describes the permitted audit, audit‑related, tax and other services to be provided by Deloitte & Touche LLP, the Company’s independent registered public accounting firm. The policy requires that the Audit Committee pre‑approve the audit and non‑audit services performed by the independent auditor in order to assure that the provision of such service does not impair the auditor’s independence.

Any requests for audit, audit‑related, tax and other services that have not received general pre‑approval must be submitted to the Audit Committee for specific pre‑approval, irrespective of the amount, and cannot commence until such approval has been granted. Normally, pre‑approval is provided at regularly scheduled meetings of the Audit Committee. The Audit Committee does not delegate its responsibilities to pre‑approve services performed by the independent registered public accounting firm to management.

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PART IV

Item 15. Exhibits and Financial Statement Schedules.

The following documents are filed as part of this annual report:

(1)Financial Statements—Financial statements are included in Item 8. See the Index to the consolidated financial statements on page 48 of this annual report on Form 10-K.

(2)Financial Statement Schedules—None. We have omitted financial statement schedules because they are not required or are not applicable, or the required information is shown in the statements or notes to the consolidated financial statements.

(3)Exhibits—The following is a list of all exhibits filed as a part of this annual report on Form 10-K, including those incorporated by reference

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Exhibit Index

Exhibit Number	Description
3.1	Certificate of Formation (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form 10, filed on August 11, 2023).
3.4	Second Amended and Restated Limited Liability Company Agreement (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed on February 6, 2024).
4.1	Description of Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.1 to the Company’s Annual Report on Form 10-K,filed on March 29, 2024).
10.1	Form of Subscription Agreement (incorporated by reference to Exhibit 10.1 to Amendment No. 1 to the Company’s Registration Statement on Form 10, filed on October 3, 2023).
10.2	Investment Advisory Agreement between the Company and the Investment Adviser, dated September 25, 2023 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q, filed on November 20, 2023).
10.3	Administration Agreement between the Company and the Administrator, dated October 27, 2023 (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q, filed on November 20, 2023).
10.4	Fee Waiver Agreement between the Company and the Investment Adviser, dated September 25, 2023 (incorporated by reference to Exhibit 10.4 to the Company’s Annual Report on Form 10-K,filed on March 29, 2024).
10.5	Custody Agreement between the Company and The Bank of New York Mellon Trust Company, National Association, dated February 28, 2023 (incorporated by reference to Exhibit 10.5 to the Company’s Annual Report on Form 10-K,filed on March 29, 2024).
10.6	Dividend Reinvestment Plan (incorporated by reference to Exhibit 10.6 to the Company’s Annual Report on Form 10-K,filed on March 29, 2024).
10.7	Transfer Agency Agreement between the Company and Equiniti Trust Company, LLC, dated November 2, 2023 (incorporated by reference to Exhibit 10.7 to the Company’s Annual Report on Form 10-K,filed on March 29, 2024).
10.8	Amendment to Transfer Agency and Registrar Services Agreement, dated as of April 1, 2024 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q, filed on May 13, 2024).
10.9	Amendment No. 2, dated as of December 31, 2024, to the Loan and Security Agreement among SCI BDC SPV I LLC, Senior Credit Investments, LLC, the lenders party thereto, JPMorgan Chase Bank, National Association and The Bank of New York Mellon Trust Company, National Association (including annex of Loan and Security Agreement, conformed through Amendment No. 2) (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on January 7, 2025).
10.10	Amended and Restated Fee Waiver Agreement dated January 24, 2025, effective as of September 26, 2024, by and between Senior Credit Investments, LLC and Jefferies Credit Management LLC (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on January 29, 2025).
10.11	Amendment No. 3, dated as of March 13, 2025, to the Loan and Security Agreement among SCI BDC SPV I LLC, Senior Credit Investments, LLC, the lenders party thereto, and JPMorgan Chase Bank, National Association.
10.12	Credit Agreement, dated as of March 21, 2025, among Senior Credit Investments, LLC, as borrower, and Sumitomo Mitsui Trust Bank, Limited, New York Branch, as the administrative agent, arranger and lender.
19.1	Insider Trading Policy
21.1	Subsidiaries of the Registrant.
31.1	Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.
101.SCH	Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

Item 16. Form 10-K Summary

None.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Senior Credit Investments, LLC
Date: March 25, 2025	By:	/s/ Jason Kennedy
		Jason Kennedy
		Chief Executive Officer and President

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on behalf of the Registrant in the capacities and on the dates indicated.

Name	Title	Date
/s/ Jason Kennedy	Chief Executive Officer and President (Principal Executive Officer)	March 25, 2025
Jason Kennedy
/s/ John Dalton	Chief Financial Officer (Principal Financial Officer)	March 25, 2025
John Dalton
/s/ Daniel Rapino III	Chief Accounting Officer (Principal Accounting Officer)	March 25, 2025
Daniel Rapino
/s/ Thomas G. Brady	Director and Chair of the Board of Directors	March 25, 2025
Thomas G. Brady
/s/ Robert S. Franklin	Director	March 25, 2025
Robert S. Franklin
/s/ Joseph T. Kenney, Jr.	Director	March 25, 2025
Joseph T. Kenney, Jr
/s/ Jonathan A. Lucas	Director	March 25, 2025
Jonathan A. Lucas
/s/ Carmen J. Romano	Director	March 25, 2025
Carmen J. Romano

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EX-10.11

Exhibit 10.11

EXECUTION VERSION

AMENDMENT NO. 3 TO
LOAN AND SECURITY AGREEMENT

AMENDMENT NO. 3 (this “Third Amendment”) dated as of March 13, 2025 to the Loan and Security Agreement dated as of December 7, 2023 (as amended by that certain Amendment No. 1 to Loan and Security Agreement, dated as of September 20, 2024 and as further amended by that certain Amendment No. 2 to Loan and Security Agreement, dated as of December 31, 2024, between the Company, Portfolio Manager, the Administrative Agent and the Lenders party thereto, the “Loan and Security Agreement”), among SCI BDC SPV I LLC, as borrower (the “Company”); Senior Credit Investments, LLC, a Delaware limited liability company, as the portfolio manager (the “Portfolio Manager” and collectively with the Company, the “Jefferies Parties”); the Lenders party thereto; The Bank of New York Mellon Trust Company, National Association, in its capacity as collateral agent (in such capacity, the “Collateral Agent”), as collateral administrator (in such capacity, the “Collateral Administrator”) and securities intermediary (in such capacity, the “Securities Intermediary”); and JPMorgan Chase Bank, National Association, as administrative agent for the Lenders thereunder (in such capacity, the “Administrative Agent”).

WHEREAS, pursuant to Section 10.05 of the Loan and Security Agreement, the Company has requested to make certain amendments to the Loan and Security Agreement, and the parties hereto have agreed to amend the Loan and Security Agreement as set forth below.

Accordingly, in consideration of the foregoing and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

ARTICLE I
DEFINITIONS

Section 1.01 Definitions. Capitalized terms used and not otherwise defined herein have the meanings assigned to them in the Loan and Security Agreement as amended by this Third Amendment.

ARTICLE II
AMENDMENTS TO THE LOAN AND SECURITY AGREEMENT

Section 2.01 Amendments to Loan and Security Agreement. Each of the parties hereto agrees that, effective on the Third Amendment Effective Date, Schedule 4 to the existing Loan and Security Agreement shall be amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) as set forth in the pages of Schedule 4 to the Loan and Security Agreement attached as Schedule A hereto.

ARTICLE III
REPRESENTATIONS AND WARRANTIES

Section 3.01 Representations and Warranties. To induce the other parties hereto to enter into this Third Amendment, the Jefferies Parties represent and warrant to each other party hereto solely with respect to itself that on and as of the Third Amendment Effective Date, the following statements are true and correct:

(a)it is duly organized or incorporated, as the case may be, and validly existing under the laws of the jurisdiction of its organization or incorporation and has all requisite power and authority to

execute, deliver and perform this Third Amendment and to consummate the transactions herein contemplated;

(b)the execution, delivery and performance of this Third Amendment, and the consummation of the transactions contemplated herein have been duly authorized by it and this Third Amendment constitutes its legal, valid and binding obligation enforceable against it in accordance with its terms (subject to (A) bankruptcy, insolvency, reorganization, or other similar laws affecting the enforcement of creditors’ rights generally, (B) equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law and (C) implied covenants of good faith and fair dealing);

(c)the representations and warranties contained in Section 6.01 of the Loan and Security Agreement or any other Loan Document are true and correct in all material respects (or with respect to such representations and warranties which by their terms contain materiality qualifiers, are true and correct) in each case on and as of the Third Amendment Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct in all material respects (or with respect to such representations and warranties which by their terms contain materiality qualifiers, are true and correct) as of such earlier date; and

(d)no Default or Event of Default has occurred immediately before or immediately after giving effect to this Third Amendment.

ARTICLE IV
CONDITIONS TO EFFECTIVENESS

Section 4.01 Third Amendment Effective Date. This Third Amendment shall become effective as of the first date (the “Third Amendment Effective Date”) on which each of the following conditions shall have been satisfied:

(a)Execution and Delivery of this Third Amendment. The Administrative Agent shall have received a counterpart signature page of this Third Amendment duly executed by each of the Company, Portfolio Manager, the Administrative Agent, the Collateral Agent, the Collateral Administrator, the Securities Intermediary and the Lenders.

(b)Payment of Fees and Expenses of Counsel. The Administrative Agent shall have received payment of all reasonable and documented fees and expenses of counsel for the Administrative Agent as set forth in Section 10.04 of the Loan and Security Agreement to the extent invoiced at least two (2) Business Days prior to the Third Amendment Effective Date.

(c)Borrowing Base Test. The Borrowing Base Test is satisfied on and as of the date of the Third Amendment Effective Date.

(d)No Market Value Event; No Default or Event of Default. No Market Value Event shall have occurred and no Default or Event of Default shall have occurred and be continuing, in each case, on and as of the Third Amendment Effective Date.

(e)Representations and Warranties. Each of the representations and warranties contained in Article III above shall be true and correct.

Section 4.02 Effects of this Third Amendment.

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(a)Except as expressly set forth herein, this Third Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders or the Agents under the existing Loan and Security Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the existing Loan and Security Agreement or any other provision of the existing Loan and Security Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Except as expressly set forth herein, nothing herein shall be deemed to be a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Loan and Security Agreement or any other Loan Document in similar or different circumstances.

(b)From and after the Third Amendment Effective Date, each reference in the Loan and Security Agreement to “this Agreement”, “hereunder”, “hereof”, “herein”, or words of like import, and each reference to the Loan and Security Agreement in any other Loan Document shall be deemed a reference to the Loan and Security Agreement as amended hereby. This Third Amendment shall constitute a “Loan Document” for all purposes of the Loan and Security Agreement and the other Loan Documents.

ARTICLE V
REAFFIRMATION AND INTEREST RATE ACKNOWLEDGEMENT

Section 5.01 Reaffirmation. Notwithstanding the effectiveness of this Third Amendment and the transactions contemplated hereby, each Jefferies Party and Jefferies Credit Partners BDC Inc. (in its capacity as parent of the Company) acknowledges and agrees that each Loan Document is hereby confirmed and ratified and shall remain in full force and effect according to its respective terms (in the case of the Loan and Security Agreement, as amended hereby).

ARTICLE VI
MISCELLANEOUS

Section 6.01 Governing Law. SECTION 10.07 OF THE LOAN AND SECURITY AGREEMENT SHALL APPLY TO THIS THIRD AMENDMENT MUTATIS MUTANDIS AS IF FULLY SET FORTH HEREIN; PROVIDED THAT EACH REFERENCE TO “THIS AGREEMENT” SHALL BE REPLACED WITH “THIS THIRD AMENDMENT.”

Section 6.02 Costs and Expenses. The Borrower agrees to reimburse the Administrative Agent for its invoiced reasonable costs and expenses in connection with this Third Amendment to the extent required pursuant to Section 10.04 of the Loan and Security Agreement.

Section 6.03 Counterparts; Effectiveness. Section 10.10 of the loan and security agreement shall apply to this Third Amendment mutatis mutandis as if fully set forth herein; provided that each reference to “this Agreement” shall be replaced with “this Third Amendment.”

Section 6.04 Headings. Section headings herein are included herein for convenience of reference only and shall not constitute a part hereof for any other purpose or be given any substantive effect.

Section 6.05 Direction. The parties hereto hereby direct the Collateral Agent, the Securities Intermediary and Collateral Administrator to execute this Third Amendment to be duly executed and delivered. and acknowledge and agree that the Collateral Agent, the Securities Intermediary and Collateral Administrator will be fully protected in relying upon the foregoing direction. In entering into this Third Amendment and the performance of duties hereunder, the Collateral Agent, the Securities

3

Intermediary and Collateral Administrator shall be entitled to all of their rights, benefits, protections, immunities set forth in the Loan Documents.

[Signature Pages Follow]

4

IN WITNESS WHEREOF, the parties hereto have caused this Third Amendment to be duly executed and delivered by their respective officers thereunto duly authorized as of the date first written above.

[The remainder of this page intentionally left blank]

5

SCI BDC SPV I LLC

By /s/ Adam Klepack
Name: Adam Klepack
Title: General Counsel and Secretary

SENIOR CREDIT INVESTMENTS, LLC

By /s/ Adam Klepack
Name: Adam Klepack
Title: General Counsel and Secretary

[Signature Page to Amendment No. 3]

Administrative Agent and the Lender

JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent and Lender

By /s/ Brian LaRocca
Name: Brian LaRocca
Title: Executive Director

[Signature Page to Amendment No. 3]

Schedule A

SCHEDULE 4

Concentration Limitations

The “Concentration Limitations” shall be satisfied on any date of determination if, in the aggregate, the Portfolio Investments (other than any Ineligible Investments) owned (or in relation to a proposed purchase of a Portfolio Investment, proposed to be owned) by the Company comply with all the requirements set forth below:

oPortfolio Investments issued by a single Portfolio Investment Obligor and its affiliates may not exceed (a) prior to a Permitted Securitization, (i) during the period beginning on the Effective Date and ending on the date that is three (3) months after the Effective Date, 13.00% of the Collateral Principal Amount, (ii) during the period beginning on the date that is three (3) months and one (1) day after the Effective Date and ending on the date that is six (6) months after the Effective Date, 10.00% of the Collateral Principal Amount, (iii) during the period beginning on the date that is six (6) months and one (1) day after the Effective Date Effective Date and ending on the date that is twelve (12) months after the Effective Date, 8.00% of the Collateral Principal Amount, and (iv) thereafter, 4.00% of the Collateral Principal Amount (provided that Portfolio Investments comprising Senior Secured Loans (which, for the purposes of this clause shall include unitranche Loans and exclude any Second Lien Loans or First Lien Last Out Loans, in each case as determined by the Administrative Agent in its sole discretion) issued by up to three (3) Portfolio Investment Obligors and their respective affiliates may each constitute up to an aggregate principal balance equal to 7.50% of the Collateral Principal Amount) and (b) on and after a Permitted Securitization, (i) subject to clause (ii), during the period beginning on the date of such Permitted Securitization and ending on the date that is six (6) months after the date of such Permitted Securitization, 8.00% of the Collateral Principal Amount, and (ii) thereafter (or at any time prior to the six (6) month anniversary of the date of such Permitted Securitization if the Company elects by written notice to the Administrative Agent), 4.00% of the Collateral Principal Amount (provided that Portfolio Investments comprising Senior Secured Loans (which, for the purposes of this clause shall include unitranche Loans and exclude any Second Lien Loans or First Lien Last Out Loans, in each case as determined by the Administrative Agent in its sole discretion) issued by up to three (3) Portfolio Investment Obligors and their respective affiliates may each constitute up to an aggregate principal balance equal to 7.50% of the Collateral Principal Amount) (the “Single Issuer Concentration Limit”).

oNot less than 90.00% of the Collateral Principal Amount may consist of Senior Secured Loans (which, for the purposes of this clause shall include unitranche Loans and exclude any Second Lien Loans or First Lien Last Out Loans, in each case as determined by the Administrative Agent in its sole discretion) and cash and Eligible Investments on deposit in the Collection Account as Principal Proceeds; provided, that on and from the two (2) year anniversary of the Effective Date the Company may, by notification to the Administrative Agent in writing, irrevocably amend the minimum floor requirement in this Concentration Limitation from 90% to 80% (the “Concentration Limitations Election”).

oNot more than 10.00% (or, following the Concentration Limitations Election, 20.00%) of the Collateral Principal Amount may consist of Portfolio Investments that are First Lien Last Out Loans or Second Lien Loans.

oPortfolio Investments issued by Portfolio Investment Obligors and their affiliates domiciled in (x) the United States of America may not be less than 90% of the Collateral Principal Amount or (y) any Eligible Jurisdiction other than the United States of America may constitute up to 10% of the Collateral Principal Amount.

oNot more than 20.00% of the Collateral Principal Amount may consist of Portfolio Investments that are issued by Portfolio Investment Obligors that belong to the same Moody’s Industry Classification; provided that Portfolio Investments that are issued by Portfolio Investment Obligors that belong to the Moody’s Industry Classifications set forth in rows 15, 16 and/or 23 may each constitute up to 25.00% of the Collateral Principal Amount; provided further that, during the first four (4) months following either (i) the Effective Date or (ii) the occurrence of a Permitted Securitization, Portfolio Investments that are issued by Portfolio Investment Obligors that belong to one only of the Moody’s Industry Classifications set forth in rows 15, 16 or 23 may constitute up to 30.00% of the Collateral Principal Amount. As used herein, “Moody’s Industry Classifications” means the industry classifications set forth in Schedule 6 hereto, as applicable, which classification (x) shall be determined by the Portfolio Manager (with the consent of the Administrative Agent in its sole and absolute discretion) on the Purchase Date for the applicable Portfolio Investment and (y) shall be updated, upon reasonable prior notice to the Portfolio Manager if Moody’s publishes revised industry classifications.

oNot more than 25.00% of the Collateral Principal Amount may consist of Portfolio Investments with a Net Leverage Ratio of over 7.00:1.00 (measured on a quarterly basis).

oNot less than 90% of the Collateral Principal Amount may be denominated in U.S. Dollars and not more than 10% of the Collateral Principal Amount may be denominated in all Permitted Non-USD Currencies in the aggregate; provided that, (i) not more than 5% of the Collateral Principal Amount may be denominated in any one Permitted Non-USD Currency.

oNot more than 20% of the Collateral Principal Amount may consist of Partial PIK Portfolio Investments and notmore than 10% of the Collateral Principal Amount may consist of Partial PIK Portfolio Investments where a portion of the interest thereon is actually being paid in kind rather than in cash.

EX-10.12

Exhibit 10.12

EXECUTION VERSION

Senior Credit Investments, LLC
as the Initial Borrower

and

the other Borrowers party hereto from time to time

REVOLVING CREDIT AGREEMENT

SUMITOMO MITSUI TRUST BANK, LIMITED, NEW YORK BRANCH,
as Administrative Agent, Arranger and Lender

Dated as of March 21, 2025

TABLE OF CONTENTS

Page

1 DEFINITIONS	1
1.01 Defined Terms	1
1.02 Other Definitional Provisions	41
1.03 Times of Day	42
1.04 Administrative Agent’s Liability	42
1.05 Accounting Terms	42
1.06 Change of Currency	42
1.07 [Reserved]	43
1.08 Rates	43
1.09 UCC Terms	43
2 LOANS	43
2.01 The Lender Commitments	43
2.02 Revolving Credit Commitment	45
2.03 Borrowings, Conversions and Continuations of Loans	45
2.04 Minimum Loan Amounts	46
2.05 Funding	47
2.06 Interest	48
2.07 Determination of Rate	48
2.08 [Reserved]	48
2.09 Payment of Borrower Guaranties	48
2.10 Use of Proceeds	49
2.11 Unused Commitment Fee	49
2.12 Administrative Agent Fees	49
2.13 [Reserved]	49
2.14 Computation of Interest and Fees	49
2.15 [Reserved]	50
2.16 [Reserved]	50
2.17 Joinder of Borrowers	50
2.18 Increase in the Maximum Commitment	50
2.19 Extension of Maturity Date	52
3 PAYMENT OF OBLIGATIONS	53
3.01 Notes	53
3.02 Payment of Obligations	53
3.03 Payment of Interest	54
3.04 Payments of Obligation	54

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3.05 Voluntary Prepayments	56
3.06 Reduction or Early Termination of Lender Commitments	56
3.07 Lending Office	57
3.08 Several Liability	57
4 CHANGE IN CIRCUMSTANCES	57
4.01 Taxes	57
4.02 Illegality	61
4.03 Inability to Determine Rates; Effect of a Benchmark Transition Event	62
4.04 Increased Costs Generally	64
4.05 Funding Losses	66
4.06 Requests for Compensation	66
4.07 Survival	66
4.08 Mitigation Obligations; Replacement of Lenders	66
4.09 Prohibited Event	67
5 SECURITY	67
5.01 Liens and Security Interest	67
5.02 Collateral Accounts; Capital Calls	68
5.03 Subordination of Claims	71
6 GUARANTY	72
6.01 Guaranty of Payment	72
6.02 Obligations Unconditional	72
6.03 Modifications	73
6.04 Waiver of Rights	73
6.05 Reinstatement	73
6.06 Remedies	74
6.07 Subrogation	74
7 CONDITIONS PRECEDENT TO BORROWINGS	74
7.01 Conditions to Initial Borrowing	74
7.02 All Loans	77
7.03 Qualified Borrower Loans	78
8 REPRESENTATIONS AND WARRANTIES	80
8.01 Organization and Good Standing of the Loan Parties	80
8.02 [Reserved]	80
8.03 Authorization and Power	80
8.04 No Conflicts or Consents	80
8.05 Enforceable Obligations	81

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8.06 Priority of Liens		81
8.07 Financial Condition		81
8.08 Full Disclosure		81
8.09 No Default		81
8.10 No Litigation		81
8.11 Material Adverse Change		82
8.12 Taxes		82
8.13 Jurisdiction of Formation; Principal Office		82
8.14 ERISA Compliance		82
8.15 Compliance with Law		82
8.16 Hazardous Substances		82
8.17 Insider		83
8.18 [Reserved]		83
8.19 Capital Commitments and Capital Contributions		83
8.20 Fiscal Year		83
8.21 Investment Company Act		83
8.22 Margin Stock		83
8.23	Anti-Money Laundering	83
8.24 Compliance with Anti-Money Laundering Laws and Anti-Corruption Laws		84
8.25 [Reserved]		84
8.26 Included Investor Status; Investment Exclusion Event		84
8.27 Location of Books and Records		84
8.28 Sanctioned Persons		84
8.29 Beneficial Owners		84
8.30 [Reserved]		84
8.31 [Reserved]		84
8.32 [Reserved]		84
8.33 Non-Affiliation with Lenders		85
8.34 Solvency		85
8.35 [Reserved]		85
8.36 No Defenses		85
9 AFFIRMATIVE COVENANTS		85
9.01 Financial Statements, Reports and Notices		85
9.02	Payment of Taxes	89
9.03 Maintenance of Existence and Rights		89
9.04 Notice of Default		89
9.05 Compliance with Loan Documents and Constituent Documents		89
9.06 Books and Records; Access		90
9.07 Compliance with Law		90
9.08 Insurance		90
9.09 Authorizations and Approvals		90
9.10 Maintenance of Liens		90
9.11 [Reserved]		91

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9.12 Loan Party Action Upon Investor Default		91
9.13 Covenants of Qualified Borrowers		91
9.14 [Reserved]		91
9.15 Collateral Account		91
9.16 Other Notices		91
9.17 Compliance with Sanctions		92
9.18	Returned Capital	92
9.19	RIC Status under the Internal Revenue Code; Investment Company Act	92
9.20	Status of Investment Adviser as Registered Investment Adviser	92
9.21 [Reserved]		92
9.22 Capital Call Pack		93
10 NEGATIVE COVENANTS		93
10.01 Loan Party Information		93
10.02 Mergers; Dissolution		93
10.03 Negative Pledge on Collateral; No Delegation		93
10.04 Fiscal Year and Accounting Method		94
10.05 Constituent Documents		94
10.06 Transfer by, Admission, Redemption and Withdrawal of, Investors		95
10.07 Capital Commitments		97
10.08 ERISA Compliance		98
10.09 Environmental Matters		98
10.10 Limitations on Dividends and Distributions		98
10.11 Limitation on Debt		98
10.12 Limitation on the Loan Parties		98
10.13 Dissolution		99
10.14 [Reserved]		99
10.15 Sanctions		99
10.16 Fund Structure		99
10.17	[Reserved]	99
10.18 EEA Financial Institution		99
10.19 [Reserved]		99
10.20 [Reserved]		100
10.21 Initial Included Investor Conditions to Funding		100
10.22 Business Development Company Status		100
11 EVENTS OF DEFAULT		100
11.01 Events of Default		100
11.02 Remedies Upon Event of Default		102
11.03 Performance by the Administrative Agent		103
11.04 Good Faith Duty to Cooperate		103

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12 AGENCY PROVISIONS	103
12.01 Appointment and Authorization of Agents	103
12.02 Delegation of Duties	104
12.03 Exculpatory Provisions	104
12.04 Reliance on Communications	105
12.05 Notice of Default	105
12.06 Non-Reliance on Agents and Other Lenders	106
12.07 Indemnification	106
12.08 Agents in Their Individual Capacity	107
12.09 Successor Agents	107
12.10 Reliance by the Borrower	108
12.11 Administrative Agent May File Proofs of Claim	108
12.12 Erroneous Payment	109
12.13 Certain ERISA Matters	112
13 MISCELLANEOUS	113
13.01 Amendments	113
13.02 Setoff	115
13.03 Sharing of Payments	116
13.04 Payments Set Aside	116
13.05 Waiver	117
13.06 Expenses; Indemnity; Damage Waiver	117
13.07 Reimbursement by Lenders	118
13.08 Notices	119
13.09 Effectiveness of E-mail Notice	120
13.10 Governing Law	121
13.11 Choice of Forum; Consent to Service of Process and Jurisdiction; Waiver of Trial by Jury	121
13.12 Invalid Provisions	122
13.13 Entirety and Amendments	122
13.14 Successors and Assigns	123
13.15 Lender Default	127
13.16 Replacement of Lender	127
13.17 Maximum Interest	128
13.18 Headings	128
13.19 Survival of Representations and Warranties	128
13.20 Integration	129
13.21 Limited Liability	129
13.22 Confidentiality	129
13.23 USA Patriot Act Notice	130
13.24 No Advisory or Fiduciary Responsibility	130
13.25 Multiple Counterparts	131

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13.26 Acknowledgment and Consent to Bail-In of Affected Financial Institutions 131

SCHEDULES

SCHEDULE 1.01: Lender Commitments

SCHEDULE 5.02: Collateral Accounts

SCHEDULE 8.13: Loan Party Information

SCHEDULE 13.07: Addresses

EXHIBITS

EXHIBIT A-1: Schedule of Investors

EXHIBIT A-2: Form of Loan Party Organizational Structure

EXHIBIT B: Form of Promissory Note

EXHIBIT C: Form of Loan Notice

EXHIBIT D: Form of Borrowing Base Certificate

EXHIBIT E: Form of U.S. Tax Compliance Certificate

EXHIBIT F: Form of Returned Capital Certificate

EXHIBIT G: Form of Borrower Security Agreement

EXHIBIT H: Form of Collateral Account Pledge

EXHIBIT I: [RESERVED]

EXHIBIT J-1: Form of Borrower Joinder Agreement

EXHIBIT J-2: Form of Lender Joinder Agreement

EXHIBIT K: Form of Facility Increase Request

EXHIBIT L: Form of Assignment and Assumption Agreement

EXHIBIT M: Form of Extension Request

EXHIBIT N: Compliance Certificate

EXHIBIT O: Qualified Borrower Note

EXHIBIT P: [RESERVED]

EXHIBIT Q: Borrower Guaranty

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REVOLVING CREDIT AGREEMENT

This REVOLVING CREDIT AGREEMENT (together with all amendments and modifications hereof and supplements and attachments hereto, this “Credit Agreement”) is dated as of March 21, 2025, by and among SENIOR CREDIT INVESTMENTS, LLC, a Delaware limited liability company (the “Initial Borrower”), any Additional Borrowers party hereto from time to time, and SUMITOMO MITSUI TRUST BANK, LIMITED, NEW YORK BRANCH, a Japanese banking corporation (in its individual capacity, “SuMi TRUST”), as administrative agent (in such capacity, together with any successor appointed pursuant to Section 12 below, the “Administrative Agent”) for the Lenders (as hereinafter defined) and a Lender, and the Lenders from time to time party hereto.

RECITALS

A. The Initial Borrower has requested that the Lenders make Loans to the Borrowers for the purposes of financing or refinancing (as applicable) the Borrowers’ investment activities, providing working capital and for the other purposes permitted under the Constituent Documents of the Borrowers;

B. The Initial Borrower has agreed to grant and pledge to the Administrative Agent, its respective rights, titles and interests in, among other items, (i) the Capital Commitments of its Investors and (ii) its Collateral Account, as collateral for the Loans to facilitate the extension of credit to the Borrower Parties hereunder; and

C. The Lenders are willing to lend funds upon the terms of, and subject to the conditions set forth in, this Credit Agreement.

AGREEMENTS

NOW, THEREFORE, in consideration of the mutual promises herein contained and for other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto do hereby agree as follows:

1. DEFINITIONS.

1.01 Defined Terms. For the purposes of this Credit Agreement, unless otherwise expressly defined, the following terms shall have the respective meanings assigned to them in this Section 1 or in the Section or recital referred to:

“Account Control Agreement” means each Account Control Agreement relating to the Initial Borrower’s Collateral Account, or any other Borrower’s Collateral Account, in any case, among the Initial Borrower, or any other Borrower, as applicable, the Administrative Agent and the Depository with respect to each Collateral Account, as the same may be amended, restated, supplemented or otherwise modified from time to time in accordance with the terms of this Credit Agreement.

“Additional Borrower” means an Affiliate of Initial Borrower that: (a) has executed and delivered to the Administrative Agent and the Lenders such documents and instruments as are required under Section 2.17; and (b) becomes a Borrower hereunder in respect of the Obligations, on a several basis with the other Borrowers pursuant to a Borrower Joinder Agreement, provided further that any such Additional Borrower must be approved by all of the Lenders (such approval not to be unreasonably withheld, conditioned or delayed).

“ADIA” means the Abu Dhabi Investment Authority.

“Administrative Agent” means SuMi TRUST, as described above, until the appointment of a successor administrative agent pursuant to the terms of this Credit Agreement and, thereafter, shall mean such successor administrative agent.

“Administrative Agent’s Office” means the Administrative Agent’s address and, as appropriate, account as set forth in Section 13.07 hereof, or such other address or account as the Administrative Agent may from time to time notify the Borrowers and the Lenders.

“Administrator” means Alter Domus (US) LLC, a Delaware limited liability company.

“Administration Agreement” has the meaning given to that term in the definition of “Governing Agreement”.

“Affected Financial Institution” means (a) any EEA Financial Institution, or (b) any UK Financial Institution.

“Affected Loans” is defined in Section 4.02 hereof.

“Affiliate” of any Person means any other Person that, directly or indirectly, Controls or is Controlled By, or is Under Common Control With, such Person.

“Agent-Related Person” has the meaning provided in Section 12.03.

“Agents” means, collectively, the Administrative Agent, the Arranger and any successors and assigns in such capacities.

“Alternate Base Rate” means, for any day, a fluctuating rate per annum equal to the highest of: (i) the Federal Funds Rate plus fifty basis points (0.50%), (ii) the Prime Rate, and (iii) except during any period of time when SOFR is unavailable, Term SOFR for a one (1) month tenor in effect on such date plus one hundred basis points (1.00%).

“Alternate Base Rate Loan” means a Loan that bears interest based on the Alternate Base Rate.

“Annual Valuation Period” means the “annual valuation period” as defined in the Plan Asset Regulation as determined, for the Borrowers.

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“Anti-Corruption Laws” means (a) the U.S. Foreign Corrupt Practices Act of 1977, as amended; (b) the U.K. Bribery Act of 2010, as amended; and (c) any other anti-bribery or anti-corruption laws, regulations or ordinances in any jurisdiction in which any Loan Party or any of their Subsidiaries or their respective Related Parties is located or doing business.

“Anti-Money Laundering Laws” means Applicable Law in any jurisdiction in which any Loan Party or any of their Subsidiaries or their respective Related Parties is located or doing business that relates to money laundering or terrorism financing, any predicate crime to money laundering, or any financial record keeping and reporting requirements related thereto.

“Applicable Law” means, collectively, all international, foreign, Federal, state and local statutes, treaties, rules, guidelines, regulations, ordinances, codes and administrative or judicial precedents or authorities, including the interpretation or administration thereof by any Governmental Authority charged with the enforcement, interpretation or administration thereof, and all applicable administrative orders, directed duties, requests, licenses, authorizations and permits of, and agreements with, any Governmental Authority.

“Applicable Margin” means (a) with respect to Term SOFR Loans, two hundred and fifty basis points (2.50%) per annum, and (b) with respect to Alternate Base Rate Loans, one hundred and fifty basis points (1.50%) per annum.

“Applicable Requirement” means, for any Rated Included Investor that is (or whose Credit Provider, if applicable, is): (a) an insurance company, a Best’s Rating of A- or higher and a Rating of BBB/Baa2 or higher; (b) an ERISA Investor, or the trustee or nominee of an ERISA Investor, or Governmental Plan Investor in addition to the Sponsor’s (or, in the case of a Governmental Plan Investor, the Responsible Party’s) Rating of BBB/Baa2 or higher, a minimum Funding Ratio for the pension fund based on the Rating of the Sponsor of the pension fund as follows:

Sponsor Rating	Minimum Funding Ratio
A-/A3 or higher	No minimum
BBB/Baa2 or higher	80%

and (c) for all other Rated Included Investors, a Rating of BBB/Baa2 or higher.

The first Rating indicated in each case above is the S&P Rating and the second Rating indicated in each case above is the Moody’s Rating.

“Approved Fund” means any Person (other than a natural person) that is (or will be) engaged in making, purchasing, holding or otherwise investing in commercial loans and similar extensions of credit in the ordinary course of its business, that is administered or managed by: (a) a Lender; (b) an Affiliate of a Lender; or (c) an entity or an Affiliate of an entity that administers or manages a Lender.

“Arranger” means Sumitomo Mitsui Trust Bank, Limited, New York Branch, in its capacity as sole lead arranger and sole book manager.

“Assignee” is defined in Section 13.14(b) hereof.

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“Assignee Group” means two or more Eligible Assignees that are Affiliates of one another or two or more Approved Funds managed by the same investment advisor.

“Assignment and Assumption Agreement” means the agreement contemplated by Section 13.14(b)(iv) hereof, pursuant to which any Lender assigns all or any portion of its rights and obligations hereunder, which agreement shall be in substantially the form of Exhibit L attached hereto.

“Attributable Indebtedness” means, on any date: (a) in respect of any Capital Lease of any Person, the capitalized amount thereof that would appear on a balance sheet of such Person prepared as of such date in accordance with GAAP; and (b) in respect of any Synthetic Lease Obligation, the capitalized amount of the remaining lease payments under the relevant lease that would appear on a balance sheet of such Person prepared as of such date in accordance with GAAP if such lease were accounted for as a Capital Lease.

“Availability Period” means the period commencing on the Closing Date and ending on the earliest to occur of: (a) the Maturity Date and (b) the date on which the Initial Borrower’s ability to call Capital Commitments for the purpose of repaying the Obligations is terminated.

“Available Commitment” means, at any time of determination, the lesser of: (a) the Maximum Commitment then in effect and (b) the Borrowing Base.

“Available Tenor” means, as of any date of determination and with respect to the then-current Benchmark, as applicable, any tenor for such Benchmark or payment period for interest calculated with reference to such Benchmark, as applicable, that is or may be used for determining the length of an Interest Period pursuant to this Credit Agreement as of such date and not including, for the avoidance of doubt, any tenor for such Benchmark that is then-removed from the definition of “Interest Period” pursuant to Section 4.03.

“Bail-In Action” means the exercise of any Write-Down and Conversion Powers by the applicable Resolution Authority in respect of any liability of an Affected Financial Institution.

“Bail-In Legislation” means, (a) with respect to any EEA Member Country implementing Article 55 of Directive 2014/59/EU of the European Parliament and of the Council of the European Union, the implementing law, rule, regulation or requirement for such EEA Member Country from time to time which is described in the EU Bail-In Legislation Schedule, and (b) with respect to the United Kingdom, Part I of the United Kingdom Banking Act 2009 (as amended from time to time) and any other law, regulation or rule applicable in the United Kingdom relating to the resolution of unsound or failing banks, investment firms or other financial institutions or their affiliates (other than through liquidation, administration or other insolvency proceedings).

“Bank Holding Company” means a “bank holding company” as defined in Section 2(a) of the Bank Holding Company Act of 1956, as amended, or a non-bank subsidiary of such bank holding company.

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“Bankruptcy Code” means Title 11 of the United States Code, as now or hereafter in effect.

“BDC” means a person that has elected to be regulated as a “business development company” within the meaning of the Investment Company Act.

“BDC Asset Coverage Ratio”means the "asset coverage" ratio for the Borrower, as determined in accordance with Section 18 of the Investment Company Act.

“Benchmark” means, initially, the applicable Term SOFR Rate; provided that, if a Benchmark Transition Event and the Benchmark Replacement Date with respect thereto have occurred with respect to such Term SOFR Rate or the then-current Benchmark, then “Benchmark” means the applicable Benchmark Replacement to the extent that such Benchmark Replacement has replaced such prior benchmark rate pursuant to Section 4.03.

“Benchmark Replacement” means, with respect to all Loans for any Available Tenor, the sum of: (i) the alternate benchmark rate that has been selected by the Administrative Agent (upon consultation with the Loan Parties) giving due consideration to (A) any selection or recommendation of a replacement benchmark rate or the mechanism for determining such a rate by the Relevant Governmental Body or (B) any evolving or then-prevailing market convention for determining a benchmark rate as a replacement to the then-current Benchmark for Dollar-denominated syndicated credit facilities and (ii) the related Benchmark Replacement Adjustment.

If at any time the Benchmark Replacement as determined pursuant to this definition would be less than zero (0), the Benchmark Replacement will be deemed to be zero (0) for all purposes of this Credit Agreement and the other Loan Documents.

“Benchmark Replacement Adjustment” means, with respect to any replacement of the then-current Benchmark with an Unadjusted Benchmark Replacement for any applicable Interest Period and Available Tenor for any setting of such Unadjusted Benchmark Replacement, the spread adjustment, or method for calculating or determining such spread adjustment, (which may be a positive or negative value or zero) that has been selected by the Administrative Agent (in consultation with the Borrowers) for the applicable Corresponding Tenor giving due consideration to (a) any selection or recommendation of a spread adjustment, or method for calculating or determining such spread adjustment, for the replacement of such Benchmark with the applicable Unadjusted Benchmark Replacement by the Relevant Governmental Body on the applicable Benchmark Replacement Date and (b) any evolving or then-prevailing market convention for determining a spread adjustment, or method for calculating or determining such spread adjustment, for the replacement of such Benchmark with the applicable Unadjusted Benchmark Replacement for U.S. dollar- denominated syndicated credit facilities.

“Benchmark Replacement Conforming Changes” means, with respect to any Benchmark Replacement, any technical, administrative or operational changes (including but not limited to changes to the definition of “Applicable Margin”, the definition of “Alternate Base Rate”, the definition of “Business Day”, the definition of “Interest Period”, timing and frequency of determining rates and making payments of interest, timing of borrowing requests or prepayment, conversion or continuation notices, length of lookback periods, the applicability of breakage

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provisions, and other technical, administrative or operational matters) that the Administrative Agent decides in consultation with the Borrowers may reasonably be appropriate to reflect the adoption and implementation of such Benchmark Replacement and to permit the administration thereof by the Administrative Agent in a manner substantially consistent with market practice for broadly syndicated credit facilities denominated in Dollars (or, if the Administrative Agent decides that adoption of any portion of such market practice is not administratively feasible or if the Administrative Agent determines that no market practice for the administration of such Benchmark Replacement exists, in such other manner of administration as the Administrative Agent, in consultation with the Borrowers, determines is reasonably necessary in connection with the administration of this Credit Agreement and the other Loan Documents).

“Benchmark Replacement Date” means a date determined by the Administrative Agent, which date shall be no later than the earliest to occur of the following events with respect to the then-current Benchmark:

(a) in the case of clause (a) or (b) of the definition of “Benchmark Transition Event,” the later of (i) the date of the public statement or publication of information referenced therein and (ii) the date on which the administrator of such Benchmark (or the published component used in the calculation thereof) permanently or indefinitely ceases to provide all Available Tenors of such Benchmark (or such component thereof); or

(b) in the case of clause (c) of the definition of “Benchmark Transition Event,” the later of (i) the date of the public statement or publication of information referenced therein and (ii) the date on which the administrator of such Benchmark (or the published component used in the calculation thereof) permanently or indefinitely ceases to provide all Available Tenors of such Benchmark (or such component thereof).

For the avoidance of doubt, (i) if the event giving rise to the Benchmark Replacement Date occurs on the same day as, but earlier than, the Reference Time in respect of any determination, the Benchmark Replacement Date will be deemed to have occurred prior to the Reference Time for such determination and (ii) the “Benchmark Replacement Date” will be deemed to have occurred in the case of clause (a) or (b) above with respect to any Benchmark upon the occurrence of the applicable event or events set forth therein with respect to all then-current Available Tenors of such Benchmark (or the published component used in the calculation thereof).

“Benchmark Transition Event” means the occurrence of one or more of the following events with respect to the then-current Benchmark:

(a) a public statement or publication of information by or on behalf of the administrator of such Benchmark (or the published component used in the calculation thereof) announcing that such administrator has ceased or will cease to provide all Available Tenors of such Benchmark (or such component thereof), permanently or indefinitely; provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide any Available Tenor of such Benchmark (or such component thereof);

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(b) a public statement or publication of information by the regulatory supervisor for the administrator of such Benchmark (or the published component used in the calculation thereof), the Federal Reserve Board, the Federal Reserve Bank of New York, an insolvency official with jurisdiction over the administrator for such Benchmark (or such component), a resolution authority with jurisdiction over the administrator for such Benchmark (or such component) or a court or an entity with similar insolvency or resolution authority over the administrator for such Benchmark (or such component), which states that the administrator of such Benchmark (or such component) has ceased or will cease to provide all Available Tenors of such Benchmark (or such component thereof) permanently or indefinitely; provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide any Available Tenor of such Benchmark (or such component thereof); or

(c) a public statement or publication of information by the regulatory supervisor for the administrator of such Benchmark (or the published component used in the calculation thereof) announcing that all Available Tenors of such Benchmark (or such component thereof) are not, or as of a specified future date will not be, representative.

For the avoidance of doubt, a “Benchmark Transition Event” will be deemed to have occurred with respect to any Benchmark if a public statement or publication of information set forth above has occurred with respect to each then-current Available Tenor of such Benchmark (or the published component used in the calculation thereof).

“Benchmark Unavailability Period” means, the period (if any) (a) beginning at the time that a Benchmark Replacement Date has occurred if, at such time, no Benchmark Replacement has replaced the then-current Benchmark for all purposes hereunder and under any Loan Document in accordance with Section 4.03 and (b) ending at the time that a Benchmark Replacement has replaced the then-current Benchmark for all purposes hereunder and under any Loan Document in accordance with Section 4.03.

“Beneficial Ownership Certification” means, for a “legal entity customer” (as such term is defined in the Beneficial Ownership Regulation), a certification regarding beneficial ownership to the extent required by the Beneficial Ownership Regulation, in a form as agreed to by the Administrative Agent.

“Beneficial Ownership Regulation” means 31 C.F.R. §1010.230.

“Beneficiary” has the meaning provided in Section 13.14(a).

“Best’s Rating” means a “Best’s Rating” by A.M. Best Company.

“Borrower” means the Initial Borrower, any Qualified Borrower or any Additional Borrower, and, all together, the “Borrowers”.

“Borrower Guaranty” means an unconditional guaranty of payment in the form of Exhibit Q attached hereto, enforceable against the Borrowers for the payment of the Guaranteed Obligations; and “Borrower Guaranties” means such guaranties, collectively.

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“Borrower Joinder Agreement” means, with respect to an Additional Borrower, a joinder agreement substantially in the form of Exhibit J-1.

“Borrower Parties” means the Borrowers, and “Borrower Party” means any one of them as to the context so requires.

“Borrower Security Agreement” means a Borrower Security Agreement, substantially in the form of Exhibit G-1, dated the date hereof, made by a Borrower in favor of the Administrative Agent, pursuant to which such Borrower has granted to the Administrative Agent for the benefit of the Secured Parties a security interest and Lien under New York law in and to their interests in the Collateral specified therein, as may be amended, restated, supplemented or otherwise modified from time to time.

“Borrowing” means a borrowing consisting of simultaneous Loans of the same Type of Loan in the same currency and, in the case of Term SOFR Loans, having the same Interest Period, made by each of the Lenders; “Borrowings” means the plural thereof.

“Borrowing Base” means, at any time of determination, an amount equal to the sum of: (a) sixty-five percent (65%) of the aggregate Unfunded Commitments of the Designated Investors, (b) eighty percent (80%) of the aggregate Unfunded Commitments of the Non-Rated Included Investors, (c) ninety percent (90%) of the aggregate Unfunded Commitments of the Rated Included Investors, and (d) eighty percent (80%) of the aggregate Unfunded Commitments of the Initial Included Investor. For the avoidance of doubt, the Unfunded Commitments of an Excluded Investor shall be excluded from the Borrowing Base at all times.

“Borrowing Base Certificate” means the certification and worksheet/spreadsheet setting forth (i) the Unfunded Commitments of each Investor and (ii) calculations showing whether or not the Principal Obligation exceeds the Available Commitment, the form of the borrowing base calculation and certification as contained in Exhibit D attached hereto.

“Borrowing Base Deficiency” is defined in Section 2.01(d) hereof.

“Business Day” means any day other than a Saturday, Sunday or other day on which commercial banks are authorized to close under the laws of, or are in fact closed in, New York, and if such day relates only to any interest rate settings as to a Term SOFR Loan, any day (i) that is a Business Day described in the preamble above and that is also a day for trading by and between banks in Dollar deposits in the applicable interbank market; or (ii) other than a U.S. Government Securities Business Day.

“Capital Call” means a call upon any or all of the Investors for payment of all or any portion of their Unfunded Commitments pursuant to and in accordance with, as applicable, the Governing Agreement of a Borrower and the Subscription Agreement of the Investor, if applicable. “Capital Calls” means, where the context may require, all Capital Calls, collectively.

“Capital Call Notice” means (a) with respect to the Initial Borrower, a “Drawdown Notice” as such term is defined in the Initial Borrower’s applicable Governing Agreement and (b) with respect to an Additional Borrower, any notice sent to any Investor (including any applicable Managing Entity) for the purpose of making a Capital Call.

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“Capital Call Pack” has the meaning given to that term in Section 9.22.

“Capital Commitment” means (a) with respect to the Initial Borrower, the total amount of capital that any Investor has committed to contribute to the Initial Borrower pursuant to the applicable Governing Agreement, including, for the avoidance of doubt, each Investor’s “Commitment” as such term is defined in the Initial Borrower’s applicable Governing Agreement, and (b) with respect to any Additional Borrower, the total amount of capital that any Investor has committed to contribute to such Additional Borrower pursuant to the applicable Governing Agreement.

“Capital Contribution” means for any Investor, any contribution of capital made to a Loan Party in response to a Capital Call, including, for the avoidance of doubt, any “Aggregate Contribution” as such term is defined in the Initial Borrower’s applicable Governing Agreement, and collectively for all Investors, the “Capital Contributions”.

“Capital Lease” means, as applied to any Person, any lease of any property (whether real, personal or mixed) by that Person as lessee which, in accordance with GAAP, is or should be accounted for as a capital lease on the balance sheet of that Person and the amount of such obligation shall be the capitalized amount thereof determined in accordance with GAAP.

“Cash Control Event” shall occur if, on any date of determination, (a) an Event of Default has occurred and is continuing; (b) a Potential Default under Section 11.01(a), 11.01(g) or 11.01(h) has occurred and is continuing; or (c) a Mandatory Prepayment has been triggered and remains unsatisfied.

“Change in Law” means the occurrence, after the date of this Credit Agreement, of any of the following: (a) the adoption or taking effect of any law, rule, regulation or treaty; (b) any change in any law, rule, regulation or treaty or in the administration, interpretation or application thereof by any Governmental Authority; or (c) the making or issuance of any request, guideline or directive (whether or not having the force of law) by any Governmental Authority.

“Change of Control” means the Investment Adviser or an Affiliate thereof ceases to be investment advisor to, and otherwise direct or oversee the management and policies of, the Initial Borrower.

“Closing Date” means the date on which all of the conditions precedent set forth in Section 7.01 hereof are satisfied or waived.

“Collateral” is defined in Section 5.01 hereof.

“Collateral Account” is defined in Section 5.02(a) hereof.

“Collateral Account Pledge” means a pledge/or and assignment or charge of a Collateral Account entered into by a Borrower in favor of the Administrative Agent in substantially the form of Exhibit H attached hereto, as may be amended, restated, supplemented or otherwise modified from time to time.

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“Collateral Documents” means the security agreements, financing statements, assignments, and other documents and instruments from time to time executed and delivered pursuant to this Credit Agreement and any documents or instruments amending or supplementing the same, including, without limitation, the Security Agreements and the Collateral Account Pledges.

“Commodity Exchange Act” is defined in the definition of “Excluded Swap Obligations.”

“Competitor” means any private investment fund or manager thereof that would reasonably be deemed to be a competitor to the Company that invests in any credit fund, debt fund or business development company (excluding any commercial or investment bank or insurance company (but including any specific division or branch of any commercial or investment bank or insurance company that sponsors or invests in any credit fund, debt fund, business development company or other Person in the primary business of asset management)).

“Compliance Certificate” is defined in Section 9.01(c) hereof.

“Constituent Documents” means, for any entity, its constituent, constitutional, formation or organizational documents, including: (a) in the case of any partnership, exempted limited partnership, joint venture, trust or other form of business entity, the certificate of registration, the section 9 statement, the section 10 statement (if any), the partnership, joint venture, declaration of trust, articles of association or other applicable agreement of formation and any agreement, instrument, statement, certificate filing or notice with respect thereto filed in connection with its formation or registration with the secretary of state or other department in the state of its formation, incorporation or registration or applicable, in each case as amended from time to time; (b) in the case of any limited liability company the articles or certificate of formation and its operating agreement or limited liability company agreement and any statement or filing with respect thereto filed in connection with its formation or registration in the state or other jurisdiction of its formation or registration, as amended from time to time; (c) in the case of a corporation, exempted company or limited company, the certificate of incorporation, any certificate(s) of incorporation on change of name, the memorandum and articles of association, articles of incorporation or bylaws, as amended from time to time; and (d) in case of any other kind of entity, constituent or organizational documents of such entity evidencing the creation of, and governing internal and external affairs of, such entity, as amended from time to time. For the avoidance of doubt, with respect to the Initial Borrower, its “Constituent Documents” shall include its Governing Agreements.

“Control” and the correlative meanings of the terms “Controlled By” and “Under Common Control With” mean the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such Person, whether through the ownership of voting shares or partnership interests or by contract or otherwise.

“Controlled Group” means: (a) the controlled group of corporations as defined in Section 414(b) of the Internal Revenue Code; or (b) the group of trades or businesses under common control as defined in Section 414(c) of the Internal Revenue Code, in each case of which a Loan Party is a part or may be a part at the relevant time.

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“Corresponding Tenor” with respect to any Available Tenor means, as applicable, either a tenor (including overnight) or an interest payment period having approximately the same length (disregarding business day adjustment) as such Available Tenor.

“Credit Agreement” means this Revolving Credit Agreement, of which this Section 1 forms a part, together with all amendments, modifications, and restatements hereof, and supplements and attachments hereto.

“Credit Facility” means the credit facility provided to the Borrowers by the Lenders under the terms and conditions of this Credit Agreement and the other Loan Documents.

“Credit Link Documents” means such financial information and documents as may be requested by the Administrative Agent in its sole discretion, to reflect and connect the relevant or appropriate credit link or credit support of a Sponsor, Credit Provider or Responsible Party, as applicable, to the obligations of the applicable Investor to make Capital Contributions, which may include a written guaranty or such other acceptable instrument determined by the Administrative Agent in its sole discretion.

“Credit Provider” means a Person providing Credit Link Documents, in form and substance acceptable to the Administrative Agent in its sole discretion, of the obligations of an Investor to make Capital Contributions and comply with its Investor Letter (if any).

“Current Party” is defined in Section 13.13 hereof.

“Customary Sponsor Guarantees” means, as to any Person, (i) any obligation to make an investment (including, without limitation, any guaranty, or guaranty of a subsidiary’s obligations, to make an investment) and to pay break-up fees, termination fees, liquidated damages or other similar compensation in connection with a potential investment (including, without limitation, any guaranty, or guaranty of a subsidiary’s obligation, to pay any such compensation) and (ii) guarantees, indemnity obligations and other contingent obligations with respect to: (a) performance obligations (including completion guarantees), (b) environmental liabilities and (c) matters which are commonly referred to as “bad-boy acts” or “recourse carve-outs” in the real estate lending industry, including, without limitation: fraud; gross negligence; willful misconduct; waste; interference with exercise of remedies; misrepresentation; misapplication or misappropriation of funds (including, without limitation, insurance proceeds or condemnation awards); undisclosed liabilities; employee related liabilities; failure to satisfy governmental rules; commencement of a voluntary bankruptcy filing or similar proceeding by the applicable primary obligor; commencement of an involuntary bankruptcy filing or similar proceeding against the applicable primary obligor; tax assessments and claims; failure to obtain or preserve expected tax attributes; environmental liabilities; failure to comply with restrictions on sale, transfer or other disposition of assets; failure to comply with negative pledge requirements; and failure to comply with special purpose entity or bankruptcy remote requiremen

“Debtor Relief Laws” means any applicable liquidation, provisional liquidation, conservatorship, bankruptcy, moratorium, rearrangement, insolvency, fraudulent conveyance, reorganization, or similar laws affecting the rights, remedies, or recourse of creditors generally,

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including, without limitation, the United States Bankruptcy Code and all amendments thereto, as are in effect from time to time during the term of the Loans.

“Declaration of Trust” has the meaning provided in Section 13.14(a).

“Default Rate” means on any day the lesser of: (a)(i) in the case of Loans, the rate otherwise applicable thereto, plus two hundred basis points (2.00%) plus the Applicable Margin and (ii) in the case of any other Obligations to which the Default Rate is applicable, the Alternate Base Rate in effect on such day, plus two hundred basis points (2.00%) plus the Applicable Margin; or (b) the Maximum Rate.

“Defaulting Investor” is defined in the definition of “Exclusion Event”.

“Defaulting Lender” means any Lender that: (a) has failed to make its Pro Rata Share of any disbursement required to be made in respect of Loans, and that has not cured such failure within two (2) Business Days of its occurrence unless such Lender notifies the Administrative Agent and the Borrowers in writing that such failure is the result of such Lender’s good faith determination that one or more conditions precedent to funding (each of which conditions precedent, together with any applicable default, shall be specifically identified in such writing) has not been satisfied; (b) has otherwise failed to pay over to the Administrative Agent or any other Lender any other amount required to be paid by it hereunder within one (1) Business Day of the date when due, unless such Lender notifies the Administrative Agent and the Borrowers in writing that such failure is the result of such Lender’s good faith determination that one or more conditions precedent to funding (each of which conditions precedent, together with any applicable default, shall be specifically identified in such writing) has not been satisfied; (c) has notified the Borrowers or the Administrative Agent in writing that it does not intend to comply with its funding obligations hereunder, or has made a public statement to that effect (unless such writing or public statement relates to such Lender’s obligation to fund a Loan hereunder and states that such position is based on such Lender’s good faith determination that a condition precedent to funding (which condition precedent, together with any applicable default, shall be specifically identified in such writing or public statement) cannot be satisfied); (d) has failed, within three (3) Business Days after written request by the Administrative Agent or the Borrowers, to confirm in writing to the Administrative Agent and the Borrowers that it will comply with its prospective funding obligations hereunder (provided that such Lender shall cease to be a Defaulting Lender pursuant to this clause (d) upon receipt of such written confirmation by the Administrative Agent and the Borrower); (e) has been deemed insolvent or become the subject of a bankruptcy or insolvency proceeding; or (f) has become the subject of a Bail-in Action; provided that in the case of clauses (e) and (f) above, a Lender shall not be a Defaulting Lender solely by virtue of the ownership or acquisition of any equity interest in that Lender or any direct or indirect parent company thereof by a Governmental Authority so long as such ownership interest does not result in or provide such Lender with immunity from the jurisdiction of courts within the United States or from the enforcement of judgments or writs of attachment on its assets or permit such Lender (or such Governmental Authority) to reject, repudiate, disavow or disaffirm any contracts or agreements made with such Lender.

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“Delaware Division” the statutory division of any Delaware Entity into two (2) or more Delaware Entities pursuant to Section 18-217 of the Delaware Limited Liability Company Act or Section 17-220 of the Delaware Revised Uniform Limited Partnership Act.

“Delaware Entity” means any limited liability company or limited partnership organized or formed under the laws of the State of Delaware.

“Depository” means The Bank of New York Mellon Trust Company, National Association, in its capacity as the deposit bank for the Collateral Accounts, or such other financial institution approved by Administrative Agent in its sole discretion in which a Borrower maintains a Collateral Account.

“Designated Investor”means an Investor approved by the Administrative Agent and all Lenders in their sole discretion as a “Designated Investor” and in respect of which there has been delivered to the Administrative Agent:

(i) a true and correct copy of the Subscription Agreement executed and delivered by such Investor which shall be reasonably acceptable to the Administrative Agent, together with the applicable Loan Party’s countersignature, accepting such Subscription Agreement;

(ii) any Constituent Documents of the applicable Loan Party executed and delivered by such Investor;

(iii) if applicable, a true and correct copy of each Side Letter executed by such Investor, which shall be acceptable to the Administrative Agent in its reasonable discretion;

(iv) if applicable, the Credit Link Documents of such Investor’s Sponsor, Credit Provider or Responsible Party, as applicable, executed and delivered by such Person;

(v) if such Investor’s Subscription Agreement, or any Constituent Document of the applicable Loan Party executed by such Investor was signed by any Loan Party or any Affiliate of any Loan Party, as an attorney-in-fact on behalf of such Investor, the Administrative Agent shall have received evidence of such signatory’s authority documentation reasonably satisfactory to the Administrative Agent;

(vi) if requested by the Administrative Agent in its reasonable discretion, if such Investor is organized under the laws of any jurisdiction other than the United States of America or any state thereof, a written submission to the jurisdiction of a United States Federal District Court and a United States state court, and any appellate court from any thereof, with respect to any litigation arising out of or in connection with its Subscription Agreement or any Constituent Document of the applicable Loan Party (such submission to be in form and substance satisfactory to the Administrative Agent in its reasonable discretion, who may in its reasonable discretion require an opinion of counsel that such submission is enforceable);

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(vii) if requested by the Administrative Agent in its reasonable discretion, if such Investor is a Governmental Authority or an instrumentality of or majority owned by a Governmental Authority or otherwise entitled to any sovereign or other immunity in respect of itself, its property or any such litigation in any jurisdiction, court or venue, a written waiver (in form and substance satisfactory to the Administrative Agent in its reasonable discretion) of any such claim of immunity arising out of or in connection with its Subscription Agreement, any Side Letter or any Constituent Document of the applicable Loan Party; and

(viii) if requested by the Administrative Agent in its reasonable discretion, an Investor Letter (in form and substance satisfactory to the Administrative Agent in its reasonable discretion).

provided that (1) any Investor in respect of which an Exclusion Event has occurred shall thereupon no longer be a Designated Investor (or, in the case of an Exclusion Event pursuant to clause (g), clause (k), clause (n) or clause (q) thereof, the portion of such Investor’s Unfunded Commitment subject to such Exclusion Event shall be excluded from the Borrowing Base) until such time as all Exclusion Events in respect of such Investor shall have been cured and such Investor shall have been restored as a Designated Investor in the reasonable discretion of all of the Lenders; and (2) each restoration under clause (1) of this proviso shall be subject to the satisfaction of such initial or ongoing conditions as may be specified by the Administrative Agent. The Designated Investors as of the Closing Date are those specified as being Designated Investors on Exhibit A-1, as in effect on the Closing Date, and Designated Investors approved by the Administrative Agent and all of the Lenders (each in their reasonable discretion) subsequent to the Closing Date will be evidenced by an updated Exhibit A-1 provided by the Administrative Agent to the Borrowers.

“Distribution” means any distributions (whether or not in cash) on account of any Investor Interest, partnership interest or other equity interest in a Borrower, including as a dividend or other distribution and on account of the purchase, redemption, retirement or other acquisition of any such partnership interest or other equity interest.

“Dollars” and the sign “$” means the lawful currency of the United States of America.

“EEA Financial Institution” means (a) any credit institution or investment firm established in any EEA Member Country which is subject to the supervision of an EEA Resolution Authority, (b) any entity established in an EEA Member Country which is a parent of an institution described in clause (a) of this definition, or (c) any financial institution established in an EEA Member Country which is a subsidiary of an institution described in clauses (a) or (b) of this definition and is subject to consolidated supervision with its parent.

“EEA Member Country” means any of the member states of the European Union, Iceland, Liechtenstein, and Norway.

“EEA Resolution Authority” means any public administrative authority or any person entrusted with public administrative authority of any EEA Member Country (including any delegee) having responsibility for the resolution of any EEA Financial Institution.

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“Eligible Assignee” means (a) a bank which is: (i) a Lender; or (ii) an Affiliate of a Lender of reasonably similar credit quality; or (b) subject to Section 13.14 hereof, such other Person as may be approved, in their respective sole discretion, by the Administrative Agent and the Borrowers.

“Entity” means a sole proprietorship, joint venture, association, trust, estate, business trust, corporation, company, non-profit corporation, partnership, limited partnership, sovereign government or agency, instrumentality, or political subdivision thereof, or any similar entity or organization.

“Environmental Complaint” means any complaint, order, demand, citation or notice threatened or issued in writing to any Loan Party by any Person with regard to air emissions, water discharges, Releases, or disposal of any Hazardous Material, noise emissions or any other environmental, health or safety matter affecting any Borrower Party or any of a Borrower Party’s Properties.

“Environmental Laws” means all Applicable Law, rules, codes, decrees, judgments, injunctions, ordinances, regulations or policies issued, promulgated or entered by any Governmental Authority relating to pollution or protection of human health or the environment including, without limitation, air pollution, water pollution, noise control, or the use, handling, discharge, disposal or Release or recovery of on-site or off-site Hazardous Materials, as each of the foregoing may be amended from time to time, applicable to any Borrower.

“Environmental Liability” means any written claim, demand, obligation, cause of action, accusation or allegation, or any order, violation, damage (including, without limitation, to any Person, property or natural resources), injury, judgment, penalty or fine, cost of enforcement, cost of remedial action, clean-up, restoration or any other cost or expense whatsoever, including reasonable attorneys’ fees and disbursements resulting from the violation or alleged violation of any Environmental Law or the imposition of any Environmental Lien or otherwise arising under any Environmental Law or resulting from any common law cause of action asserted by any Person.

“Environmental Lien” means a Lien in favor of any Governmental Authority: (a) under any Environmental Law; or (b) for any liability or damages arising from, or costs incurred by, any Governmental Authority in response to the Release or threatened Release of any Hazardous Material.

“ERISA” means the Employee Retirement Income Security Act of 1974, as amended, and the rules and regulations promulgated thereunder, as from time to time in effect.

“ERISA Investor” means an Investor that is: (a) an “employee benefit plan” (as such term is defined in Section 3(3) of ERISA) subject to the prohibited transaction provisions of Title I of ERISA; (b) any “plan” (as such term is defined in Section 4975(e) of the Internal Revenue Code) subject to the prohibited transaction provisions of Section 4975 of the Internal Revenue Code; or (c) a partnership or commingled account of a fund, or any other entity, whose assets include or are deemed to include Plan Assets.

“Erroneous Payment” is defined in Section 12.12 hereof.

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“Erroneous Payment Deficiency Assignment” has the meaning assigned to it in Section 12.12.

“Erroneous Payment Impacted Class” has the meaning assigned to it in Section 12.12.

“Erroneous Payment Return Deficiency” has the meaning assigned to it in Section 12.12.

“Erroneous Payment Subrogation Rights” has the meaning assigned to it in Section 12.12.

“EU Bail-In Legislation Schedule” means the EU Bail-In Legislation Schedule published by the Loan Market Association (or any successor person), as in effect from time to time.

“Event of Default” is defined in Section 11.01 hereof.

“Exchange Listing” means a “listing” or an “IPO” as each such term is defined in the applicable Governing Agreement of the Initial Borrower.

“Exchange Listing Event” means (i) any public filing made with a Governmental Authority by the Initial Borrower for the purposes of pursuing an Exchange Listing or (ii) any written notice issued to Investors intimating the Initial Borrower’s desire to pursue an Exchange Listing.

“Excluded Investor” means any Investor that is not an Included Investor or a Designated Investor, including any Investor that is subject to an Exclusion Event that has not been cured in accordance with the provisions hereof.

“Excluded Swap Obligations” means, with respect to any Borrower, any obligation (each such obligation a “Swap Obligation”) to pay or perform under any agreement, contract or transaction that constitutes a “swap” within the meaning of Section 1a(47) of the Commodity Exchange Act (7 U.S.C. §1 et seq.), as amended from time to time, and any successor statute (the “Commodity Exchange Act”), if, and to the extent that, all or a portion of the guarantee of such Borrower hereunder of, or the grant by such Borrower of a security interest to secure, such Swap Obligations (or any Guarantee thereof) is or becomes illegal under the Commodity Exchange Act, or any rule, regulation or order of the Commodity Futures Trading Commission (or the application or official interpretation of any thereof) by virtue of such Borrower’s failure for any reason to constitute an “eligible contract participant” as defined in the Commodity Exchange Act (determined after giving effect to any “keepwell, support or other agreement” for the benefit of such Borrower and any and all guarantees of such Borrower’s Swap Obligations by other parties) at the time the guarantee of such Borrower, or a grant by such Borrower of a security interest, becomes effective with respect to such Swap Obligations. If a Swap Obligation arises under a master agreement governing more than one swap, such exclusion shall apply only to the portion of such Swap Obligation that is attributable to swaps for which such guarantee or security interest becomes illegal.

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“Excluded Taxes” means any of the following Taxes imposed on or with respect to the Administrative Agent, any Lender or any other recipient of any payment to be made by or on account of any obligation of any Borrower hereunder: (a) Taxes imposed on or measured by net income (however denominated), franchise Taxes, and branch profits Taxes, in each case (i) imposed by the jurisdiction (or any political subdivision thereof) under the laws of which such recipient is organized or in which its principal office is located or, in the case of any Lender, in which its applicable Lending Office is located or (ii) that are Other Connection Taxes; (b) in the case of a Lender, any U.S. federal withholding Taxes imposed on amounts payable to such Lender at the time such Lender becomes a party hereto (other than pursuant to a request by the Borrower Parties under Section 13.14) or designates a new Lending Office, except to the extent that such Lender (or its assignor, if any) was entitled, at the time of execution of this Credit Agreement or designation of a new Lending Office (or assignment), to receive additional amounts from any Borrower with respect to such withholding tax pursuant to Section 4.01(a); (c) Taxes attributable to a Lender’s failure to comply with Section 4.01(e); and (d) any withholding Taxes imposed under FATCA.

“Exclusion Event” means, with respect to any Included Investor or Designated Investor (or, if applicable, the Sponsor, Responsible Party, or Credit Provider of such Included Investor or Designated Investor) (such Investor hereinafter referred to as a “Defaulting Investor”) of any Loan Party, any of the following events shall occur (whatever the reason for such event and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or Governmental Authority):

(a) such Investor (or its Sponsor, Responsible Party or Credit Provider, as applicable) shall: (A) apply for or consent to the appointment of a receiver, trustee, custodian, intervenor, or liquidator of itself or of all or a substantial part of its assets; (B) file a voluntary petition as debtor in bankruptcy or admit in writing that it is unable to pay its debts as they become due; (C) make a general assignment for the benefit of creditors; (D) file a petition or answer seeking reorganization or an arrangement with creditors or take advantage of any Debtor Relief Laws; (E) file an answer admitting the material allegations of, or consent to, or default in answering, a petition filed against it in any bankruptcy, reorganization, or insolvency proceeding; or (F) take any personal, partnership, limited liability company, corporate or trust action, as applicable, for the purpose of effecting any of the foregoing;

(b) an order, judgment, or decree shall be entered by any court of competent jurisdiction or other competent authority approving a petition seeking such Investor’s (or its Sponsor’s, Responsible Party’s or Credit Provider’s, as applicable) reorganization or appointing a receiver, custodian, trustee, intervenor, or liquidator of such Person or of all or substantially all of its assets, and such order, judgment, or decree shall continue unstayed and in effect for a period of sixty (60) days, or an order for relief shall be entered in respect of such Person in a proceeding under the Bankruptcy Code of the United States;

(c) with respect to any Investor that publicly discloses its financial statements, any final judgment(s) for the payment of money which in the aggregate exceed 15% of the net worth of such Investor (or its Sponsor, Responsible Party or Credit Provider, as

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applicable) shall be rendered against such Person, and such judgment or judgments shall not be satisfied, discharged, stayed and fully bonded over or otherwise actually covered by any applicable insurance policies in an amount sufficient to reduce such monetary payment to an amount equal to or less than 15% of the net worth of such Investor;

(d) such Investor shall (i) repudiate, challenge, or declare unenforceable its obligation to make contributions pursuant to its Capital Commitment or a Capital Call or such obligation shall be or become unenforceable, (ii) otherwise disaffirm any material provision of its Subscription Agreement, if applicable, the Governing Agreements of a Borrower, its Investor Letter (if any) or any Credit Link Document, or (iii) give any written notice of its intent to withdraw from a Borrower or redeem its interest in a Loan Party, or that it may not fund future contributions pursuant to a Capital Call or comply with the provisions of its Subscription Agreement, if applicable, the Governing Agreement of a Loan Party, as applicable, its Investor Letter (if any) or any Credit Link Document;

(e) such Investor (or its Sponsor, Responsible Party or Credit Provider) shall fail to make a Capital Contribution to any Loan Party when required pursuant to a Capital Call Notice, beyond ten (10) calendar days of the due date, unless Administrative Agent elects, in writing, to waive any such failure (in its sole discretion);

(f) any representation or warranty made under the applicable Governing Agreement, or its Subscription Agreement, its Investor Letter (if any) or Credit Link Document or in any certificate, financial statement or other document delivered pursuant to this Credit Agreement executed by such Person shall prove to be untrue or inaccurate in any material respect, as of the date on which such representation or warranty is made, in each case, except to the extent such representation or warranty expressly relates to any earlier date, in which case such representation or warranty shall have been true and correct as of such date and, in either case, the adverse consequences of such inaccuracy shall, to the extent curable, continue uncured for a period of thirty (30) days after the earlier of any Loan Party obtaining knowledge thereof or written notice has been given by Administrative Agent to Borrowers;

(g) such Investor shall transfer, cancel or withdraw its Investor Interests in any Loan Party or an Investor’s Unfunded Commitment terminates, expires or is otherwise reduced, in each case, in contravention of this Credit Agreement; provided that, in the case where only a portion of such Investor’s Investor Interests is transferred, cancelled, reduced, terminated, expired or withdrawn, there will be an Exclusion Event only with respect to the portion of such Investor’s Investor Interests so transferred, cancelled, reduced, terminated, expired or withdrawn;

(h) material default shall occur in the performance by it of any of the covenants or agreements contained in its Subscription Agreement (or related Side Letter), or applicable Governing Agreement, its Investor Letter (if any) or Credit Link Document, which would reasonably be expected to impair the obligation of any such Investor to fund its Capital Commitments (except, in each case, as otherwise specifically addressed in this definition, in which case no grace period beyond any provided for herein shall apply), and such default, if non-monetary, shall continue uncured to the reasonable satisfaction of the

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Administrative Agent for a period of fifteen (15) Business Days after any Loan Party obtaining knowledge thereof;

(i) in the case of each Rated Included Investor (or its Sponsor, Responsible Party or Credit Provider, as applicable), it shall fail to maintain its Applicable Requirement as required in the definition of Applicable Requirement in Section 1.01 hereof;

(j) in the case of each Non-Rated Included Investor (or its Sponsor, Responsible Party or Credit Provider, as applicable), the occurrence of any circumstance or event that in the Administrative Agent’s good faith and reasonable judgment could reasonably be expected to impair, impede, or jeopardize the obligation and the liability of such Investor to fulfill its obligations under its Subscription Agreement or the applicable Governing Agreement;

(k) such Investor shall become subject to a permitted redemption, withdrawal, transfer or cancellation of its Unfunded Commitment under Section 10.06 hereof (provided that, in the case where only a portion of such Investor’s Unfunded Commitment is subject to such permitted redemption, withdrawal, transfer or cancellation, there will be an Exclusion Event only with respect to the portion of such Investor’s Unfunded Commitment subject to such redemption, transfer or cancellation);

(l) in the case of any Included Investor or any Designated Investor that publicly discloses its financial statements, it shall fail to maintain a net worth (determined in accordance with GAAP or IFRS, as applicable and as consistently applied by such Investor), measured at the end of each fiscal year of such Investor, of at least 75% of the net worth of such Investor measured prior to its initial designation as an Included Investor or Designated Investor, as applicable;

(m) to the knowledge of any Loan Party, the occurrence of any circumstance which would reasonably be expected to have a material and adverse impact in respect of the business operation or financial condition of an Included Investor or Designated Investor where such change could reasonably be expected to have a material and adverse effect upon that Investor’s ability to fulfill its payment obligations under such documents;

(n) an Investment Exclusion Event shall occur (provided that, in the case where only a portion of such Investor’s Capital Commitment and Unfunded Commitment is subject to such Investment Exclusion Event, there will be an Exclusion Event only with respect to the portion of such Investor’s Capital Commitment and Unfunded Commitment subject to such Investment Exclusion Event);

(o) such Investor amends its Side Letter in any way that the Administrative Agent reasonably determines would materially impair the Lenders’ collateral rights;

(p) such Investor’s Credit Provider disclaims its obligations under any guaranty or other credit support provided by such Credit Provider, in writing, if applicable;

(q) such Included Investor’s or Designated Investor’s Investor Interest in any Borrower is or becomes subject to a lien of any third party, provided that only that portion

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of such Investment Interest which is subject to a third party lien shall be subject to exclusion;

(r) the applicable Loan Party’s rights in respect of the Uncalled Commitment of such Investor ceases to be Collateral subject to a first priority perfected Lien in favor of the Administrative Agent, other than as a direct result of any action by the Administrative Agent or any Lender, unless otherwise consented to by the Administrative Agent;

(s) such Investor becomes a Sanctioned Person, or, to any Loan Party’s or Administrative Agent’s knowledge, such Investor’s funds are used in connection with funding Capital Calls which are derived from illegal or suspicious activities;

(t) if such Investor is an ERISA Investor, any failure by its Sponsor to pay any contractual or statutory obligations or make any other payment required by ERISA or the Internal Revenue Code with respect to such ERISA Investor;

(u) if such Included Investor or Designated Investor is an ERISA Investor, the applicable Loan Party shall have delivered a Plan Asset Notice to such Investor or a Plan Asset Opinion shall have been delivered by such Investor to the applicable Loan Party; and

(v) in respect of the Initial Included Investor, it shall cease to be directly or indirectly majority owned by ADIA.

“Extension Fee” means the fee payable with respect to any extension of the Stated Maturity Date in accordance with Section 2.19, as set forth in each Fee Letter.

“Extension Request” means a written request by the Borrowers substantially in the form of Exhibit M to extend the then-current Stated Maturity Date for an additional period of no greater than three hundred sixty-four (364) days.

“Facility Increase” has the meaning provided in Section 2.18(a).

“Facility Increase Fee” means the fee payable with respect to any Facility Increase in accordance with Section 2.18, as set forth in each Fee Letter.

“Facility Increase Request” means the notice in the form of Exhibit K pursuant to which the Borrower Parties request an increase of the Lender Commitments in accordance with Section 2.18.

“FATCA” means Sections 1471 through 1474 of the Internal Revenue Code, as of the date of this Credit Agreement (or any amended or successor version that is substantively comparable and not materially more onerous to comply with), any current or future regulations or official interpretations thereof, any agreement entered into pursuant to Section 1471(b)(1) of the Internal Revenue Code, any intergovernmental agreements entered into in connection with the implementation of the foregoing and any fiscal or regulatory legislation, rules or official practices implemented to give effect to any such intergovernmental agreements and implementing such Sections of the Internal Revenue Code.

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“Federal Funds Rate” means, for any day, the rate calculated by the Federal Reserve Bank of New York based on such day’s federal funds transactions by depository institutions (as determined in such manner as the Federal Reserve Bank of New York shall set forth on its public website from time to time) and published on the next succeeding Business Day by the Federal Reserve Bank of New York as the federal funds effective rate.

“Fee Letter” means that certain fee letter agreement by and between the Initial Borrower and the Administrative Agent dated as of the date hereof, as the same may be amended, restated, supplemented or otherwise modified from time to time.

“Foreign Lender” means, with respect to the Borrowers, any Lender that is organized under the laws of a jurisdiction other than that in which a Borrower is resident for Tax purposes. For purposes of this definition, the United States, each State thereof and the District of Columbia shall be deemed to constitute a single jurisdiction.

“Funding Ratio” means: (a) for a Governmental Plan Investor or other pension plan not covered by clause (b) below, the actuarial present value of the assets of the plan over the actuarial present value of the plan’s total benefit liabilities, as reported in such plan’s most recent audited financial statements; and (b) for an ERISA Investor subject to annual Form 5500 filing requirements, the funding target attainment percentage reported on Schedule SB to the Form 5500 or the funded percentage for monitoring plan’s status reported on Schedule MB to the Form 5500, as applicable, as reported on the most recently filed Form 5500 by such ERISA Investor with the United States Department of Labor.

“GAAP” means generally accepted accounting principles in the United States set forth in the opinions and pronouncements of the Accounting Principles Board and the American Institute of Certified Public Accountants and statements and pronouncements of the Financial Accounting Standards Board or such other principles as may be approved by a significant segment of the accounting profession in the United States, that are applicable to the circumstances as of the date of determination, consistently applied.

“Governing Agreement” means:

(a) with respect to the Initial Borrower, that certain Second Amended and Restated Limited Liability Company Agreement, effective as of December 7, 2023 (as the same may be further amended, restated or modified from time to time in accordance with the terms of this Credit Agreement, (the “LLCA”);

(b) with respect to the Initial Borrower, the Form 10 filed with the SEC on October 6, 2023 (and as may be amended, restated, supplemented or otherwise modified from time to time);

(c) with respect to the Initial Borrower, the Form N-54A election to be treated as a business development company;

(d) with respect to the Initial Borrower, the Subscription Agreement;

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(e) with respect to the Initial Borrower, that certain Administration Agreement entered into with the Administrator dated as of, October 27, 2023 (as the same may be further amended, restated or modified from time to time in accordance with the terms of this Credit Agreement, (the “Administration Agreement”);

(f) with respect to the Initial Borrower, that certain Investment Adviser Agreement entered into with the Investment Adviser dated as of September 25, 2023 (as the same may be further amended, restated or modified from time to time in accordance with the terms of this Credit Agreement, the “Investment Adviser Agreement”);

(g) [reserved]; and

(h) with respect to any other Loan Party or Additional Borrower, its partnership agreement, operating agreement, limited liability company agreement or equivalent governing document (as the same may be amended, restated, modified or supplemented from time to time, but only pursuant to, and in accordance with, the terms of this Credit Agreement). “Governing Agreements” means, where the context may require, all Governing Agreements, collectively.

“Governmental Authority” means any foreign governmental authority, the United States of America, any State of the United States of America, and any subdivision of any of the foregoing, and any agency, department, commission, board, authority or instrumentality, bureau or court having jurisdiction over any Loan Party, the Administrative Agent, any Lender, or any of their respective businesses, operations, assets, or properties.

“Governmental Plan Investor” means an Investor that is a governmental plan as defined in Section 3(32) of ERISA.

“Guaranteed Obligations” has the meaning provided in Section 6.01.

“Guaranty” has the meaning provided in Section 14.

“Guaranty Obligations” means, with respect to any Person, without duplication, any obligations (other than endorsements in the ordinary course of business of negotiable instruments for deposit or collection) guaranteeing any Indebtedness of any other Person in any manner, whether direct or indirect, and including, without limitation, any obligation, whether or not contingent: (a) to purchase any such Indebtedness or other obligation or any property constituting security therefor; (b) to advance or provide funds or other support for the payment or purchase of such Indebtedness or obligation or to maintain working capital, solvency or other balance sheet condition of such other Person (including, without limitation, maintenance agreements, comfort letters, take or pay arrangements, put agreements or similar agreements or arrangements) for the benefit of the holder of Indebtedness of such other Person; (c) to lease or purchase property, securities or services primarily for the purpose of assuring the owner of such Indebtedness; or (d) to otherwise assure or hold harmless the owner of such Indebtedness or obligation against loss in respect thereof; provided that the term Guaranty Obligations shall not include (i) endorsements for collection or deposit in the ordinary course of business or (ii) Customary Sponsor Guarantees.

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“Hazardous Material” means any substance, material, or waste which is or becomes regulated, under any Environmental Law, as hazardous to public health or safety or to the environment, including, but not limited to: (a) any substance or material designated as a “hazardous substance” pursuant to Section 311 of the Clean Water Act, as amended, 33 U.S.C. §1251 et seq., or listed pursuant to Section 307 of the Clean Water Act, as amended; (b) any substance or material defined as “hazardous waste” pursuant to Section 1004 of the Resource Conservation and Recovery Act, as amended, 42 U.S.C. §6901 et seq.; (c) any substance or material defined as a “hazardous substance” pursuant to Section 101 of the Comprehensive Environmental Response, Compensation and Liability Act, as amended, 42 U.S.C. §9601 et seq.; or (d) petroleum, petroleum products and petroleum waste materials.

“IFRS” means international accounting standards within the meaning of IAS Regulation 1606/2002 to the extent applicable to the relevant financial statements delivered as required under or referred to herein.

“Included Investor” means an Investor of a Loan Party that is (a)(i) the Initial Included Investor, (ii) a Rated Included Investor approved by the Administrative Agent in its reasonable discretion, or (iii) is a Non-Rated Included Investor, approved by the Administrative Agent and the Required Lenders (each in their reasonable discretion), and (b) in respect of which there has been delivered to the Administrative Agent each of the below:

(i) a true and correct copy of the Subscription Agreement executed and delivered by such Investor which shall be reasonably acceptable to the Administrative Agent, together with the applicable Loan Party’s countersignature, accepting such Subscription Agreement;

(ii) any Constituent Documents of the applicable Loan Party executed and delivered by such Investor;

(iii) if applicable, a true and correct copy of each Side Letter executed by such Investor, which shall be acceptable to the Administrative Agent in its reasonable discretion;

(iv) if applicable, the Credit Link Documents of such Investor’s Sponsor, Credit Provider or Responsible Party, as applicable, executed and delivered by such Person;

(v) if such Investor’s Subscription Agreement, or any Constituent Document of the applicable Loan Party executed by such Investor was signed by any Loan Party or any Affiliate of any Loan Party, as an attorney-in-fact on behalf of such Investor, the Administrative Agent shall have received evidence of such signatory’s authority documentation reasonably satisfactory to the Administrative Agent; and

(vi) if requested by the Administrative Agent in its reasonable discretion, an Investor Letter (in form and substance satisfactory to the Administrative Agent in its reasonable discretion, provided that, in no event shall the Initial Included Investor be required to provide an Investor Letter;

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provided that (1) for the avoidance of doubt, the documentation provided in respect of the Initial Included Investor on or prior to the Closing Date shall be deemed satisfactory to the Administrative Agent for the purposes of this definition; (2) any Investor in respect of which an Exclusion Event has occurred shall thereupon no longer be an Included Investor (or, in the case of an Exclusion Event pursuant clause (g), clause (k), clause (n) or clause (q) thereof, the portion of such Investor’s Unfunded Commitment subject to such Exclusion Event shall be excluded from the Borrowing Base) until such time as all Exclusion Events in respect of such Investor shall have been cured and such Investor shall have been restored as an Included Investor in the reasonable discretion of the Administrative Agent and the Required Lenders; and (3) each restoration under clause (2) of this proviso shall be subject to the satisfaction of such initial or ongoing conditions as may be specified by the Administrative Agent. The Included Investors as of the Closing Date are those specified as being Included Investors on Exhibit A-1, including each Included Investor’s classification as the Initial Included Investor, a Rated Included Investor or a Non-Rated Included Investor as in effect on the Closing Date, and Included Investors approved by the Administrative Agent or the Required Lenders, as the case may be, subsequent to the Closing Date will be evidenced by an updated Exhibit A-1, including each Included Investor’s classification as the Initial Included Investor, Rated Included Investor or a Non-Rated Included Investor,provided by the Administrative Agent to the Borrowers.

“Indebtedness” means, as to any Person at a particular time, without duplication, all of the following, whether or not included as indebtedness or liabilities in accordance with GAAP:

(a) all obligations of such Person for borrowed money and all obligations of such Person evidenced by bonds, debentures, notes, loan agreements or other similar instruments;

(b) all direct or contingent obligations of such Person arising under letters of credit (including standby and commercial), bankers’ acceptances, bank guaranties and similar instruments;

(c) all net obligations of such Person under any Swap Contract;

(d) all obligations of such Person to pay the deferred purchase price of property or services (other than trade accounts payable in the ordinary course of business);

(e) all indebtedness (excluding prepaid interest thereon) secured by a Lien on property owned or being acquired by such Person (including indebtedness arising under conditional sales or other title retention agreements except trade payables arising in the ordinary course of business), whether or not such indebtedness shall have been assumed by such Person or is limited in recourse;

(f) all Capital Leases and Synthetic Lease Obligations; and

(g) all Guaranty Obligations of such Person in respect of any of the foregoing.

For all purposes hereof, (i) the Indebtedness of any Person shall include the Indebtedness of any partnership or joint venture (other than a joint venture that is itself a

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corporation or limited liability company) in which such Person is a general partner or a joint venturer, unless such Indebtedness is expressly made non-recourse to such Person, (ii) the amount of the Indebtedness shall not include any portion thereof which is secured by cash; provided, however, that for purposes of Section 10.11 hereof, amounts described in clause (ii) shall be deemed to be included as part of the definition of “Indebtedness”. The amount of any net obligation under any Swap Contract on any date shall be deemed to be the Swap Termination Value thereof as of such date. The amount of any Capital Lease or Synthetic Lease Obligation as of any date shall be deemed to be the amount of Attributable Indebtedness in respect thereof as of such date.

“Indemnified Taxes” means Taxes (other than Excluded Taxes), imposed on or with respect to any payment made by or on account of any obligation of any Borrower Party under any Loan Document.

“Indemnitee” is defined in Section 13.06(b) hereof.

“Information” is defined in Section 13.20 hereof.

“Initial Borrower” is defined in the preamble to this Credit Agreement.

“Initial Included Investor” means Platinum Falcon B 2018 RSC Limited.

“Interest Option” means, at the Borrowers’ option, each of the Term SOFR Rate and the Alternate Base Rate.

“Interest Payment Date” means, (a) with respect to any Term SOFR Loan, the date of the expiry of each Interest Period applicable thereto (or if such day is not a Business Day, on the next succeeding Business Day); and (b) with respect to any Alternate Base Rate Loan, the first Business Day of each calendar month.

“Interest Period” means, (a) with respect to any Alternate Base Rate Loan, (i) initially the period commencing on (and including) the date of the initial purchase or funding of such Loan and ending on (and including) the first Business Day of the following calendar month and (ii) thereafter, each period commencing on (and including) the first Business Day of the succeeding calendar month and ending on (and including) the first Business Day of the following calendar month; (b) with respect to any Term SOFR Loan: (i) initially, the period commencing on (and including) the date of the initial purchase or funding of such Loans, and ending on (but excluding) the first Business Day after the last day of the corresponding date one-month or three-months thereafter, as designated by the applicable Borrower(s) in the applicable Request for Borrowing; and (ii) thereafter, each period commencing on (and including) the first Business Day after the last day of the immediately preceding Interest Period for such Loans, and ending on (but excluding) the first Business Day of the corresponding date one-month or three-months thereafter, as designated by the applicable Borrower(s) in the applicable Request for Borrowing; provided that in the case of any Interest Period for any Loans which commences before the Maturity Date and would otherwise end on a date occurring after the Maturity Date, such Interest Period shall end on (but exclude) such Maturity Date and the duration of each Interest Period which commences on or after the Maturity Date shall be of such duration as shall be selected by the Administrative Agent.

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“Internal Revenue Code” means the United States Internal Revenue Code of 1986, as amended.

“Investment Adviser” means Jefferies Credit Management LLC, a Delaware limited liability company.

“Investment Adviser Agreement” has the meaning given to that term in the definition of Governing Agreements.

“Investment Adviser Side Letter” means that certain New York law governed letter agreement to be entered into by the Investment Adviser, with respect to its rights to issue Capital Calls on behalf of the Initial Borrower.

“Investment Company Act” means the U.S. Investment Company Act of 1940, as amended and the rules and regulations of the SEC thereunder, as modified or interpreted by orders of the SEC, or other interpretative releases or letters issued by the SEC or its staff, all as from time to time in effect, or any successor law, rules or regulations, and any reference to any statutory or regulatory provision shall be deemed to be a reference to any successor statutory or regulatory provision.

“Investment Exclusion Event” shall mean the exclusion or excuse of any Investor from funding any portion of its Capital Commitment in accordance with, and as contractually required by, the Governing Agreements and/or any Side Letter related to any Governing Agreement.

“Investment”or “Investments” means any “Portfolio Investment” as defined in the LLCA of the Initial Borrower.

“Investor” means (a) with respect to the Initial Borrower, any holder of an Investor Interest, and (b) with respect to any Additional Borrower, the holder of an Investor Interest in any such Additional Borrower.

“Investor Interest” of any Investor means the shareholding, the subscription, the limited or general investor interest, limited partner interest, membership or other ownership interest (as applicable) of such Investor in any Loan Party under the applicable Governing Agreement.

“Investor Letter” means a written acknowledgment by an Investor of its obligations under the applicable Governing Agreements, executed by an Investor in favor of the Administrative Agent in a form and substance reasonably satisfactory to the Administrative Agent (in its sole discretion).

“IRS” means the United States Internal Revenue Service.

“Joinder Agreement” means each Borrower Joinder Agreement and each Lender Joinder Agreement, and, together, the “Joinder Agreements”.

“Judgment Currency” has the meaning given to that term in Section 13.07(b)

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“KYC Compliance” means satisfaction of all requests for information from the Lenders for “know-your-customer” and other anti-terrorism, anti-money laundering and similar rules and regulations and related policies and who would not result in any Lender being non-compliant with any such rules and regulations and related policies were such Person to enter into a banking relationship with such Lender, including any information required to be obtained by a Lender pursuant to the Beneficial Ownership Regulation.

“Legal Reservations” means Debtor Relief Laws and general principles of equity, regardless of whether considered in a proceeding in equity or at law.

“Lender” means each lending institution listed on the signature pages hereof, each lending institution that becomes a Lender hereunder pursuant to Section 13.02 hereof, by execution of a Lender Joinder Agreement, or otherwise, and “Lenders” means more than one Lender.

“Lender Commitment” means, for each Lender, the amount set forth on Schedule 1.01 or on its respective Lender Joinder Agreement or on its respective Assignment and Assumption Agreement, as the same may be reduced from time to time, pursuant to Section 3.06 hereof, or by further assignment by such Lender pursuant to Section 13.14(b) hereof.

“Lender Joinder Agreement” means, with respect to any additional Lender, a joinder agreement substantially in the form of Exhibit J-2.

“Lender Party” has the meaning provided in Section 12.01(a).

“Lending Office” means, as to any Lender, the office or offices of such Lender (or an affiliate of such Lender) described as such in such Lender’s Administrative Questionnaire delivered to the Administrative Agent, or such other office or offices as a Lender may from time to time notify the Borrowers and the Administrative Agent.

“Lien” means any lien, mortgage, assignment, assignment by way of security, charge, security interest, Tax lien, pledge, encumbrance, or conditional sale or title retention arrangement, or any other interest in property designed to secure the repayment of indebtedness, whether arising by agreement or under common law, any statute or other law, contract, or otherwise.

“LLCA” has the meaning given to that term in the definition of Governing Agreements.

“Loan” means an extension of credit by a Lender to any Borrower Party hereunder in the form of an Alternate Base Rate Loan or a Term SOFR Loan, and “Loans” means the plural thereof.

“Loan Documents” means this Credit Agreement, the Notes (including any renewals, extensions, re-issuances and re-fundings thereof), each Borrowing Base Certificate, each of the Collateral Documents, each Assignment and Assumption Agreement, each Qualified Borrower Note, each Borrower Guaranty, each Fee Letter, each Joinder Agreement and such other agreements and documents evidencing any part or all of the Obligations, and any amendments or supplements thereto or modifications thereof, executed or delivered pursuant to the terms of this

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Credit Agreement or any of the other Loan Documents and any additional documents delivered in connection with any such amendment, supplement or modification.

“Loan Notice” means, as the case may be, a notice of: (a) a Borrowing; (b) a conversion of Loans from one Type of Loan to the other; or (c) a continuation of Term SOFR Loans, pursuant to Section 2.03(a), which, if in writing, shall be substantially in the form of Exhibit C.

“Loan Party” means each Borrower Party and each Managing Entity.

“Managing Entity” means with respect to any Additional Borrower that becomes party to this Credit Agreement and that executes Loan Documents pursuant to this Credit Agreement from time to time, the general partner, manager, managing member, managing company, or similar fiduciary of such Person or any successor entity as may be permitted pursuant to Section 10.12 hereunder. “Managing Entities” means any Managing Entity as the context so requires.

“Mandatory Prepayment” shall have the meaning assigned to such term in Section 2.01(d) hereof.

“Margin Stock” shall have the meaning assigned to such term in Regulation U.

“Material Adverse Effect” means any circumstances or events which: (i) have a material adverse effect upon the legality, validity, binding effect or enforceability of any of the Loan Documents against the Loan Parties, taken as a whole; (ii) have a material adverse effect upon the Administrative Agent’s or the Secured Parties’ rights and remedies under any of the Loan Documents, taken as a whole; (iii) materially impairs the ability of the Loan Parties, taken as a whole, to perform their obligations under any of the Loan Document or any of the Governing Agreements, its Investor Letter (if any) or Credit Link Document; or (iv) has a material adverse effect upon the operations, business, properties, liabilities (actual or contingent), financial or otherwise of the Loan Parties and their Subsidiaries, taken as a whole.

“Material Amendment” is defined in Section 10.06 hereof.

“Maturity Date” means the earliest of: (a) the Stated Maturity Date; (b) the date upon which the Administrative Agent declares the Obligations due and payable after the occurrence and during the continuance of an Event of Default; (c) the date of the occurrence of an Event of Default pursuant to Section 11.01(g) or Section 11.01(h); and (d) the date upon which the Borrowers terminate all of the Commitments pursuant to Section 3.06 hereof or otherwise and, in each case, if such day is not a Business Day, on the next succeeding Business Day.

“Maximum Commitment” means an amount equal to $75,000,000, as may be reduced pursuant to Section 3.06 or increased from time to time by the Borrower Parties pursuant to Section 2.18.

“Maximum Rate” means, on any day, the highest rate of interest (if any) permitted by Applicable Law on such day.

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“Moody’s” means Moody’s Investors Service, Inc. and any successor thereto.

“Non-Consenting Lender” means any Lender that does not approve any consent, waiver, amendment, modification or termination that (i) requires the approval of all Lenders or all affected Lenders in accordance with the terms of Section 13.01 and (ii) has been approved by at least (x) at any time that any Lender Commitments are effective and any Principal Obligation is outstanding or at any time that the Lender Commitments have been terminated, Lenders (other than Defaulting Lenders) owed an aggregate Pro Rata Share of more than 50% of the Principal Obligation outstanding and payable to all Lenders (other than Defaulting Lenders) at such time or (y) at any time any Lender Commitments remain effective but there is no Principal Obligation outstanding, Lenders (other than Defaulting Lenders) holding an aggregate Pro Rata Share of more than 50% of the aggregate Lender Commitments of all Lenders (other than Defaulting Lenders).

“Non-Rated Included Investor” means any Investor that does not, or whose Credit Provider, Sponsor, or Responsible Party does not meet the Applicable Requirement and is approved by the Administrative Agent and all Lenders as an Included Investor.

“Notes” means the promissory notes provided for in Section 3.01 hereof, and all promissory notes delivered in substitution or exchange therefor, as such notes may be amended, restated, reissued, extended or modified, and shall include, without limitation, the Qualified Borrower Notes; and “Note” means any one of the Notes.

“Obligations” means in relation to a Borrower Party, all present and future indebtedness, obligations, and liabilities of such Borrower Party to the Lenders, and all renewals and extensions thereof, or any part thereof (including, without limitation, Loans), or any part thereof, arising pursuant to this Credit Agreement (including, without limitation, the indemnity provisions hereof) or represented by the Notes, and all interest accruing thereon, and reasonable attorneys’ fees incurred in the enforcement or collection thereof, regardless of whether such indebtedness, obligations, and liabilities are direct, indirect, fixed, contingent, joint, several, or joint and several; together with all indebtedness, obligations, and liabilities of such Borrower Party to the Lenders evidenced or arising pursuant to any of the other Loan Documents, and all renewals and extensions thereof, or any part thereof.

“OFAC” means the U.S. Department of the Treasury’s Office of Foreign Asset Control.

“OFAC Regulations” means the regulations promulgated by OFAC, as amended.

“Operating Company” means an “operating company” within the meaning of the Plan Asset Regulation.

“Operating Company Opinion” means a written opinion of counsel to the Borrowers as to the effect that the Borrowers should qualify as an Operating Company.

“Other Connection Taxes” means, with respect to the Administrative Agent, any Lender or any other recipient of any payment to be made by or on account of any obligation of any Borrower hereunder, Taxes imposed as a result of a present or former connection between such Lender and the jurisdiction imposing such Tax (other than connections arising solely from such

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Lender or other recipient having executed, delivered, become a party to, performed its obligations under, received payments under, received or perfected a security interest under, engaged in any other transaction pursuant to or enforced any Loan Document, or sold or assigned an interest in any Loan or Loan Document).

“Other Taxes” means all present or future stamp, court or documentary, intangible, recording, filing or similar Taxes arising from any payment made hereunder or under any other Loan Document or from the execution, delivery, performance, enforcement or registration of, from the receipt or perfection of a security interest under, or otherwise with respect to, this Credit Agreement or any other Loan Document, except any such Taxes that are Other Connection Taxes imposed with respect to an assignment (other than an assignment made pursuant to Section 13.14).

“Participant” is defined in Section 13.14(e) hereof.

“Participant Register” is defined in Section 13.14(e) hereof.

“Patriot Act” is defined in Section 13.21 hereof.

“Payment Recipient” is defined in Section 12.12 hereof.

“Pending Capital Call” means any Capital Call that has been made upon the Investors and that has not yet been funded by the applicable Investor, but with respect to which such Investor is not in default.

“Periodic Term SOFR Determination Day” is defined in the definition of “Term SOFR.”

“Permitted Liens” means (a) (i) Liens to the Administrative Agent, for the benefit of the Secured Parties, and (ii) Liens of other Loan Parties, which Liens are ultimately in favor of the Administrative Agent, in each case pursuant to the Collateral Documents or as otherwise contemplated by the Loan Documents, (b) Liens of the Depository holding the Collateral Accounts which arise as a matter of law on items in the course of collection or encumbering deposits or other similar Liens (including the right of set-off) and (c) non-consensual Liens, if any, imposed on the property of any Loan Party not yet delinquent or being contested in good faith by appropriate proceedings as long as such Loan Party has set aside on its books adequate reserves with respect thereto in accordance with Generally Accepted Accounting Principles. Any reference in any of the Loan Documents to Liens permitted under this Credit Agreement or under any other Loan Document is not intended to subordinate or postpone, and shall not be interpreted as subordinating or postponing, or as an agreement to subordinate or postpone any Lien created by any of the Loan Documents to any Liens permitted hereunder or under such other Loan Document.

“Permitted RIC Distribution” means distributions to the extent required to allow the Initial Borrower to make sufficient distributions to qualify as a RIC and to otherwise eliminate or minimize federal or state income or excise Taxes payable by the Initial Borrower in or with respect to any taxable year of the Initial Borrower (or any calendar year, as relevant); provided that the amount of any such payments made in or with respect to any such taxable year (or calendar year, as relevant) of the Initial Borrower shall not exceed 115 % of the amounts that the Initial Borrower is required to distribute to: (i) allow the Initial Borrower to satisfy the minimum

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distribution requirements that would be imposed by Section 852(a) of the Internal Revenue Code (or any successor thereto) to maintain its eligibility to be taxed as a regulated investment company for any such taxable year, (ii) reduce to zero for any such taxable year the Initial Borrower’s liability for federal income Taxes imposed on (x) its investment company taxable income pursuant to Section 852(b)(1) of the Internal Revenue Code (or any successor thereto) or (y) its net capital gain pursuant to Section 852(b)(3) of the Internal Revenue Code (or any successor thereto), and (iii) reduce to zero the Initial Borrower’s liability for federal excise taxes for any such calendar year imposed pursuant to Section 4982 of the Internal Revenue Code (or any successor thereto), in the case of each of the foregoing clause (i), (ii) or (iii), calculated assuming that the Initial Borrower had qualified to be taxed as a RIC under the Internal Revenue Code.

“Person” means an individual, sole proprietorship, joint venture, association, trust, estate, business trust, corporation, non-profit corporation, company, exempted company, limited company, exempted limited partnership, protected cell company, protected cell, partnership, sovereign government or agency, instrumentality, or political subdivision thereof, or any similar entity or organization, whether or not having separate legal personhood in its jurisdiction of registration or formation.

“Plan” means: (a) any “employee benefit plan” (as defined in Section 3(3) of ERISA) that is either (i) a single employer plan, or (ii) a multi-employer plan, in each case to which Title IV of ERISA applies. or (b) any retiree medical plan (other than as required by Part 6 of subtitle B of Title I of ERISA).

“Plan Asset Notice” means a notice delivered by a Loan Party to the ERISA Investors with respect to the treatment of any Loan Party’s assets as Plan Assets.

“Plan Asset Opinion” means an opinion of counsel to an ERISA Investor that is delivered to a Loan Party to the effect that there is a reasonable likelihood that the assets of any Borrower constitute Plan Assets.

“Plan Asset Regulation” means 29 C.F.R. §2510.3-101, et seq., as modified by Section 3(42) of ERISA, as amended.

“Plan Assets” means “plan assets” within the meaning of the Plan Asset Regulation.

“Potential Default” means any condition, act, or event which, with the giving of notice or lapse of time or both, would become an Event of Default.

“Prime Rate” means, on any day, the prime rate in effect on or most recently prior to each Interest Payment Date as published in the Money Rate section of the New York Edition of The Wall Street Journal or, if no such rate is published therein, the rate of interest per annum then most recently established by Sumi TRUST as its “prime rate” charged to similarly situated Borrowers. Any such rate is a general reference rate of interest, may not be related to any other rate, and may not be the lowest or best rate actually charged by Sumi TRUST to any customer or a favored rate and may not correspond with future increases or decreases in interest rates charged by other lenders or market rates in general, and Sumi TRUST may make various business or other loans at rates of interest having no relationship to such rate.

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“Principal Obligation” means the aggregate outstanding principal amount of the Loans.

“Pro Rata Share” means, with respect to each Lender, the percentage obtained from the fraction: (a)(i) the numerator of which is the Lender Commitment of such Lender; and (ii) the denominator of which is the aggregate Lender Commitments of all Lenders; or (b) in the event the Lender Commitments of all Lenders have been terminated: (i) the numerator of which is the sum of the Principal Obligations (or, if no Principal Obligations are outstanding, the Obligations) owed to such Lender; and (ii) the denominator of which is the aggregate Principal Obligations (or if no Principal Obligations are outstanding, the Obligations) owed to all of the Lenders; provided that, to the extent there has been any Erroneous Payment Deficiency Assignment pursuant to Section 12.12 of this Credit Agreement, in connection with any payment by any Loan Party or sharing of payments hereunder, the Administrative Agent in its sole discretion may make corresponding adjustments to the Pro Rata Share of any Lender that is the Administrative Agent at the time of such Erroneous Payment Deficiency Assignment and the Lender that is the Payment Recipient with respect to such Erroneous Deficiency Payment Assignment to reflect any imbalances in the percentages of the Principal Obligations owed to and Lender Commitments of the Administrative Agent and such Lender as a result of such Erroneous Deficiency Payment Assignment (including without limitation in connection with any fees paid in accordance with Section 2.11 hereof).

“Property” means any real property, improvements thereon and any leasehold or similar interest in real property which is owned, directly or indirectly, by any Borrower, or secures any investment of any Borrower.

“PTEs” is defined in Section 12.13 hereof.

“QBGuaranty” has the meaning provided in Section 6.01.

“Qualified Borrower” means any entity, which entity may be organized in the United States or outside of the United States, in which a Borrower owns a direct or indirect ownership interest or through which a Borrower will acquire an investment, the indebtedness of which entity can be guaranteed by the Borrowers pursuant to the terms of the Governing Agreements and other Constituent Documents of the Borrowers and which entity has executed a Qualified Borrower Note and in respect of which entity the Borrowers have executed a Borrower Guaranty.

“Qualified Borrower Note” means each promissory note executed and delivered by a Qualified Borrower, in substantially the form of Exhibit O attached hereto, the payment of which is guaranteed by the Borrowers pursuant to a Borrower Guaranty, as any such note may be amended, restated, reissued, extended or otherwise modified from time to time.

“Rated Included Investor” means any Investor that has a Rating (or that has a Credit Provider, Sponsor, or Responsible Party that has a Rating).

“Rating” means, for any Person, its senior unsecured debt rating (or equivalent thereof, such as, but not limited to, a corporate credit rating, issuer rating/insurance financial strength rating (for an insurance company), general obligation rating or credit enhancement

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program rating (for a governmental entity), or revenue bond rating (for an educational institution)) from either of S&P or Moody’s. When applied to any Investor or other entity under this Credit Agreement, if the Rating from S&P and Moody’s is not equivalent (i.e., split-rated), then the lower of the two Ratings shall apply, and if only one Rating is available, that Rating shall apply.

“Reference Time” with respect to any setting of the then-current Benchmark for Dollars means (a) if such Benchmark is a Term SOFR Rate then three (3) Business Days prior to (x) if the date of such setting is a Business Day, such date, or (y) if the date of such setting is not a Business Day, the Business Day immediately preceding such date and (b) otherwise, then the time determined by the Administrative Agent, including in accordance with the Benchmark Replacement Conforming Changes.

“Register” is defined in Section 13.14(d) hereof.

“Regulation T,” “Regulation U,” and “Regulation X” means Regulation T, U, or X, as the case may be, of the Board of Governors of the Federal Reserve System, from time to time in effect, and shall include any successor or other regulation relating to margin requirements, applicable to member banks of the Federal Reserve System.

“Related Parties” means, with respect to any Person, such Person’s Affiliates and the partners, directors, officers, employees, agents and advisors of such Person and of such Person’s Affiliates.

“Release” means any release, spill, emission, leaking, pumping, injection, deposit, disposal, discharge, dispersal, leaching, or migration of Hazardous Materials into the environment, or into or out of any Property, including the movement of any Hazardous Material through or in the air, soil, surface water, groundwater, of any Property.

“Relevant Governmental Body” means the Federal Reserve Board and/or the Federal Reserve Bank of New York, or a committee officially endorsed or convened by the Federal Reserve Board and/or the Federal Reserve Bank of New York or any successor thereto.

“Remedies Reallocation Period” means: (a) any period of time from and after the date that the Obligations have been accelerated pursuant to Section 11.02, (b) any period of time from and after the date that the Administrative Agent or any Lender has exercised any remedy set forth in this Credit Agreement or any other Loan Document against the Collateral, or (c) any period of time commencing from and after the date that insufficient funds are received by and available to the Administrative Agent to fully pay all amounts of principal, interest, fees and any other Obligations then due and payable hereunder and ending on the date that all such amounts then due and payable are satisfied in full.

“Representative” means any delegate, agent, manager, administrator, nominee, attorney, trustee or custodian.

“Request for Borrowing” means, with respect to a Borrowing, conversion or continuation of Loans, a Loan Notice.

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“Required Lenders” means: (a) if there is only one Lender, such Lender; and (b) if there is more than one Lender, (i) at any time that any Lender Commitments are effective and any Principal Obligation is outstanding or at any time that the Lender Commitments have been terminated, then two or more unaffiliated Lenders (other than Defaulting Lenders) owed an aggregate Pro Rata Share of more than 50% of the Principal Obligation outstanding and payable to all Lenders (other than Defaulting Lenders) at such time; or (ii) at any time any Lender Commitments remain effective but there is no Principal Obligation outstanding, two or more unaffiliated Lenders (other than Defaulting Lenders) holding an aggregate Pro Rata Share of more than 50% of the aggregate Lender Commitments of all Lenders (other than Defaulting Lenders).

“Resolution Authority” means an EEA Resolution Authority or, with respect to any UK Financial Institution, a UK Resolution Authority.

“Responsible Officer” means: (a) in the case of a corporation, its president, senior vice president, any vice president, treasurer or authorized signatory, and, in any case where two Responsible Officers are acting on behalf of such corporation, the second such Responsible Officer may be a secretary or assistant secretary; (b) in the case of a limited partnership, the Responsible Officer of the general partner, acting on behalf of such general partner in its capacity as general partner; (c) in the case of a limited liability company, the Responsible Officer of the managing member, acting on behalf of such managing member in its capacity as managing member; (d) in the case of an exempted company, any director, officer or authorized signatory; and with respect to any Person that is an entity, any Person that is an individual that is authorized to sign Borrowing Base Certificates on behalf of such Person that is an entity.

“Responsible Party” means, for any Governmental Plan Investor: (a) if the state under which the Governmental Plan Investor operates is obligated to fund the Governmental Plan Investor and is liable to fund any shortfalls, the state; and (b) otherwise, the Governmental Plan Investor itself.

“Returned Capital” means, for any Investor, any part of any Capital Contribution that is actually redistributed to one or more Investors and added back to such Investor’s Unfunded Commitment; and in each case which amount has been set forth as “Returned Capital” on a certificate of a Loan Party delivered to the Administrative Agent, in the form of Exhibit F attached hereto (“Returned Capital Certificate”); provided that the failure of any Loan Party to deliver such certificate to the Administrative Agent shall not result in a breach of any Loan Document but shall only result in the exclusion of such amount from “Returned Capital.”

“RIC” means a Person that qualifies as a “regulated investment company” within the meaning of Section 851 of the Internal Revenue Code and the Treasury Regulations promulgated thereunder.

“RIC Distribution Notice” means a written notice setting forth the calculation of any Permitted RIC Distribution with respect to the Initial Borrower and certifying that such Initial Borrower remains a “regulated investment company” under Subchapter M of the Internal Revenue Code.

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“S&P” means S&P Global Ratings, a subsidiary of S&P Global Inc., and any successor thereto.

“Sanctioned Country” means, at any time, a country, region or territory which is itself the subject or target of comprehensive Sanctions (at the time of this Credit Agreement the so-called Donetsk People’s Republic, the so-called Luhansk People’s Republic, the Crimea, Zaporizhzhia and Kherson Regions of Ukraine, Cuba, Iran, North Korea and Syria).

“Sanctioned Person” means any Person that is a target of Sanctions, including (a) Persons on any list of targets identified or designated pursuant to any Sanctions; (b) Persons located, organized under the laws of, or resident in a Sanctioned Country; (c) Persons that are a target of or subject to Sanctions due to their ownership or control by any of the foregoing parties (a) through (c) herein; or (d) otherwise a target or subject of Sanctions, including vessels and aircraft that are blocked under any Sanctions program.

“Sanctions” means any and all economic or financial sanctions, sectoral sanctions, and trade embargoes, including but not limited to those imposed, administered or enforced from time to time by (a) the U.S. government, including those administered by the U.S. Department of Treasury’s Office of Foreign Assets Control, the U.S. Department of State, or through any existing or future Executive Order; (b) the United Nations Security Council; (c) the European Union or any European Union member state; (d) His Majesty’s Treasury of the United Kingdom; (e) Japan, including the Ministry of Finance and the Ministry of Economy, Trade and Industry; or (f) any other relevant sanctions authority of any Jurisdiction in which a Loan Party operates.

“Secured Parties” means the Administrative Agent, the Arranger, the Lenders and each Indemnitee.

“Securities Exchange Act” means the Securities Exchange Act of 1934, as amended to the date hereof and from time to time hereafter, and any successor statute.

“Security Agreements” means each Borrower Security Agreement.

“Share Repurchase Program” means the Share Repurchase Program of the Company as described in the Form 10 under the caption “Share Repurchase Program”, as the same may be amended from time to time.

“Side Letter” means any side letter by and between an Investor and a Loan Party that amends any Governing Agreement with respect to such Investor’s obligations thereunder.

“SOFR” means, with respect to any Business Day, a rate per annum equal to the secured overnight financing rate for such Business Day published by the SOFR Administrator on the SOFR Administrator’s Website at approximately 8:00 a.m. (New York City time) on the immediately succeeding Business Day.

“SOFR Administrator” means the Federal Reserve Bank of New York (or a successor administrator of the secured overnight financing rate).

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“SOFR Administrator’s Website”means the website of the Federal Reserve Bank of New York, currently at http://www.newyorkfed.org, or any successor source for the secured overnight financing rate identified as such by the SOFR Administrator from time to time.

“Solvent” means, with respect to any Loan Party, as of any date of determination, that as of such date:

(a) the fair value of the assets of such Loan Party (on a going concern basis) and including, with respect to all Loan Parties, the aggregate Unfunded Commitments, is greater than the total amount of liabilities, including contingent liabilities, of such Loan Party; and

(b) the fair value of the assets of such Loan Party (on a going concern basis) and including, with respect to all Loan Parties, the aggregate Unfunded Commitments, is not less than the amount that will be required to pay the probable liability of the Loan Parties on their debts as they become absolute and matured.

For the purposes of this definition, the amount of contingent liabilities (such as litigation, guarantees, and pension plan liabilities) at any time shall be computed as the amount which, in light of all the facts and circumstances existing at the time, represents the amount which can be reasonably expected to become an actual or matured liability and are determined as contingent liabilities in accordance with applicable federal and state laws governing determinations of insolvency.

“Specified Transfer” means any assignment, conveyance, exchange, sale, set off, transfer or disposition of an Investor’s equity interests of the Initial Borrower and/or Capital Commitment for which such assigning Investor maintains its obligations to make contributions pursuant to a Capital Call with respect to such equity interests and/or Capital Commitment subject to receipt by the Administrative Agent of documentation acceptable to the Administrative Agent (in its sole discretion) evidencing that such assigning Investor maintains its obligations to make contributions pursuant to a Capital Call with respect to such assigned, conveyed, exchanged, sold, set-off, transferred or otherwise disposed of equity interests and/or Capital Commitment.

“Sponsor” of an ERISA Investor means a sponsor as that term is understood under ERISA, specifically, the entity that established the plan and is responsible for the maintenance of the plan and, in the case of a plan that has a sponsor and participating employers, the entity that has the ability to amend or terminate the plan.

“Stated Maturity Date” means March 20, 2026, subject to the Borrowers’ extension of such date under Section 2.19; provided,however, that, if such date is not a Business Day, the Stated Maturity Date shall be the next preceding Business Day.

“Subordinated Claims” means, with respect to Investors and the Loan Parties, all debts and liabilities between or among any two or more of such Persons, whether such debts and liabilities now exist or are hereafter incurred or arise, or whether the obligations of such Person or Persons thereon be direct, contingent, primary, secondary, several, joint and several, or otherwise, and irrespective of whether such debts or liabilities be evidenced by note, contract, open account, or otherwise, and irrespective of the Person or Persons in whose favor such debts or liabilities may,

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at their inception, have been, or may hereafter be created, or the manner in which they have been or may hereafter be acquired by a Loan Party (including, without limitation, by setoff pursuant to the terms of any applicable agreement). Subordinated Claims shall include without limitation all rights and claims of any Loan Party against an Investor under the Governing Agreements, the Subscription Agreements, if any, or any Side Letters.

“Subscription Agreement” means a Subscription Agreement executed by an Investor in connection with the subscription for Investor Interests in a Loan Party.

“Subsequent Investor” is defined in Section 10.06(d) hereof.

“Subsidiary” of a Person means a corporation, exempted company, partnership, exempted limited partnership, joint venture, limited liability company or other business entity of which a majority of the shares of securities or other interests having ordinary voting power for the election of directors or other governing body (other than securities or interests having such power only by reason of the happening of a contingency) are at the time beneficially owned, or the management of which is otherwise controlled, directly, or indirectly through one or more intermediaries, or both, by such Person. Unless otherwise specified, all references herein to a “Subsidiary” or to “Subsidiaries” shall refer to a Subsidiary or Subsidiaries of the Borrowers.

“SuMi TRUST” is defined in the preamble to this Credit Agreement.

“Swap Contract” means: (a) any and all rate swap transactions, basis swaps, credit derivative transactions, forward rate transactions, commodity swaps, commodity options, forward commodity contracts, equity or equity index swaps or options, bond or bond price or bond index swaps or options or forward bond or forward bond price or forward bond index transactions, interest rate options, forward foreign exchange transactions, cap transactions, floor transactions, collar transactions, currency swap transactions, cross-currency rate swap transactions, currency options, spot contracts, or any other similar transactions or any combination of any of the foregoing (including any options to enter into any of the foregoing), whether or not any such transaction is governed by or subject to any master agreement; and (b) any and all transactions of any kind, and the related confirmations, which are subject to the terms and conditions of, or governed by, any form of master agreement published by the International Swaps and Derivatives Association, Inc., any International Foreign Exchange Master Agreement, or any other master agreement, including any such obligations or liabilities under any Master Agreement.

“Swap Obligation” is defined in the definition of “Excluded Swap Obligations”.

“Swap Termination Value” means, in respect of any one or more Swap Contracts, after taking into account the effect of any legally enforceable netting agreement relating to such Swap Contracts: (a) for any date on or after the date such Swap Contracts have been closed out and termination value(s) determined in accordance therewith, such termination value(s); and (b) for any date prior to the date referenced in clause (a), the amount(s) determined as the mark-to-market value(s) for such Swap Contracts, as determined in accordance with such Swap Contracts (which may include a Lender or any Affiliate of a Lender).

“Synthetic Lease Obligation” means the monetary obligation of a Person under: (a) a so-called synthetic, off-balance sheet or tax retention lease; or (b) an agreement for the use

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or possession of property creating obligations that do not appear on the balance sheet of such Person but which, upon the insolvency or bankruptcy of such Person, would be characterized as the indebtedness of such Person (without regard to accounting treatment).

“Taxes” or “Tax” means all present or future taxes, levies, imposts, duties, deductions, withholdings, assessments, fees or other charges imposed by any Governmental Authority, including any interest, additions to tax or penalties applicable thereto.

“Term SOFR” means the Term SOFR Reference Rate for a tenor comparable to the applicable Interest Period on the day (such day, the “Periodic Term SOFR Determination Day”) that is two (2) U.S. Government Securities Business Days prior to the first day of such Interest Period, as such rate is published by the Term SOFR Administrator; provided, however, that if as of 5:00 p.m. (New York City time) on any Periodic Term SOFR Determination Day the Term SOFR Reference Rate for the applicable tenor has not been published by the Term SOFR Administrator and a Benchmark Replacement Date with respect to the Term SOFR Reference Rate has not occurred, then Term SOFR will be the Term SOFR Reference Rate for such tenor as published by the Term SOFR Administrator on the first preceding U.S. Government Securities Business Day for which such Term SOFR Reference Rate for such tenor was published by the Term SOFR Administrator so long as such first preceding U.S. Government Securities Business Day is not more than three (3) U.S. Government Securities Business Days prior to such Periodic Term SOFR Determination Day, and provided, further, that if Term SOFR determined as provided above (including pursuant to the proviso under clause (a) or clause (b) above) is ever less than zero (0), then Term SOFR will be deemed to be zero (0).

“Term SOFR Administrator” means CME Group Benchmark Administration Limited (CBA) (or a successor administrator of the Term SOFR Reference Rate selected by the Administrative Agent in its reasonable discretion).

“Term SOFR Loan” means a Loan made hereunder with respect to which the interest rate is calculated by reference to the Term SOFR Rate for a particular Interest Period.

“Term SOFR Rate” means, with respect to any Term SOFR Loan for any Interest Period, the rate per annum equal to Term SOFR; provided, that, if the Term SOFR Rate shall be less than zero (0), such rate shall be deemed to be zero (0) for all purposes of this Credit Agreement; provided, further, that to the extent a comparable or successor rate is approved by the Administrative Agent in connection with any rate set forth in this definition, the approved rate shall be applied to the applicable Interest Period in a manner consistent with market practice; provided, further that to the extent such market practice is not administratively feasible for the Administrative Agent, such approved rate shall be applied in a manner as otherwise reasonably determined by the Administrative Agent so long as the Borrowers are not materially prejudiced thereby.

“Term SOFR Reference Rate” means the forward-looking term rate based on SOFR.

“Threshold Amount” means an amount equal to the greater of (a) $15,000,000 and (b) ten percent (10%) of the Uncalled Commitments.

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“Type of Loan” means any type of Loan (i.e., an Alternate Base Rate Loan or Term SOFR Loan).

“U.S. Government Securities Business Day” means any day except for (a) a Saturday, (b) a Sunday or (c) a day on which the Securities Industry and Financial Markets Association recommends that the fixed income departments of its members be closed for the entire day for purposes of trading in United States government securities.

“UCC” means the Uniform Commercial Code.

“UK Financial Institution” means any BRRD Undertaking (as such term is defined under the PRA Rulebook (as amended from time to time) promulgated by the United Kingdom Prudential Regulation Authority) or any person subject to IFPRU 11.6 of the FCA Handbook (as amended from time to time) promulgated by the United Kingdom Financial Conduct Authority, which includes certain credit institutions and investment firms, and certain affiliates of such credit institutions or investment firms.

“UK Resolution Authority” means the Bank of England or any other public administrative authority having responsibility for the resolution of any UK Financial Institution.

“Unadjusted Benchmark Replacement” means the applicable Benchmark Replacement excluding the related Benchmark Replacement Adjustment.

“Uncalled Commitment” means, with respect to any Investor at any time, such Investor’s uncalled Capital Commitment.

“Unfunded Commitment” means, with respect to any Investor at any time, such Investor’s Uncalled Commitment minus the aggregate Capital Contributions made to any such Loan Party by such Investor, as applicable, plus Returned Capital (if any) attributed to such Investor, but “Unfunded Commitment” shall not include that portion of an Investor’s Uncalled Capital Commitment that is, at such time, subject to a Pending Capital Call that will not be used to pay any Obligations; and collectively of all Investors, the “Unfunded Commitments.” For the avoidance of doubt, “Unfunded Commitment” shall include any “Undrawn Commitment” as such term is defined in the Initial Borrower’s applicable Governing Agreement.

“Withdrawal Election” means, with respect to any Investor, its written election to withdraw from the Initial Borrower pursuant to Section 4.4 of the applicable Governing Agreement (or the corresponding section in any applicable Constituent Document).

“Write-Down and Conversion Powers” means, (a) with respect to any EEA Resolution Authority, the write-down and conversion powers of such EEA Resolution Authority from time to time under the Bail-In Legislation for the applicable EEA Member Country, which write-down and conversion powers are described in the EU Bail-In Legislation Schedule, and (b) with respect to the United Kingdom, any powers of the applicable Resolution Authority under the Bail-In Legislation to cancel, reduce, modify or change the form of a liability of any UK Financial Institution or any contract or instrument under which that liability arises, to convert all or part of that liability into shares, securities or obligations of that person or any other person, to provide that any such contract or instrument is to have effect as if a right had been exercised under it or to

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suspend any obligation in respect of that liability or any of the powers under that Bail-In Legislation that are related to or ancillary to any of those powers.

1.02 Other Definitional Provisions. All terms defined in this Credit Agreement shall have the above-defined meanings when used in the Notes or any other Loan Documents or any certificate, report or other document made or delivered pursuant to this Credit Agreement, unless otherwise defined in such other document.

(a) Defined terms used in the singular shall import the plural and vice versa.

(b) The words “hereof,” “herein,” “hereunder,” and similar terms when used in this Credit Agreement shall refer to this Credit Agreement as a whole and not to any particular provisions of this Credit Agreement.

(c) Article, Section, Exhibit and Schedule references are to the Loan Document in which such reference appears.

(d) The term “including” is by way of example and not limitation.

(e) The term “shall” is and will be construed to have the same effect as the word “will”.

(f) The term “documents” includes any and all instruments, documents, agreements, certificates, notices, reports, financial statements and other writings, however evidenced, whether in physical or electronic form.

(g) In the computation of periods of time from a specified date to a later specified date, the word “from” means “from and including;” the words “to” and “until” each mean “to but excluding;” and the word “through” means “to and including.”

(h) Any reference to the knowledge of any Loan Party shall mean the knowledge of any executive officer or trustee of the relevant Loan Party.

(i) Any definition of or reference to any agreement, instrument or other document herein shall be construed as referring to such agreement, instrument or other document as from time to time amended, supplemented or otherwise modified (subject to any restrictions on such amendments, supplements or modifications set forth herein.

(j) Section headings herein and in the other Loan Documents are included for convenience of reference only and shall not affect the interpretation of this Credit Agreement or any other Loan Document.

1.03 Times of Day. Unless otherwise specified in the Loan Documents, time references are to time in New York, New York.

1.04 Administrative Agent’s Liability. The Administrative Agent does not warrant, nor accept responsibility for, nor shall Administrative Agent have any liability with

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respect to the administration, submission or any other matter related to the rates in the definition of “SOFR”, “Term SOFR” or , herein or with respect to any comparable or successor rate thereto.

1.05 Accounting Terms.

(a) Generally. All accounting terms not specifically or completely defined herein shall be construed in conformity with, and all financial data (including financial ratios and other financial calculations) required to be submitted pursuant to this Credit Agreement shall be prepared in conformity with, GAAP applied on a consistent basis, as in effect from time to time, applied in a manner consistent with that used in preparing the audited financial statements of the Borrower, except as otherwise specifically prescribed herein. Except as otherwise expressly set forth herein, notwithstanding the foregoing, for purposes of determining compliance with any covenant (including the computation of any financial covenant) contained herein, Indebtedness of the Loan Parties and their Subsidiaries shall be deemed to be carried at 100% of the outstanding principal amount thereof, and the effects of FASB ASC 825 and FASB ASC 470‑2047 on financial liabilities shall be disregarded. No operating leases shall be treated as Indebtedness nor as a Capital Lease but shall instead continue to be treated as an operating lease, in each case, for purposes of this Credit Agreement, notwithstanding any actual or proposed changes in GAAP and notwithstanding ASC 805 or related accounting principles.

(b) Changes in Generally Accepted Accounting Principles. If at any time any change in GAAP (including the adoption of IFRS) would affect the computation of any financial ratio or requirement set forth in any Loan Document, and either the Borrower Parties or Required Lenders shall so request, Administrative Agent, Lenders and Borrower Parties shall negotiate in good faith to amend such ratio or requirement to preserve the original intent thereof in light of such change in GAAP (subject to the approval of the Required Lenders); provided that, until so amended: (i) such ratio or requirement shall continue to be computed in accordance with GAAP prior to such change therein; and (ii) the Borrower Parties shall provide to Administrative Agent and Lenders financial statements and other documents required under this Credit Agreement or as reasonably requested hereunder setting forth a reconciliation between calculations of such ratio or requirement made before and after giving effect to such change in GAAP.

1.06 Change of Currency. Each provision of this Credit Agreement shall be subject to such reasonable changes of construction as Administrative Agent and the Borrowers may, from time to time, acting reasonably, agree upon in order to reflect a change in currency of any applicable country and any relevant market conventions or practices relating to the change in currency.

1.07 [Reserved].

1.08 Rates. In the event that any then-current Benchmark is no longer available or in certain other circumstances set forth in Section 4.03 hereof, such Section 4.03 provides a mechanism for determining an alternative rate of interest. The Administrative Agent will notify the Borrowers, pursuant to Section 4.03 hereof, of any change to the reference rate upon which the interest rate on Term SOFR Loans and Alternate Base Rate Loans (when determined by reference to clause (iii) of the definition of “Alternate Base Rate”) is based. However, the Administrative Agent does not warrant or accept any responsibility for, and shall not have any liability with respect

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to, (i) the continuation of, administration of, submission of, calculation of or any other matter related to any Benchmark, any component definition thereof or rates referenced in the definition thereof or with respect to any alternative, comparable or successor rate thereto, or replacement rate thereof (including any then-current Benchmark or any Benchmark Replacement), including whether the composition or characteristics of any such alternative, successor or replacement reference rate (including any Benchmark Replacement), as it may or may not be adjusted pursuant to Section 4.03, will be similar to, or produce the same value or economic equivalence of any other Benchmark, or have the same volume or liquidity as did such Benchmark or any other Benchmark prior to its discontinuance or unavailability, or (ii) the effect, implementation or composition of any Benchmark Replacement Conforming Changes. The Administrative Agent and its Affiliates or other related entities may engage in transactions that affect the calculation of a Benchmark, any alternative, successor or replacement rate (including any Benchmark Replacement) or any relevant adjustments thereto and such transactions may be adverse to one or more Loan Parties. The Administrative Agent may select information sources or services in its reasonable discretion to ascertain any Benchmark, any component definition thereof or rates referenced in the definition thereof, in each case pursuant to the terms of this Credit Agreement, and has and shall have no liability to any Loan Party, any Lender or any other person or entity for damages of any kind, including direct or indirect, special, punitive, incidental or consequential damages, costs, losses or expenses (whether in tort, contract or otherwise and whether at law or in equity), for any error or calculation of any such rate (or component thereof) provided by any such information source or service.

1.09 UCC Terms. Terms defined in the UCC in effect on the Closing Date and not otherwise defined herein shall, unless the context otherwise indicates, have the meanings provided by those definitions. Subject to the foregoing, the term “UCC” refers, as of any date of determination, to the UCC then in effect.

2. LOANS.

2.01 The Lender Commitments.

(a) Committed Amount. Subject to the terms and conditions herein set forth, the Lenders agree, during the Availability Period, to extend to the Borrowers a revolving line of credit.

(b) Limitation on Borrowings. Notwithstanding anything to the contrary herein contained, the Lenders shall not be required to advance any Borrowing, conversion or continuation hereunder, if:

(i) after giving effect to such Borrowing, conversion or continuation requested by the Borrowers, the Principal Obligation would exceed the Available Commitment;

(ii) an Event of Default or a Potential Default exists at the time of such Borrowing; or

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(iii) any portion of such Loan(s) shall be used for an investment in violation of Sanctions.

(c) [Reserved].

(d) Mandatory Prepayment.

(i) Borrowing Base Deficit. If, on any day, the Principal Obligation exceeds the Available Commitment (such an event, a “Borrowing Base Deficiency”), including, without limitation, as a result of an Exclusion Event then the Borrowers shall pay on demand (a “Mandatory Prepayment”) such excess to the Administrative Agent, for the benefit of the Lenders, in immediately available funds: (A) promptly on demand (but in no event later than five (5) Business Days after such demand), to the extent such funds are immediately available in any Collateral Account; or (B) within fifteen (15) Business Days of demand to the extent that it is necessary for the Borrowers to issue Capital Call Notices to fund such required payment (and the Borrowers shall issue such Capital Call Notices during such time, and shall pay such excess within two (2) Business Days after the Capital Contributions relating to such Capital Call Notice are received).

(ii) Exchange Listing. On the date falling thirty (30) Business Days prior to the consummation of an Exchange Listing, the Credit Facility will be cancelled and all outstanding Obligations shall become immediately due and payable.

(iii) Change of Control. If, on any day, a Change of Control occurs, then the Borrowers shall pay on demand all outstanding Obligations, for the benefit of the Lenders, in immediately available funds: (A) promptly on demand (but in no event later than five (5) Business Days after such demand), to the extent such funds are immediately available in any Collateral Account; or (B) within fifteen (15) Business Days of demand to the extent that it is necessary for the Borrowers to issue Capital Call Notices to fund such required payment (and the Borrowers shall issue such Capital Call Notices during such time, and shall pay such excess within two (2) Business Days after the Capital Contributions relating to such Capital Call Notice are received).

2.02 Revolving Credit Commitment. Subject to the terms and conditions herein set forth, each Lender severally agrees, on any Business Day during the Availability Period, to make Loans in Dollars to the Borrowers at any time and from time to time in an aggregate principal amount up to such Lender’s Lender Commitment at any such time; provided, however, that, after making any such Loans: (a) such Lender’s Pro Rata Share of the Principal Obligation would not exceed such Lender’s Lender Commitment as of such date and (b) there would not exist a Borrowing Base Deficiency. Subject to the foregoing limitation, the conditions set forth in Section 7 and the other terms and conditions hereof, the Borrowers may borrow, repay without penalty or premium, and re-borrow hereunder, during the Availability Period. Each Borrowing pursuant to this Section 2.02 shall be made ratably by the Lenders in proportion to each Lender’s Pro Rata Share of the Available Commitment. No Lender shall be obligated to fund any Loan if the interest

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rate applicable thereto under Section 2.06(a) hereof would exceed the Maximum Rate in effect with respect to such Loan.

2.03 Borrowings, Conversions and Continuations of Loans.

(a) Request for Borrowing. Each Borrowing and each conversion of Loans from one Type of Loan to the other, and each continuation of Term SOFR Loans shall be made upon the Borrowers’ irrevocable notice to the Administrative Agent, which may be given by email. Each such notice must be received by the Administrative Agent not later than (i) 11:00 a.m. at least (A) two (2) Business Days prior to the requested date of any Borrowing of, conversion of or continuation of, a Term SOFR Loan, and (ii) at least one (1) Business Day prior to the requested date of any Borrowing of or continuation of, an Alternative Base Rate Loan. Each emailed notice by any Borrower pursuant to this Section 2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrowers (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrowers), unless otherwise agreed by the Administrative Agent. Each Loan Notice (whether emailed or written) shall specify: (A) whether the Borrowers are requesting a Borrowing, a conversion of a Loan from one Type of Loan to the other, or a continuation of a Loan; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of the Loan to be borrowed, converted or continued; (D) the Type of Loan to be borrowed or to which existing Loan is to be converted; (E) the Interest Period for any Term SOFR Loan; (F) if the requested Loan is an Alternative Base Rate Loan, whether such Loan shall be converted to a Term SOFR Loan on the date falling one (1) Business Day after repayment of such Alternative Base Rate Loan is due and (G) to which account the proceeds of such Borrowing, conversion or continuation should be directed. If the Borrowers fail to specify a Type of Loan in a Loan Notice, then the applicable Loan shall be made as an Alternate Base Rate Loan. During the existence of a Potential Default or an Event of Default, no Loans may be requested as, converted to or continued as a Term SOFR Loan without the consent of the Required Lenders.

(b) Each Loan Notice submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Section7.02 have been satisfied on and as of the date of the applicable Borrowing, conversion or continuation.

(c) Additional Certification to be Submitted with Request for Borrowing; Consequences of Investment Exclusion Event. Together with each Request for Borrowing, the Borrowers shall deliver a certification: (A) listing the then current Included Investors, Designated Investors and Excluded Investors, and the amount of their respective Unfunded Commitments (after giving immediate effect to the Borrowing in question); (B) confirming that a Borrowing Base Deficiency will not exist after giving immediate effect to the Borrowing in question; and (C) either: (1) listing the Investors which have exercised, or with respect to which there has occurred or would occur, an Investment Exclusion Event with respect to the applicable Request for Borrowing; or (2) stating that no Investment Exclusion Event has occurred or would occur with respect to such Borrowing. To the extent such certification cannot be made, such certification shall be given setting forth in reasonable detail the exceptions thereto.

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(d) Administrative Agent Notification of the Lenders. Following receipt of a Loan Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Pro Rata Share of the applicable Loans, and if no timely notice of a conversion or continuation is provided by the Borrowers, the Administrative Agent shall notify each Lender of the details of any automatic conversion to an Alternate Base Rate Loan or automatic continuation as a Term SOFR Loan, as applicable, as described in Section 2.03(a).

(e) Tranches; Obligation to Fund. Notwithstanding anything to the contrary contained herein, the Borrowers shall not have the right to have more than fifteen (15) Term SOFR Loans in the aggregate outstanding hereunder at any one time during the Availability Period, nor shall any Lender be obligated to fund any Loan if the interest rate applicable thereto under Section 2.06(a) hereof would exceed the Maximum Rate in effect with respect to such Loan.

(f) Continuations and Conversions of Alternative Base Rate Loans and Term SOFR Loans. In the event any Alternative Base Rate Loan is not repaid when due, on the next succeeding Business Day, such Alternative Base Rate Loan shall be immediately converted to a Term SOFR Loan having an Interest Period of one (1) month and shall no longer constitute an Alternative Base Rate Loan. If the Borrowers fail to give timely notice requesting a continuation of a Term SOFR Loan, then such Term SOFR Loan shall be automatically renewed with the same Interest Period, effective as of the last day of the Interest Period then in effect with respect to such Term SOFR Loan. Except as otherwise provided herein, a Term SOFR Loan may be continued or converted to an Alternate Base Rate Loan only on the last day of an Interest Period for such Term SOFR Loan.

2.04 Minimum Loan Amounts. Each Borrowing of, conversion to or continuation of Term SOFR Loans shall be in a principal amount that is an integral multiple of $100,000 and not less than $500,000, and each Borrowing of, conversion to or continuation of Alternate Base Rate Loans shall be in an amount that is an integral multiple of $100,000 and not less than $500,000.

2.05 Funding.

(a) Funding by the Lenders; Presumption by the Administrative Agent. Each Lender shall make the proceeds of its Pro Rata Share of each Borrowing available to the Administrative Agent at the Administrative Agent’s Office for the account of the Borrowers no later than 2:00 p.m. in the case of any Loan on the borrowing date, in each case upon fulfillment of all applicable conditions set forth herein, the Administrative Agent shall promptly deposit such proceeds in immediately available funds in a Borrower’s account specified in the Loan Notice, or, if requested by the Borrowers in the Loan Notice, shall wire transfer such funds as requested. The failure of any Lender to advance the proceeds of its Pro Rata Share of any Borrowing required to be advanced hereunder shall not relieve any other Lender of its obligation to advance the proceeds of its Pro Rata Share of any Borrowing required to be advanced hereunder. Absent contrary written notice from a Lender, the Administrative Agent may assume that each Lender has made its Pro Rata Share of the requested Borrowing available to the Administrative Agent on the applicable borrowing date, and the Administrative Agent may, in reliance upon such assumption (but is not required to), make available to the Borrowers a corresponding amount.

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(b) Failure of Lender to Fund. If a Lender fails to make its Pro Rata Share of any requested Borrowing available to the Administrative Agent on the applicable borrowing date and the Administrative Agent funds any such share of such Borrowing, then the Administrative Agent may recover the applicable amount on demand: (a) from such Lender, together with interest at the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period commencing on the date the amount was made available to the Borrowers by the Administrative Agent and ending on (but excluding) the date the Administrative Agent recovers the amount from such Lender; or (b) if Lender fails to pay its amount upon the Administrative Agent’s demand, then from the Borrowers: (i) promptly on demand, to the extent such funds are available in any Collateral Account and no later than two (2) Business Days; and (ii) otherwise, to the extent that it is necessary for any Borrower to issue Capital Call Notices to fund such required payment, within fifteen (15) Business Days after the Administrative Agent’s demand (but, in any event, the Borrowers shall issue such Capital Call Notices and shall make such payment promptly after the related Capital Contributions are received); together with interest at a rate per annum equal to the rate applicable to the requested Borrowing for the period commencing on the borrowing date and ending on (but excluding) the date the Administrative Agent recovers the amount from the Borrowers. Any payment by the Borrowers shall be without prejudice to any claim the Borrowers may have against a Lender that shall have failed to make such payment to the Administrative Agent.

(c) Obligations of the Lenders Several. The liabilities and obligations of each Lender hereunder shall be several and not joint, and neither the Administrative Agent nor any Lender shall be responsible for the performance by any other Lender of its obligations hereunder. Each Lender hereunder shall be liable to the Borrowers only for the amount of its respective Lender Commitment.

2.06 Interest.

(a) Interest Rate. Subject to the provisions of clause (b) below: (i) each Term SOFR Loan shall bear interest on the outstanding principal amount thereof for each Interest Period at a rate per annum equal to the Term SOFR Rate for such Interest Period plus the Applicable Margin, (ii) with respect to Alternate Base Rate Loans, the Alternate Base Rate in effect from day to day plus the Applicable Margin. At any time, each Loan shall have only one (1) Interest Period and one (1) Interest Option. Notwithstanding anything to the contrary herein or in any other Loan Document, in no event shall the interest rate hereunder exceed the Maximum Rate.

(b) Default Rate. (i) If any amount of principal of the Obligation is not paid when due (without regard to any applicable grace periods), then (in lieu of the interest rate provided in Section 2.06(a) above) such amount shall bear interest at a fluctuating interest rate per annum at all times equal to the Default Rate; (ii) if any amount (other than principal of the Obligation) payable by any Borrower Party under any Loan Document is not paid when due (without regard to any applicable grace periods), whether at stated maturity, by acceleration or otherwise, then upon the request of the Required Lenders (in lieu of the interest rate provided in Section 2.06(a) above), such amount shall thereafter bear interest at a fluctuating interest rate per annum at all times equal to the Alternate Base Rate in effect on such day plus 2%; and (iii) upon the request of Required Lenders, while any Event of Default exists, then (in lieu of the interest rate provided in

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Section 2.06(a) above) the principal amount of the Obligations shall bear interest at a fluctuating interest rate per annum at all times equal to the Default Rate, from the date of the occurrence of such Event of Default until such Event of Default is cured or is waived.

2.07 Determination of Rate. Each change in the rate of interest for any Borrowing consisting of Alternate Base Rate Loans shall become effective, without prior notice to any Loan Party, automatically as of the opening of business of the Administrative Agent on the date of said change. Interest on the unpaid principal balance of (i) each Term SOFR Loan and Alternate Base Rate Loan bearing interest based off SOFR shall be calculated on the basis of the actual days elapsed in a year consisting of three hundred sixty (360) days and (ii) each Alternate Base Rate Loan (other than when the Alternate Base Rate is calculated based off SOFR) shall be calculated on the basis of the actual days elapsed in a year consisting of three hundred sixty-five (365) or three hundred sixty-six (366) days, as the case may be.

2.08 [Reserved].

2.09 Payment of Borrower Guaranties. In consideration of Lenders’ agreement to advance funds to a Qualified Borrower hereunder, and to accept Borrower Guaranties in support thereof, each Borrower hereby authorizes, empowers, and directs Administrative Agent, for the benefit of Lender, to disburse directly to Lenders, with notice to the Borrowers, in immediately available funds, an amount equal to the amount due and owing under any Qualified Borrower Note or Borrower Guaranty, together with all interest, costs, expenses and fees due to Lenders pursuant thereto in the event Administrative Agent shall have not received payment of such Qualified Borrower Note when due. Administrative Agent will promptly notify the Borrowers of any disbursement made to Lenders pursuant to the terms hereof, provided that the failure to give such notice shall not affect the validity of the disbursement. Any such disbursement made by Administrative Agent to Lenders shall be deemed to be a Term SOFR Loan (subject to Section 2.01(d)), and the Borrowers shall be deemed to have given to Administrative Agent, in accordance with the terms and conditions of Section 2.03(a), a Loan Notice with respect thereto. Administrative Agent may conclusively rely on Lenders as to the amount due to Lenders under any Qualified Borrower Note or Borrower Guaranty.

2.10 Use of Proceeds. The proceeds of the Loans shall be used solely for the purposes permitted under each Governing Agreement. Neither the Lenders nor the Administrative Agent shall have any liability, obligation, or responsibility whatsoever with respect to any Borrower Party’s use of the proceeds of the Loans, and neither the Lenders nor the Administrative Agent shall be obligated to determine whether or not any Borrower Party’s use of the proceeds of the Loans are for purposes permitted under any Governing Agreement. Nothing, including, without limitation, any Borrowing, any conversion or continuation thereof, or acceptance of any other document or instrument, shall be construed as a representation or warranty, express or implied, to any party by the Lenders or the Administrative Agent as to whether any investment by any Borrower is permitted by the terms of any Governing Agreement. Each Borrower Party agrees to respond promptly to any reasonable requests for information related to its use of any Borrowing proceeds to the extent required by any Lender in connection with such Lender’s determination of its compliance with Section 23A of the Federal Reserve Act (12 U.S.C. §371c) and Regulation W, (subject in all respects to any applicable confidentiality undertakings with third parties entered into in good faith (and not entered into for the primary purpose of avoiding disclosure hereunder). For

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the avoidance of doubt, it is acknowledged that no Borrower shall have increased costs, collateral requirements or additional fees imposed in connection with any such Lender’s compliance obligations under Section 23A of the Federal Reserve Act and Regulation W, except to the extent that such costs, requirements or fees are a direct result of such Borrower’s breach of this Section 2.10.

2.11 Unused Commitment Fee. The Borrowers shall pay to the Administrative Agent, for the account of each Lender, according to its Pro Rata Share, an unused commitment fee on the daily amount of the Maximum Commitment which was unused (through the extension of Loans) during the immediately preceding calendar quarter, at the rate of thirty basis points (0.30%) per annum on the average daily amount of the unused Lender Commitment during the immediately preceding quarter calculated on the basis of actual days elapsed in a year consisting of 360 days and payable quarterly in arrears on the sixth Business Day following the end of each calendar quarter for the preceding calendar quarter. The Borrowers and the Lenders acknowledge and agree that the unused commitment fees payable hereunder are bona fide unused commitment fees and are intended as reasonable compensation to the Lenders for committing to make funds available to the Borrower Parties as described herein and for no other purposes.

2.12 Administrative Agent Fees. The Borrowers shall pay to Administrative Agent fees in consideration of the arrangement of the Lender Commitments and administration of this Credit Agreement, which fees shall be payable in amounts and on the dates agreed to among the Borrowers and Administrative Agent in a Fee Letter.

2.13 [Reserved].

2.14 Computation of Interest and Fees. All computations of interest for Alternate Base Rate Loans (other than when the Alternate Base Rate is calculated based off SOFR) shall be made on the basis of a year of three hundred sixty-five (365) or three hundred sixty-six (366) days, as the case may be, and actual days elapsed. Each Term SOFR Loan and Alternate Base Rate Loan bearing interest based off SOFR shall be calculated on the basis of a three hundred sixty (360) day year and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the basis of a three hundred sixty-five (365) day year). Interest shall accrue on each Loan from and including the day on which the Loan is made, and shall not accrue on a Loan, or any portion thereof, for the day on which the Loan or such portion is paid, provided that any Loan that is repaid on the same day on which it is made shall, subject to Section 3.04 bear interest for one (1) day.

2.15 [Reserved].

2.16 [Reserved].

2.17 Joinder of Borrowers. An Additional Borrower will become a Borrower hereunder on a several basis, and will thereafter be subject to the terms and conditions contained herein as if it were an original signatory hereto as a Borrower upon (a) delivery of Borrower Joinder Agreement duly executed by all parties thereto, (b) to the extent requested by any Lender, delivery by the Borrowers of one or more Notes, and (c) satisfaction of the conditions precedent with respect to such Additional Borrower described in Sections 7.01(b), (c), (d), (e), (f), (g), (h),

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(i), (j), (k), 7.01(k), (o), 7.01(s) and if applicable, Sections 7.01(p), (q), (r) and (u) hereof (including, without limitation, any documents to satisfy the requirements of KYC Compliance of all the Lenders).

2.18 Increase in the Maximum Commitment.

(a) Request for Increase. Provided there exists no Event of Default or Potential Default, and subject to compliance with the terms of this Section 2.18, with the consent of the Administrative Agent, such consent to be given in its sole and absolute discretion, the Borrower Parties may increase the Maximum Commitment to an amount not exceeding $100,000,000. Such increase may be done in one or more requested increases of $10,000,000 or more, in $5,000,000 increments, or such lesser amount to be determined by the Administrative Agent (each such increase, shall be referred to herein as a “Facility Increase”).

(b) Effective Date. The Administrative Agent shall determine the effective date of any Facility Increase (the “Increase Effective Date”) which (unless otherwise agreed in writing by the Administrative Agent) shall be no less than ten (10) Business Days after receipt of a Facility Increase Request and shall notify the Borrower Parties and the Lenders of the Increase Effective Date.

(c) Conditions to Effectiveness of Increase. The following are conditions precedent to such increase:

(i) the Borrower Parties shall deliver to Administrative Agent a Facility Increase Request and resolutions adopted by the Borrower Parties approving or consenting to such increase, certified by a Responsible Officer of the Borrower Parties that such resolutions are true and correct copies thereof and are in full force and effect; provided that such resolutions may be the resolutions delivered on the Closing Date pursuant to Section 7.01(g);

(ii) on or prior to the proposed date of such Facility Increase, the Borrower Parties shall have paid to the Administrative Agent the Facility Increase Fee;

(iii) if requested by any Lender, the Borrower Parties shall execute replacement Notes payable to the Administrative Agent reflecting the Facility Increase;

(iv) as of the effective date of such increase and immediately after giving effect thereto, the representations and warranties set forth herein and in the other Loan Documents are true and correct in all material respects with the same force and effect as if made on and as of such date (except to the extent of changes in facts or circumstances that have been disclosed to the Administrative Agent in writing and that do not constitute a Potential Default or Event of Default or to the extent that such representations and warranties expressly relate to an earlier or other specific date); provided that if a representation or warranty is qualified as to materiality, with respect to such representation or warranty, the foregoing materiality qualifier shall be disregarded for the purposes of this condition;

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(v) no Potential Default or Event of Default shall have occurred and be continuing on the date on which the Facility Increase Request is delivered or immediately after giving effect to the Facility Increase;

(vi) on the Increase Effective Date, (x) an existing Lender or Lenders shall increase its Lender Commitment to support any Facility Increase, in its sole discretion, and/or (y) an additional Lender or Lenders shall have joined the Credit Facility and, after giving effect thereto, the aggregate Lender Commitments of such increasing and additional Lenders shall be at least equal to the amount of such Facility Increase; and

(vii) the Borrower Parties shall have delivered to the Lenders a new or updated Beneficial Ownership Certification, as applicable, in relation to each Borrower Party that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, if so requested by the Administrative Agent prior to the Increase Effective Date.

For the avoidance of doubt, any Facility Increase will be on the same terms as contained herein with respect to the Credit Facility and no opinion of counsel will be required to be delivered in connection with any Facility Increase. No Lender will be required to commit, nor shall any Lender have any preemptive right, to provide any portion of any Facility Increase.

(d) Reallocation Following Facility Increase. On any Increase Effective Date with respect to any Facility Increase (whether pursuant to a new Lender joining the Credit Facility or an existing Lender increasing its Lender Commitment), the Administrative Agent will reallocate the outstanding Loans hereunder (including any Loans made by any new or increasing Lender pursuant to this Section 2.18) such that, after giving effect thereto, the ratio of each Lender’s (including each new or increasing Lender’s) share of outstanding Loans its share of Lender Commitments is the same as that of each other Lender. For the avoidance of doubt, such reallocation may require the reallocation of Loans from an existing Lender to a new or increasing Lender. In connection with any such reallocation of the outstanding Loans, the (i) Administrative Agent will give advance notice sufficient to comply with the applicable timing period in Section 2.03 to each Lender which is required to fund any amount or receive any partial repayment in connection therewith and (ii) applicable Lender or Lenders will fund such amounts up to their respective shares of the Loans being reallocated and the Administrative Agent shall remit to any applicable Lenders its applicable portion of such funded amount if necessary to give effect to the reallocation of such Loans. In connection with such repayment made with respect to such reallocation (to the extent such repayment is required), the Borrower Parties shall pay (i) all interest due on the amount repaid to the date of repayment on the immediately following Interest Payment Date and (ii) any amounts due pursuant to Section 4.05 as a result of such reallocation occurring on any date other than an Interest Payment Date.

2.19 Extension of Maturity Date. The Borrowers shall have an option to extend the Stated Maturity Date for two (2) additional terms, in each case, not longer than three hundred sixty-four (364) days, subject to satisfaction of the following conditions precedent:

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(a) Consent of Lenders and Administrative Agent. Each of the extending Lenders (subject to the last paragraph of this Section 2.19) and the Administrative Agent consent to the extension in their sole discretion;

(b) Representations and Warranties. As of the effective date of such extension and immediately after giving effect thereto, the representations and warranties set forth herein and in the other Loan Documents are true and correct in all material respects (except for any representation and warranty that is qualified by materiality or reference to Material Adverse Effect, which such representation and warranty shall be true and correct in all respects) with the same force and effect as if made on and as of such date (except to the extent of changes in facts or circumstances that have been disclosed to the Administrative Agent in writing and that do not constitute a Potential Default or Event of Default or to the extent that such representations and warranties expressly relate to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date);

(c) Extension Fee. The Borrowers shall have paid an Extension Fee to the Administrative Agent for the benefit of the extending Lenders consenting to such extension;

(d) No Default. No Potential Default or Event of Default shall have occurred and be continuing on the date on which notice is given in accordance with the following clause (e) or on the initial Stated Maturity Date;

(e) Extension Request. The Borrowers shall have delivered an Extension Request with respect to the Stated Maturity Date to the Administrative Agent not less than thirty (30) days prior to the Stated Maturity Date then in effect (which shall be promptly forwarded by the Administrative Agent to each Lender); and

(f) Beneficial Ownership Certification. The Borrowers shall have delivered to the Lenders a new or updated Beneficial Ownership Certification, as applicable, in relation to each Borrower that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, if so requested by the Administrative Agent prior to the effectiveness of any extension to the Stated Maturity Date.

To the extent any Lender does not consent to extend under this Section 2.19, the Obligations outstanding to such Lender as of the then effective Stated Maturity Date shall be due and payable to such Lender on such date; provided that notwithstanding anything herein to the contrary, (i) the Borrowers shall have the option to reduce the Lender Commitments by the amount of such non-consenting Lender’s Commitment for the proposed extended period (at the time such extension is exercised) or (ii) at the discretion of the Administrative Agent and the Borrowers, such non-extending Lender may be required to assign on the Stated Maturity Date all or part of its Lender Commitment to one or more extending Lenders (or new Lenders) who have consented to increase their Lender Commitments (or join this Credit Agreement pursuant to the terms herein, in the case of a new Lender) and have agreed to such extended Stated Maturity Date. Upon the payment of amounts due under the prior sentence to the non-extending Lender (and, if requested by the Administrative Agent and the Borrowers, such aforementioned assignment or joinder), such non-extending Lender shall cease to be a Lender hereunder.

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3. PAYMENT OF OBLIGATIONS.

3.01 Notes.

(a) The Loans funded by each Lender shall be evidenced by one or more accounts or records maintained by such Lender and by Administrative Agent in the ordinary course of business. The Administrative Agent shall maintain the Register in accordance with Section 13.14(d). The accounts or records maintained by Administrative Agent and each Lender shall be conclusive absent manifest error of the amount of the Borrowings made by the Lenders to the Borrower Parties and the interest and payments thereon. Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower Parties hereunder to pay any amount owing with respect to the Obligations. In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of Administrative Agent in respect of such matters, the accounts and records of Administrative Agent shall control in the absence of manifest error.

(b) Upon the request of any Lender made through Administrative Agent, each Borrower shall execute and deliver to such Lender (through Administrative Agent) a Note, which shall evidence such Lender’s Loans in addition to such accounts or records. Each Lender may attach schedules to its Note and endorse thereon the date, amount and maturity of its Loans and payments with respect thereto. Each Note shall: (a) be in the amount of the applicable Lender’s Lender Commitment; (b) be payable to such Lender at the principal office of the Administrative Agent; (c) bear interest in accordance with Section 2.06 hereof; (d) be in the form of Exhibit B attached hereto (with blanks appropriately completed in conformity herewith); and (e) be made by the Borrowers. The Loans to be made by Lenders to Qualified Borrowers hereunder shall be evidenced by a promissory note of each such Qualified Borrower. Each Qualified Borrower Note shall (a) be in the amount of the Loans to be advanced to such Qualified Borrower; (b) be payable to the Administrative Agent for the account of the Lenders, at the principal office of Administrative Agent; (c) bear interest in accordance with Section 2.06; (d) be in the form of Exhibit O attached hereto (with blanks appropriately completed in conformity herewith); and (e) be duly executed by such Qualified Borrower. Each Borrower agrees, from time to time, upon the request of the Administrative Agent or any affected Lender, to reissue new Notes in accordance with the terms and in the form heretofore provided, to any Lender and any Assignee of such Lender in accordance with Section 13.14 hereof, in renewal of and substitution for the Note previously issued by the Borrowers to the affected Lender.

3.02 Payment of Obligations. The Obligations (other than contingent Obligations for which no demand for payment has been made) outstanding on the Maturity Date, together with all accrued but unpaid interest thereon, shall be due and payable on the Maturity Date.

3.03 Payment of Interest.

(a) Interest. Interest on each Borrowing and any portion thereof shall commence to accrue in accordance with the terms of this Credit Agreement and the other Loan Documents as of the date of the disbursement or wire transfer of such Borrowing by the Administrative Agent, consistent with the provisions of Section 2.06, notwithstanding whether any

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Borrower Party received the benefit of such Borrowing as of such date and even if such Borrowing is held in escrow pursuant to the terms of any escrow arrangement or agreement. When a Borrowing is disbursed by wire transfer pursuant to instructions received from the applicable Borrower or applicable Qualified Borrower, then such Borrowing shall be considered made at the time of the transmission of the wire, in accordance with the Loan Notice, rather than the time of receipt thereof by the receiving bank. With regard to the repayment of the Loans, interest shall continue to accrue on any amount repaid until such time as the repayment has been received in federal or other immediately available funds by the Administrative Agent in the Administrative Agent’s account described in Section 3.04, or any other account of the Administrative Agent which the Administrative Agent designates in writing to the Borrowers.

(b) Interest Payment Dates. Accrued and unpaid interest (i) on the Obligations shall be due and payable in arrears on each Interest Payment Date and on the Maturity Date and (ii) on any obligation of any Borrower Party hereunder on which any Borrower Party is in default shall be due and payable at any time and from time to time following such default upon demand by the Administrative Agent. Interest hereunder shall be due and payable in accordance with the terms hereof before and after judgment, and before and after the commencement of any proceeding under any Debtor Relief Law.

(c) Direct Disbursement. If, at any time, the Administrative Agent shall not have received on the date due, any payment of interest upon the Loans or any fee described herein, the Administrative Agent may direct the disbursement of funds from any Borrower’s Collateral Account to the Lenders, in accordance with the terms hereof, to the extent available therein for payment of any such amount. If, at any such time, the amount available in the Collateral Account is not sufficient for the full payment of such amounts due, the Administrative Agent may, without prior notice to or the consent of any Loan Party, within the limits of the Available Commitment, disburse to the Lenders in immediately available funds an amount equal to the interest or fee due to the Lenders, which disbursement shall be deemed to be an Alternate Base Rate Loan pursuant to Section 2.03 hereof, and the Borrowers shall be deemed to have given to the Lenders in accordance with the terms and conditions of Section 2.03 a Loan Notice with respect thereto.

3.04 Payments of Obligation.

(a) Payments Generally. All payments of principal of, and interest on, the Obligations under this Credit Agreement by any Borrower Party to or for the account of the Lenders, or any of them, shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff by any Loan Party. Except as otherwise expressly provided herein, all payments by the Borrower Parties hereunder shall be made to the Administrative Agent, for the account of the respective Lenders to which such payment is owed, at the Administrative Agent’s Office in Dollars and in immediately available funds not later than 1:00 p.m. on the date specified herein. Without limiting the generality of the foregoing, Administrative Agent may require that any payments due under this Credit Agreement be made in the United States. Funds received by Administrative Agent after 1:00 p.m. shall be treated for all purposes as having been received by the Administrative Agent on the first (1st) Business Day following receipt of such funds and any applicable interest or fees shall continue to accrue. Each Lender shall be entitled to receive its Pro Rata Share (or other applicable share as provided herein) of each payment received by the Administrative Agent hereunder for the account of the Lenders on the Obligations. Each payment

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received by the Administrative Agent hereunder for the account of a Lender shall be promptly distributed by the Administrative Agent to such Lender. If any payment to be made by any Borrower Party shall come due on a day other than a Business Day, payment shall be made on the next following Business Day, and such extension of time shall be reflected in computing interest or fees, as the case may be. All payments made on the Obligations shall be credited, to the extent of the amount thereof as follows:

(i) during a Remedies Reallocation Period, all payments received on account of the Obligations and all net proceeds from the enforcement of the Obligations shall be applied by the Administrative Agent: (1)first, against all costs, expenses and other fees (including attorneys’ fees) arising under the terms hereof in accordance with the applicable Pro Rata Shares of any such costs, expenses and other fees; (2)second, against the amount of interest accrued and unpaid on the Obligations as of the date of such payment in accordance with the applicable Pro Rata Shares of such interest; (3)third, against all principal due and owing on the Obligations as of the date of such payment in accordance with the applicable Pro Rata Shares of such principal; and (4)fourth, to all other amounts constituting any portion of the Obligations in accordance with the applicable Pro Rata Shares of such other amounts; and

(ii) in any circumstance not covered by the foregoing Section 3.04(a)(i), all payments received on account of the Obligations shall be applied by the Administrative Agent in the manner directed by the Borrowers (including without limitation to be credited to specific Loans).

(b) Payments by the Borrower Parties; Presumptions by the Administrative Agent. Unless the Administrative Agent shall have received notice from the Borrowers prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders that a Borrower Party will not make such payment, the Administrative Agent may assume that such Borrower Party has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Lenders, the amount due. In such event, if a Borrower Party has not in fact made such payment, then each of the Lenders, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender, in immediately available funds with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation.

A notice from Administrative Agent to any Lender or any Borrower Party with respect to any amount owing under this subsection (b) shall be conclusive, absent manifest error.

3.05 Voluntary Prepayments. The Borrower Parties may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Loans in whole or in part without premium or penalty; provided that: (a) such notice must be received by the Administrative Agent not later than: 11:00 a.m. at least (i) two (2) Business Days prior to the requested date of any prepayment of a Term SOFR Loan and (ii) at least one (1) Business Day prior to the requested date of any prepayment of an Alternative Base Rate Loan; (b) any

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prepayment of Term SOFR Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof; (c) any prepayment of Alternate Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (d) the Borrowers shall reimburse the Administrative Agent and any of the Lenders for all costs and expenses incurred, including, without limitation, any breakage costs associated with such prepayment. Each such notice shall specify the date (which shall be a Business Day) and amount of such prepayment and the Type(s) of Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share of such prepayment. If such notice is given by the Borrowers, the Borrowers shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Term SOFR Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05 hereof. Each such prepayment shall be applied to the relevant Obligations held by each Lender in accordance with its respective Pro Rata Share.

3.06 Reduction or Early Termination of Lender Commitments. So long as no Request for Borrowing is outstanding, the Borrowers may terminate the Lender Commitments, or permanently reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction three (3) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrowers in such notice): (i)(x) in the case of complete termination of the Lender Commitments, upon prepayment of all of the outstanding Obligations, including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.05; or (y) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligation exceeds the reduced Available Commitment, including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.05; provided, however, that after giving effect to any such reduction of the Maximum Commitment, no Lender’s Pro Rata Share of the outstanding Principal Obligation shall exceeds such Lender’s Lender Commitment. Notwithstanding the foregoing: (A) any reduction of the Maximum Commitment shall be in an amount equal to or greater than $5,000,000; and (B) in no event shall a reduction by the Borrowers reduce the Maximum Commitment to $25,000,000 or less (except for a termination of all the Lender Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the Maximum Commitment shall be permanent and shall reduce the Lender Commitments of the Lenders on a pro rata basis.

3.07 Lending Office. Each Lender may: (a) designate its principal office or a branch, subsidiary or Affiliate of such Lender as its Lending Office (and the office to whose accounts payments are to be credited) for any Term SOFR Loan; (b) designate its principal office or a branch, subsidiary or Affiliate as its Lending Office (and the office to whose accounts payments are to be credited) for any Alternate Base Rate Loan; and (c) change its Lending Office from time to time by notice to the Administrative Agent and the Borrowers. In such event, such Lender shall continue to hold the Notes, if any, evidencing its loans for the benefit and account of such branch, subsidiary or Affiliate. Each Lender shall be entitled to fund all or any portion of its Lender Commitment in any manner it deems appropriate, consistent with the provisions of Section 2.05, but for the purposes of this Credit Agreement such Lender shall, regardless of such Lender’s

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actual means of funding, be deemed to have funded its Lender Commitment in accordance with the Interest Option selected from time to time by the Borrowers for such Borrowing period.

3.08 Several Liability. Notwithstanding anything to the contrary contained herein, each of the Borrowers (including the Qualified Borrowers) and the Administrative Agent, on behalf of the Lenders, hereby agrees that each Borrower is severally (and not jointly) liable with respect to its obligations hereunder. Notwithstanding any other provision of this Credit Agreement, in no event will any Borrower be liable for any of the Obligations of any other Borrower under the Loan Documents or for any other failure to comply with this Credit Agreement or the other Loan Documents.

4. CHANGE IN CIRCUMSTANCES.

4.01 Taxes. Defined Terms. For purposes of this Section 4.01, the term “Applicable Law” includes FATCA.

(a) Payments Free of Taxes. Any and all payments by or on account of any obligation of any Borrower Party hereunder or under any other Loan Document shall be made free and clear of and without deduction or withholding for any Indemnified Taxes or Other Taxes, except as shall be required by applicable law, provided that if any Borrower Party or the Administrative Agent shall be required by applicable law (as determined in the good faith discretion of the Borrower Parties) to deduct or withhold any Indemnified Taxes (or any Other Taxes) from such payments, then: (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section 4.01) the Administrative Agent or Lender, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made; (ii) the Borrower Parties or the Administrative Agent, as applicable, shall be entitled to make any deductions or withholding of any Tax; and (iii) the Borrower Parties or the Administrative Agent, as applicable, shall timely pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.

(b) Payment of Other Taxes by the Borrower Parties. Without limiting the provisions of subsection (a) above, Borrower Parties shall timely pay any Other Taxes to the relevant Governmental Authority in accordance with applicable law.

(c) Indemnification by the Borrower Parties. Each Borrower Party will indemnify the Administrative Agent and each Lender within fifteen (15) days after demand therefor, for the full amount of any Indemnified Taxes or Other Taxes (including Indemnified Taxes or Other Taxes imposed or asserted on or attributable to amounts payable under this Section 4.01) paid by the Administrative Agent or such Lender, as the case may be, and reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes or Other Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to the Borrower Parties by a Lender (with a copy to the Administrative Agent), or by the Administrative Agent on its own behalf or on behalf of a Lender, shall be conclusive absent manifest error.

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(d) Evidence of Payments. As soon as practicable after any payment of Indemnified Taxes or Other Taxes by any Borrower Party to a Governmental Authority, the Borrower Parties shall deliver to the Administrative Agent the original or a certified copy of a receipt issued by such Governmental Authority evidencing such payment, a copy of the return reporting such payment or other evidence of such payment reasonably satisfactory to the Administrative Agent.

(e) Status of the Lenders. Any Lender that is entitled to an exemption from or reduction of withholding Tax with respect to payments made hereunder or under any other Loan Document shall deliver to the Borrower Parties and the Administrative Agent, at the time or times reasonably requested by the Borrower Parties or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower Parties as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if reasonably requested by the Borrower Parties or the Administrative Agent, shall deliver such other documentation prescribed by applicable law or reasonably requested by the Borrower Parties or the Administrative Agent as will enable the Borrower Parties or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding two sentences, the completion, execution and submission of such documentation (other than such documentation set forth in Section 4.01(f)(i), (f)(ii)(A), (f)(ii)(B), (f)(ii)(C) and (f)(ii)(D) below) shall not be required if in the Lender’s reasonable judgment such completion, execution or submission would subject such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

(f) U.S. Tax Forms. Without limiting the generality of the foregoing,

(i) any Lender that is a “United States person” as defined in Section 7701(a)(30) of the Internal Revenue Code shall deliver to the Borrower Parties and the Administrative Agent on or prior to the date on which such Lender becomes a Lender under this Credit Agreement (and from time to time thereafter upon the reasonable request of the Borrower Parties or the Administrative Agent), executed copies of IRS Form W-9 certifying that such Lender is exempt from U.S. federal backup withholding Tax;

(ii) any Foreign Lender shall deliver to the Borrower Parties and the Administrative Agent (in such number of copies as shall be requested by the recipient) on or prior to the date on which such Foreign Lender becomes a Lender under this Credit Agreement (and from time to time thereafter upon the request of the Borrower Parties or the Administrative Agent, but to the extent such Foreign Lender is legally entitled to do so), whichever of the following is applicable:

(A) in the case of a Foreign Lender claiming the benefits of an income tax treaty to which the United States is a party (x) with respect to payments of interest under any Loan Document, executed copies of IRS Form W-8BEN or IRS Form W-8BEN-E establishing an exemption from, or reduction of, U.S. federal withholding Tax pursuant to the “interest” article of such tax treaty and (y) with respect to any other applicable payments under any Loan Document, IRS Form

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W-8BEN or IRS Form W-8BEN-E establishing an exemption from, or reduction of, U.S. federal withholding Tax pursuant to the “business profits” or “other income” article of such tax treaty;

(B) duly completed copies of IRS Form W‑8ECI;

(C) in the case of a Foreign Lender claiming the benefits of exemption for portfolio interest under Section 881(c) of the Internal Revenue Code, (x) a certificate substantially in the form of Exhibit E to the effect that such Foreign Lender is not (1) a “bank” within the meaning of Section 881(c)(3)(A) of the Internal Revenue Code, (2) a “10 percent shareholder” of the Borrower Parties within the meaning of Section 881(c)(3)(B) of the Internal Revenue Code, or (3) a “controlled foreign corporation” described in Section 881(c)(3)(C) of the Internal Revenue Code; and (y) properly completed and executed copies of IRS Form W-8BEN or IRS Form W-8BEN-E (or a successor form), as applicable; or

(D) to the extent a Foreign Lender is not the beneficial owner, properly completed and executed copies of IRS Form W-8IMY, accompanied by IRS Form W-8ECI, IRS Form W-8BEN, IRS Form W-8BEN-E, a certificate described in Section 4.01(f)(ii)(C), IRS Form W-9 (or a successor form), and/or other certification documents from each beneficial owner, as applicable; provided that if the Foreign Lender is a partnership and one or more direct or indirect partners of such Foreign Lender are claiming the portfolio interest exemption, such Foreign Lender may provide the certificate described in Section 4.01(f)(ii)(C) on behalf of each such direct and indirect partner; or

(E) any other form prescribed by applicable law as a basis for claiming exemption from or a reduction in U.S. federal withholding Tax duly completed together with such supplementary documentation as may be prescribed by applicable law to permit the Borrower Parties or the Administrative Agent, as applicable, to determine the withholding or deduction required to be made.

(iii) any Foreign Lender shall, to the extent it is legally entitled to do so, deliver to the Borrower Parties and the Administrative Agent (in such number of copies as shall be requested by the recipient) on or prior to the date on which such Foreign Lender becomes a Lender under this Credit Agreement (and from time to time thereafter upon the reasonable request of the Borrower Parties or the Administrative Agent), executed copies of any other form prescribed by applicable law as a basis for claiming exemption from or a reduction in U.S. federal withholding Tax, duly completed, together with such supplementary documentation as may be prescribed by applicable law to permit the Borrower Parties or the Administrative Agent to determine the withholding or deduction required to be made; and

(iv) if a payment made to a Lender under any Loan Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements of FATCA (including those contained in Section 1471(b) or 1472(b) of the Internal Revenue Code, as

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applicable), such Lender shall deliver to the Borrower Parties and the Administrative Agent at the time or times prescribed by law and at such time or times reasonably requested by the Borrower Parties or the Administrative Agent such documentation prescribed by applicable law (including as prescribed by Section 1471(b)(3)(C)(i) of the Internal Revenue Code) and such additional documentation reasonably requested by the Borrower Parties or the Administrative Agent as may be necessary for the Borrower Parties and the Administrative Agent to comply with their obligations under FATCA and to determine that such Lender has complied with such Lender’s obligations under FATCA or to determine the amount to deduct and withhold from such payment. Solely for purposes of this clause (D), “FATCA” shall include any amendments made to FATCA after the date of this Credit Agreement.

Each Lender agrees that if any form or certification it previously delivered expires or becomes obsolete or inaccurate in any respect, it shall update such form or certification, provide such successor form, or promptly notify the Borrower Parties and the Administrative Agent in writing of its legal inability to do so.

(g) Treatment of Certain Refunds. Unless required by Applicable Law, at no time shall Administrative Agent have any obligation to file for or otherwise pursue on behalf of a Lender or have any obligation to pay to any Lender, any refund of Taxes withheld or deducted from funds paid for the account of such Lender. If the Administrative Agent or any Lender determines, in its sole discretion, that it has received a refund of any Taxes as to which it has been indemnified by the Borrower Parties or with respect to which any Borrower Party has paid additional amounts pursuant to this Section, it shall pay to the Borrower Parties an amount equal to such refund (but only to the extent of indemnity payments made, or additional amounts paid, by the Borrower Parties under this Section with respect to the Taxes giving rise to such refund), net of all out-of-pocket expenses of the Administrative Agent or such Lender, as the case may be, and without interest (other than any interest paid by the relevant Governmental Authority with respect to such refund); provided that each Borrower Party, upon the request of the Administrative Agent or such Lender, agrees to repay the amount paid over to such Borrower Party (plus any penalties, interest or other charges imposed by the relevant Governmental Authority) to the Administrative Agent or to such Lender in the event the Administrative Agent or such Lender is required to repay such refund to such Governmental Authority. Notwithstanding anything to the contrary in this paragraph (g), in no event will the Administrative Agent or any Lender be required to pay any amount to any Borrower Party pursuant to this Section 4.01(g) the payment of which would place the Administrative Agent or such Lender in a less favorable net after-Tax position than the Administrative Agent or such Lender would have been in if the Tax subject to indemnification and giving rise to such refund had not been deducted, withheld or otherwise imposed and the indemnification payments or additional amounts with respect to such Tax had never been paid. This subsection shall not be construed to require the Administrative Agent or any Lender to make available its tax returns (or any other information relating to its Taxes that it deems confidential) to any Loan Party or any other Person.

(h) Indemnification by the Lenders. Each Lender shall severally indemnify the Administrative Agent, within ten (10) days after demand therefor, for (i) any Indemnified Taxes attributable to such Lender (but only to the extent that a Borrower Party has not already indemnified the Administrative Agent for such Indemnified Taxes and without limiting or

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expanding the obligation of any Borrower Party to do so), (ii) any Taxes attributable to such Lender’s failure to comply with the provisions of Section 13.12(e) relating to the maintenance of a Participant Register and (iii) any Excluded Taxes attributable to such Lender, in each case, that are payable or paid by the Administrative Agent in connection with any Loan Document, and any reasonable expenses arising therefrom or with respect thereto, whether or not such Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to any Lender by the Administrative Agent shall be conclusive absent manifest error. Each Lender hereby authorizes the Administrative Agent to set off and apply any and all amounts at any time owing to such Lender under any Loan Document or otherwise payable by the Administrative Agent to the Lender from any other source against any amount due to the Administrative Agent under this Section 4.01(h).

(i) Survival. Each party’s obligations under this Section 4.01 shall survive the resignation or replacement of the Administrative Agent or any assignment of rights by, or the replacement of, a Lender, the termination of the Lender Commitments and the repayment, satisfaction or discharge of all obligations under any Loan Document.

4.02 Illegality. If any Lender reasonably determines that any Change in Law has made it unlawful, or that any Governmental Authority having jurisdiction over such Lender has asserted that it is unlawful, for any Lender or its applicable Lending Office to make, maintain or fund Term SOFR Loans for any Available Tenor (collectively, the “Affected Loans”), or to determine or charge interest rates based upon the then-current Benchmark, or any Governmental Authority has imposed material restrictions on the authority of such Lender to purchase or sell, or to take deposits of Dollars then, on notice thereof by such Lender to the Borrowers through the Administrative Agent, any obligation of such Lender to make Term SOFR Loans or convert Alternate Base Rate Loans to Term SOFR Loans will be suspended until such Lender notifies Administrative Agent and the Borrowers that the circumstances giving rise to such determination no longer exist. Until the time of such notice by such Lender in the case of the foregoing, upon demand from any Lender (with a copy to the Administrative Agent), (x) any outstanding Term SOFR Loan shall be converted to Alternate Base Rate Loans on the last day of the then-current Interest Period, if all affected Lenders may lawfully continue to maintain such Loans and Obligations to such day, or immediately, if any Lender may not lawfully continue to maintain such Loans or Obligations to such day, and (y) upon receipt of such notice, the Borrowers may revoke any outstanding Requests for Borrowing of Term SOFR Loans or, failing that, the Borrowers will be deemed to have converted any such requests into a Request for Borrowing of or conversion to Alternate Base Rate Loans in the amount specified therein. Each Lender agrees to designate a different Lending Office if such designation will avoid the need for such notice and will not, in the good faith judgment of such Lender, otherwise be materially disadvantageous to such Lender.

4.03 Inability to Determine Rates; Effect of a Benchmark Transition Event.

(a) Inability to Determine Rates. Subject to Section 4.03(b), if the Administrative Agent determines, for any proposed Interest Period commencing prior to the Benchmark Replacement Date that: (a) deposits in Dollars are not being offered to banks in the applicable market for the applicable amount or Interest Period of any Term SOFR Loan or any Governmental Authority materially restricts the authority of such Lender to purchase or sell, or to take deposits of, Dollars or to determine or charge interest rates based on such Benchmark and

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such circumstances are likely to be temporary; (b) adequate and reasonable means do not exist for determining the then-current Benchmark and such circumstances are likely to be temporary; or (c) the then-current Benchmark does not adequately or fairly reflect the cost to the Lenders of funding or maintaining any Term SOFR Loan, then: (i) the Administrative Agent shall forthwith notify the Lenders and the Borrowers; and (ii) while such circumstances exist, none of the Lenders shall allocate any Term SOFR Loans made during such period, or reallocate any Loans allocated to any then-existing Interest Period ending during such period, to an Interest Period with respect to which interest is calculated by reference to such Benchmark; provided that, (x) if the foregoing notice relates to Loans that are outstanding as Term SOFR Loans, such Loans shall be converted to Alternate Base Rate Loans on the last day of the then-current Interest Period, and (y) upon receipt of such notice, the Borrowers may revoke any outstanding Requests for Borrowing or, failing that, the Borrowers will be deemed to have converted any such request into a Request for Borrowing of or conversion to Alternate Base Rate Loans in the amount specified therein. Notwithstanding the foregoing, if Administrative Agent has made the determination described in clause (a) of the first sentence of this Section 4.03(a), Administrative Agent, at the request of the Borrowers and in consultation with Borrowers and the Required Lenders, may establish an alternative interest rate for the impacted Loans, in which case such alternative rate of interest shall apply with respect to such impacted Loans (unless Borrowers do not consent thereto in writing and elect instead to convert such Loans to Alternate Base Rate Loans) until (1) Administrative Agent revokes the notice delivered with respect to such Loans under clause (a) of the first sentence of this Section 4.03(a), (2) the Required Lenders notify Administrative Agent and Borrowers that such alternative interest rate does not adequately and fairly reflect the cost to such Lenders of funding such Loans, or (3) any Lender determines that any Applicable Law has made it unlawful, or that any Governmental Authority has asserted that it is unlawful, for such Lender or its applicable Lending Office to make, maintain or fund Loans whose interest is determined by reference to such alternative rate of interest or to determine or charge interest rates based upon such rate or any Governmental Authority has imposed material restrictions on the authority of such Lender to do any of the foregoing and provides Administrative Agent and Borrower Parties written notice thereof.

(b) Effect of a Benchmark Transition Event.

(i) Benchmark Replacement. Notwithstanding anything to the contrary herein or in any other Loan Document, if a Benchmark Transition Event and its related Benchmark Replacement Date have occurred prior to any setting of the then-current Benchmark, then (x) if a Benchmark Replacement is determined in accordance with clause (a) of the definition of “Benchmark Replacement” for such Benchmark Replacement Date, such Benchmark Replacement will replace such Benchmark for all purposes hereunder and under any Loan Document in respect of such Benchmark setting and subsequent Benchmark settings without requiring any amendment to, or requiring any further action by or consent of any other party to, this Credit Agreement or any other Loan Document and (y) if a Benchmark Replacement is determined in accordance with clause (b) of the definition of “Benchmark Replacement” for such Benchmark Replacement Date, such Benchmark Replacement will replace such Benchmark for all purposes hereunder and under any Loan Document in respect of any Benchmark setting at or after 5:00 p.m. (New York City time) on the fifth Business Day after the date notice of such

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Benchmark Replacement is provided to the Lenders without requiring any amendment to, or requiring any further action to or consent of any other party to, this Credit Agreement or any other Loan Document so long as the Administrative Agent has not received, by such time, written notice of objection to such Benchmark Replacement from Lenders comprising the Required Lenders.

(ii) Benchmark Replacement Conforming Changes. In connection with the implementation of a Benchmark Replacement, the Administrative Agent will have the right to make Benchmark Replacement Conforming Changes from time to time and, notwithstanding anything to the contrary herein or in any other Loan Document, any amendments implementing such Benchmark Replacement Conforming Changes will become effective without any further action by or consent of any other party to this Credit Agreement or any other Loan Document.

(iii) Notices; Standards for Decisions and Determinations. The Administrative Agent will promptly notify the Borrowers and the Lenders of (A) the implementation of any Benchmark Replacement and (B) the effectiveness of any Benchmark Replacement Conforming Changes in connection with the use, administration, adoption or implementation of a Benchmark Replacement. The Administrative Agent will notify the Borrowers of (x) the removal or reinstatement of any tenor of a Benchmark pursuant to this Section 4.03, and (y) the commencement of any Benchmark Unavailability Period. Any determination, decision or election that may be made by the Administrative Agent or, if applicable, any Lender (or group of Lenders) pursuant to this Section 4.03, including any determination with respect to a tenor, rate or adjustment or of the occurrence or non-occurrence of an event, circumstance or date and any decision to take or refrain from taking any action or any selection, will be conclusive and binding absent manifest error and may be made in the Administrative Agent’s sole discretion and without consent from any other party to this Credit Agreement or any other Loan Document, except, in each case, as expressly required pursuant to this Section 4.03.

(iv) Unavailability of Tenor of Benchmark. Notwithstanding anything to the contrary herein or in any other Loan Document, at any time (including in connection with the implementation of a Benchmark Replacement), (i) if the then-current Benchmark is a term rate (including any Term SOFR Rate) and either (A) any tenor for such Benchmark is not displayed on a screen or other information service that publishes such rate from time to time as selected by the Administrative Agent in its reasonable discretion or (B) the regulatory supervisor for the administrator of such Benchmark has provided a public statement or publication of information announcing that any tenor for such Benchmark is or will be no longer representative, then the Administrative Agent may modify the definition of “Interest Period” for any Benchmark settings at or after such time to remove such unavailable or non-representative tenor and (ii) if a tenor that was removed pursuant to clause (i) of this Section 4.03(b) either (A) is subsequently displayed on a screen or information service for a Benchmark (including a Benchmark Replacement) or (B) is not, or is no longer, subject to an announcement that it is or will no longer be representative for a Benchmark (including a Benchmark Replacement), then the Administrative

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Agent may modify the definition of “Interest Period” for all Benchmark settings at or after such time to reinstate such previously removed tenor.

(v) Benchmark Unavailability Period. Upon the Borrowers’ receipt of notice of the commencement of a Benchmark Unavailability Period, the Borrowers may revoke any request for a Borrowing of, conversion to or continuation of Term SOFR Loans to be made, converted or continued during any Benchmark Unavailability Period and, failing that, the Borrowers will be deemed to have converted any such request into a request for a Borrowing of or conversion to Alternate Base Rate Loans. During any Benchmark Unavailability Period or at any time that a tenor for the then-current Benchmark is not an Available Tenor, the component of Alternate Base Rate based upon the then-current Benchmark or such tenor for such Benchmark, as applicable, will not be used in any determination of the Alternate Base Rate.

4.04 Increased Costs Generally.

(a) Change in Law. If any Change in Law shall:

(i) impose, modify or deem applicable any reserve, special deposit, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended or participated in by, any Lender (except any reserve requirement);

(ii) subject any Lender to any Tax of any kind whatsoever with respect to this Credit Agreement, or any Term SOFR Loan made by it, or change the basis of taxation of payments to such Lender in respect thereof (except for Indemnified Taxes or Other Taxes covered by Section 4.01 and the imposition of any Excluded Taxes payable by such Lender); or

(iii) impose on any Lender or the applicable interbank market any other condition, cost or expense affecting this Credit Agreement or Term SOFR Loans made by such Lender or participation therein;

and the result of any of the foregoing shall be to increase the cost to such Lender of making or maintaining any Term SOFR Loan (or of maintaining its obligation to make any such Loan), or to reduce the amount of any sum received or receivable by such Lender hereunder (whether of principal, interest or any other amount) then, upon request of such Lender, the Borrowers will, or will cause the applicable Qualified Borrower to, pay to such Lender, such additional amount or amounts as will compensate such Lender for such additional costs incurred or reduction suffered (provided that such Lender shall have applied generally consistent return metrics to other similarly situated borrowers with respect to such increased cost or reduced return): (A) promptly on demand (but in no event later than two (2) Business Days after such demand), to the extent such funds are immediately available in any Collateral Account; or (B) within fifteen (15) Business Days of demand to the extent that it is necessary for the Borrowers to issue Capital Call Notices to fund such required payment (and the Borrowers shall issue such Capital Call Notices during such time, and

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shall pay such excess immediately after the Capital Contributions relating to such Capital Call Notice are received).

(b) Capital Requirements. If any Lender determines that any Change in Law affecting such Lender or any Lending Office of such Lender or such Lender’s holding company, if any, regarding capital requirements has or would have the effect of reducing the rate of return on such Lender’s capital or on the capital of such Lender’s holding company, if any, as a consequence of this Credit Agreement, the Lender Commitments of such Lender or the Loans made by, such Lender, to a level below that which such Lender or such Lender’s holding company could have achieved but for such Change in Law (taking into consideration such Lender’s policies and the policies of such Lender’s holding company with respect to capital adequacy), then from time to time the Borrowers will, or will cause the applicable Qualified Borrower to, pay to such Lender, such additional amount or amounts as will compensate such Lender or such Lender’s holding company for any such reduction suffered (provided that such Lender shall have applied generally consistent return metrics to other similarly situated borrowers with respect to such increased cost or reduced return): (A) promptly on demand (but in no event later than two (2) Business Days after such demand), to the extent such funds are immediately available in any Collateral Account; or (B) within fifteen (15) Business Days of demand to the extent that it is necessary for the Borrowers to issue Capital Call Notices to fund such required payment (and the Borrowers shall issue such Capital Call Notices during such time, and shall pay such excess immediately after the Capital Contributions relating to such Capital Call Notice are received).

(c) Certificates for Reimbursement. A certificate of a Lender setting forth the amount or amounts necessary to compensate such Lender or its holding company, as the case may be, as specified in subsection (a) or (b) of this Section 4.04 and delivered to the Borrowers shall be conclusive absent manifest error. The Borrowers shall, or shall cause the applicable Qualified Borrower to, pay such Lender, the amount shown as due on any such certificate within ten (10) Business Days after receipt thereof.

(d) Delay in Requests. Failure or delay on the part of any Lender to demand compensation pursuant to the foregoing provisions of this Section 4.04 shall not constitute a waiver of such Lender’s right to demand such compensation; provided that no Borrower shall be required to compensate any Lender pursuant to the foregoing provisions of this Section 4.04 for any increased costs incurred or reductions suffered or other amounts claimed more than six (6) months prior to the date that such Lender notifies the Borrowers of the Change in Law giving rise to such increased costs or reductions and of such Lender’s intention to claim compensation therefor (except that, if the Change in Law giving rise to such increased costs or reductions is retroactive, then the six (6)-month period referred to above shall be extended to include the period of retroactive effect thereof).

4.05 Funding Losses. Upon demand of any Lender (with a copy to the Administrative Agent) from time to time, the Borrowers shall (A) promptly (but in no event later than two (2) Business Days after such demand), to the extent such funds are immediately available in any Collateral Account; or (B) within fifteen (15) Business Days of demand to the extent that it is necessary for the Borrowers to issue Capital Call Notices to fund such required payment (and the Borrowers shall issue such Capital Call Notices during such time, and shall pay such excess immediately after the Capital Contributions relating to such Capital Call Notice are received), pay

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the Administrative Agent for the account of such Lender, such amount or amounts as determined by such Lender in good faith as shall compensate such Lender for, and hold such Lender harmless from, any loss, cost or expense (other than loss of margin or spread) incurred by such Lender in obtaining, liquidating or employing deposits or other funds from third parties (as reasonably determined by such Lender) as a result of (a) any failure or refusal of the Borrowers (for any reasons whatsoever other than a default by the Administrative Agent or any Lender) to accept a Loan after the Borrowers shall have requested a Term SOFR Loan under the Credit Agreement, (b) any prepayment or other payment of a Term SOFR Loan on a day other than the last day of the Interest Period applicable to such Loan, (c) any other prepayment of a Term SOFR Loan that is otherwise not made in compliance with the provisions of the Credit Agreement, or (d) the failure of the Borrowers to make a prepayment of a Term SOFR Loan after giving notice under the Credit Agreement that such prepayment will be made.

4.06 Requests for Compensation. If requested by the Borrowers in connection with any demand for payment pursuant to this Section 4 (other than Section 4.01), a Lender shall provide to the Borrowers, with a copy to the Administrative Agent, a certificate setting forth in reasonable detail the basis for such demand, the amount required to be paid by the Borrowers to such Lender and the computations made by such Lender in good faith to determine such amount, such certificate to be conclusive and binding in the absence of manifest error. Any such amount payable by the Borrowers shall not be duplicative of any amounts (a) previously paid under this Section 4, or (b) included in the calculation of the applicable Benchmark.

4.07 Survival. Without prejudice to the survival of any other agreement of the Borrowers hereunder, all of the Borrowers’ obligations under this Section 4 shall survive and remain in full force and effect regardless of the consummation of the transactions contemplated hereby, the repayment of the Loans, the expiration or termination of the Commitments or the termination of this Credit Agreement or any provision hereof. Each Lender shall notify the Borrowers in writing of any event occurring after the termination of this Credit Agreement entitling such Lender to compensation under this Section 4 as promptly as practicable and in any event within five (5) Business Days of such Lender becoming aware of such event.

4.08 Mitigation Obligations; Replacement of Lenders.

(a) Designation of a Different Lending Office. If any Lender requests compensation under Sections 4.01, 4.04, or 4.05, or any Borrower Party is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 4.01 or Section 4.04, or if any Lender gives a notice pursuant to Section 4.02, then, at the request of the Borrowers, such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment: (i) would eliminate or reduce amounts payable pursuant to Sections 4.01, 4.04, or 4.05, as the case may be, in the future, or eliminate the need for the notice thereunder; and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrowers hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

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(b) Replacement of Lenders. If any Lender requests compensation under Sections 4.014.04, or 4.05 or if any Borrower Party is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Sections 4.01, 4.04, or 4.05, the Borrowers may replace such Lender in accordance with Section 13.14.

(c) Survival. The Borrower Parties’ obligations under this Section 4 shall survive termination of the aggregate Lender Commitments, repayment of all other Obligations hereunder, and resignation of Administrative Agent.

4.09 Prohibited Event. In the event a Lender notifies the Administrative Agent that, subsequent to the Closing Date, such Lender or any of its Affiliates: (i) has become a fiduciary with respect to any ERISA Investor in connection with its investment in any Borrower or this transaction; or (ii) has acquired any discretionary authority or control with respect to any ERISA Investor’s investment in any Borrower, or renders any investment advice (within the meaning of 29 C.F.R. §2510.3‑21(c)) with respect to such investment, the parties shall cooperate with each other to avoid (and if relevant, correct) any potential prohibited transaction resulting therefrom in accordance with Section 4975(f)(5) of the Internal Revenue Code, at the cost of such Lender. Notwithstanding anything to the contrary herein or in any other Loan Document, any such correction shall prevent the Lender from receiving any direct or indirect fees, loan repayments, or any other benefits from such ERISA Investor. If the Administrative Agent determines at any time in its reasonable discretion that any of the corrections described herein are insufficient to address the potential prohibited transaction in accordance with Section 4975(f)(5) of the Internal Revenue Code, then the parties shall also cooperate to replace such affected Lender.

5. SECURITY.

5.01 Liens and Security Interest.

(a) Collateral. To secure performance by each Borrower Party of the payment and performance of its Obligations: (i) pursuant to the Collateral Account Pledges and Account Control Agreements, each applicable Loan Party will grant to the Administrative Agent, for the benefit of each of the Lenders, an exclusive, perfected, first priority security interest and lien in and to each applicable Collateral Account and all of the proceeds thereof as more fully described therein; and (ii) pursuant to the Security Agreements, to the extent of their respective interests therein, each Borrower and its Managing Entity (if applicable) will grant to the Administrative Agent, for the benefit of each of the Secured Parties, an exclusive, perfected, first priority security interest in and Lien on and to all of the collateral described therein, including, without limitation, the Capital Calls, Capital Commitments, Unfunded Commitments and Capital Contributions, including, without limitation, any rights to make Capital Calls, receive payment of Capital Commitments and enforce the payment thereof and to enforce the payment thereof or any guarantees thereof now existing or hereafter arising (the collateral in clauses (i)-(ii) of this Section 5.01 being, collectively, the “Collateral”). In order to secure further the payment and performance of the Obligations and to effect and facilitate the Lenders’ right of setoff, each Loan Party hereby irrevocably appoints the Administrative Agent as subscription agent and the sole party entitled in the name of any Loan Party, upon the occurrence and during the continuance of an Event of Default, to make any Capital Calls on the Investors pursuant to the terms of each of the Governing Agreements and the Security Agreements. Notwithstanding anything to the contrary contained

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herein, upon the occurrence and during the continuation of an Event of Default, no Loan Party shall make a Capital Call unless such Capital Call is (i) pursuant to the last sentence of Section 5.02(d), (ii) otherwise with the prior written consent of Administrative Agent, or (iii) at the Administrative Agent’s request.

(b) Reliance. The Loan Parties agree that the Administrative Agent and each Lender has entered into this Credit Agreement, extended credit hereunder and at the time of each Loan, will make such Loan in reasonable reliance on the obligations of the Investors to fund their respective Capital Commitments as shown in their Subscription Agreements and the Governing Agreements delivered in connection herewith and accordingly, it is the intent of the parties that such Capital Commitments may be enforced by the Administrative Agent, on behalf of the Lenders and other Secured Parties, pursuant to the terms of the Loan Documents, directly against the Investors without further action by any Loan Party and notwithstanding any compromise of any such Capital Commitment by any Loan Party, as applicable, after the Closing Date as provided in 6 Del. C. §17‑502(b)(1).

5.02 Collateral Accounts; Capital Calls.

(a) Collateral Accounts. Each applicable Loan Party will require that all monies or sums to be paid by any Investor to the capital of the applicable Loan Party as Capital Contributions as and when Capital Contributions are called pursuant to the Capital Call Notices be paid into the account of such Borrower listed on Schedule 5.02 hereto (such accounts, the “Collateral Accounts”):

From and after the date that is ten (10) Business Days after the Closing Date (or such longer period agreed to by the Administrative Agent in its reasonable discretion), the Loan Parties will use commercially reasonable efforts to ensure that the Administrative Agent is permitted (i) electronic viewing access for each Collateral Account at all times, in manner reasonably acceptable to the Administrative Agent, and (ii) to obtain such necessary information with respect to each Collateral Account as the Administrative Agent may require from time to time in connection with monitoring of the Collateral.

In addition, each applicable Loan Party will immediately upon receipt, deposit in the applicable Collateral Account described above any payments and monies that such Loan Party, as applicable, receives directly from Investors as Capital Contributions. Subject to this Section 5.02, the Administrative Agent shall have exclusive dominion and control over each Collateral Account (if applicable).

Each Collateral Account of each Additional Borrower will be set forth on Schedule 5.02 delivered or otherwise updated in accordance with Section 9.15hereof.

(b) No Duty. Notwithstanding anything to the contrary herein contained, it is expressly understood and agreed that neither the Administrative Agent, nor any Lender undertakes any duties, responsibilities, or liabilities with respect to Capital Calls. None of them shall be required to refer to the Constituent Documents of any Loan Party, or take any other action with respect to any other matter which might arise in connection with such Constituent Documents or the Subscription Agreements, or any Capital Call. None of them shall have any duty to determine

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or inquire into any happening or occurrence or any performance or failure of performance of any Loan Party or any Investor. None of them has any duty to inquire into the use, purpose, or reasons for the making of any Capital Call or with respect to the investment or the use of the proceeds thereof.

(c) Capital Calls. In order that the Lenders may monitor the Collateral and the Capital Commitments, promptly (but in any event no more than three (3) Business Days) after issue of any Capital Call Notice, the applicable Loan Party shall deliver to the Administrative Agent (which delivery may be via electronic mail; provided, that, such communication is otherwise delivered in accordance with Section 13.07 of this Credit Agreement), copies of the Capital Call Notice for each Investor from whom a Capital Contribution is being sought, together with a certification: (A) listing the then current Included Investors, Designated Investors and Excluded Investors, and the amount of their Unfunded Commitments (after giving immediate effect to the Capital Call in question); and (B) confirming that a Borrowing Base Deficiency will not exist after giving immediate effect to the Capital Call in question.

(d) Use of Account; Capital Calls by the Administrative Agent. Each Loan Party may withdraw funds from a Collateral Account at any time or from time to time, so long as at the time of such withdrawal and after giving effect thereto there does not exist a Cash Control Event (unless, in the case of a Loan Party, such Loan Party has directed the Depository to disburse all such amounts to the Administrative Agent to satisfy a Mandatory Prepayment or to pay all or any portion of the Obligations), provided that no Loan Party may withdraw any amounts from a Collateral Account during a Cash Control Event without the consent of the Administrative Agent. The Lenders authorize each Loan Party to make such withdrawals in accordance with this Section 5.02(d). Each Loan Party hereby irrevocably authorizes and directs the Lenders, acting through the Administrative Agent, to charge from time to time the applicable Collateral Account for amounts not paid when due (after the passage of any applicable grace period) to the Lenders or any of them hereunder or under the Notes (as applicable). Following the occurrence of an Event of Default that is still continuing, the Administrative Agent is authorized to take exclusive control of each Collateral Account in accordance with the terms of the applicable Collateral Account Pledge or Account Control Agreement (if applicable). The Administrative Agent, on behalf of the Lenders, is hereby authorized, in the name of the Lenders or any Loan Party (as applicable), at any time or from time to time upon the occurrence and while an Event of Default exists, to notify any or all parties obligated to any Borrower with respect to the Capital Commitments to make all payments due or to become due thereon directly to one or more of the Collateral Accounts. With or without such general notification, when an Event of Default exists, the Administrative Agent, on behalf of the Lenders, may: (i) make Capital Calls in the name of any Loan Party; (ii) take or bring in any Loan Party’s name or that of the Lenders all steps, actions, suits, or proceedings deemed by the Administrative Agent necessary or advisable to effect possession or collection of Collateral; (iii) take such actions with respect to the Collateral as are necessary in order to pay the Obligations, and to perform the Subscription Agreements and the Governing Agreements to the extent required to effect such actions; or (iv) exercise any right, privilege, power, or remedy provided to any Loan Party under the Constituent Documents, Subscription Agreements, or any Security Agreement or relating to the right to call for and to receive Capital Contributions. Regardless of any provision hereof, none of the Administrative Agent or the Lenders shall ever be liable for failure to collect or for failure to exercise diligence in the collection, possession, or any transaction concerning, all or part of the Collateral, or sums due or paid thereon, nor shall they be

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under any obligation whatsoever to anyone by virtue of the security interests and liens relating to the Collateral. The Administrative Agent shall give the Borrowers prompt notice of any action taken pursuant to this Section 5.02(d), but failure to give such notice shall not affect the validity of such action or give rise to any defense in favor of any Loan Party with respect to such action. Notwithstanding the foregoing, upon the occurrence and during the continuation of an Event of Default, the Administrative Agent shall not initiate a Capital Call Notice for the purpose of the repayment of the Obligations for five (5) days following such Event of Default if the Administrative Agent receives written notice from the Borrowers within three (3) days of such Event of Default that the applicable Loan Party intends to issue one or more Capital Calls for the purpose of repaying the Obligations, and in the event such Loan Party so issues such Capital Calls five (5) days following such Event of Default (and simultaneously delivers a copy of each such Capital Call Notice to Administrative Agent), the Administrative Agent shall not issue any Capital Calls for a period of an additional ten (10) Business Days so as to provide the Investors time to respond to such Capital Call. If the Depository with respect to any Collateral Account notifies a Loan Party that it will cease to be the Depository, the applicable Borrower shall have seven (7) days (or such longer period otherwise agreed to by the Administrative Agent in its sole discretion) following notice from the Administrative Agent to move its Collateral Account subject to a new Collateral Account Pledge or Account Control Agreement (if applicable) to a replacement Depository; provided, however, that no Loan Party will issue any Capital Call until such new Collateral Account is subject to a Collateral Account Pledge and/or an Account Control Agreement (as applicable).

(e) Event of Default. During the existence and continuation of an Event of Default, issuance by the Administrative Agent on behalf of the Lenders of a receipt to any Person obligated to pay any Capital Contribution to any Borrower shall be a full and complete release, discharge, and acquittance to such Person to the extent of any amount so paid to the Administrative Agent for the benefit of the Lenders, so long as such amount shall not be invalidated, declared to be fraudulent or preferential, set aside or required to be repaid to a trustee, receiver or any other Person under any bankruptcy act or code, state or federal law, common law or equitable doctrine. The Administrative Agent, on behalf of the Lenders, is hereby authorized and empowered, during the existence and continuation of an Event of Default, on behalf of any Loan Party to endorse the name of any Loan Party upon any check, draft, instrument, receipt, instruction, or other document, agreement or item, including, but not limited to, any item evidencing payment upon a Capital Contribution of any Person to any Loan Party coming into the Administrative Agent’s or any Lender’s possession, and to receive and apply the proceeds therefrom in accordance with the terms hereof. The Administrative Agent on behalf of the Lenders is hereby granted an irrevocable power of attorney, which is coupled with an interest, to execute all checks, drafts, receipts, instruments, instructions, or other documents, agreements, or items on behalf of each Loan Party either before or after demand of payment on the Obligations but only during the existence and continuation of an Event of Default, as shall be deemed by the Administrative Agent to be necessary or advisable, in the sole discretion, reasonably exercised, of the Administrative Agent, to preserve the security interests and Liens in the Capital Commitments or to secure the repayment of the Obligations, and neither the Administrative Agent nor the Lenders shall incur any liability, in the absence of gross negligence or willful misconduct, in connection with or arising from its exercise of such power of attorney. The application by the Lenders of such funds shall, unless Required Lenders shall agree otherwise in writing, be the same as set forth in Section 3.04.

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(f) No Representations. Neither the Administrative Agent nor the Lenders shall be deemed to make at any time any representation or warranty as to the validity of any Capital Call Notice nor shall the Administrative Agent or the Lenders be accountable for any Loan Party’s use, of the proceeds of any Capital Call Notice.

5.03 Subordination of Claims. At any time when an Event of Default exists and is continuing, none of the Loan Parties shall, receive or collect, directly or indirectly any amount upon the Subordinated Claims, other than to obtain funds required to make any Mandatory Prepayment or otherwise pay the Obligations; provided, however, upon the occurrence and during the continuance of any Event of Default, upon the written consent of Administrative Agent and the Required Lenders, in their sole and absolute discretion, the Loan Parties may reimburse an Investment Adviser or an Administrator for amounts due to such Person under any Governing Agreement as expense reimbursements or otherwise in connection with any Capital Call. Each of the Investment Adviser and the Administrator acknowledges and agrees to the foregoing.

Any liens, security interests, judgment liens, charges, or other encumbrances upon any Person’s assets securing payment of Subordinated Claims, including, but not limited to, any liens or security interests on an Investor’s Investor Interests in any Loan Party shall be and remain inferior and subordinate in right of payment and of security to any liens, security interests, judgment liens, charges, or other encumbrances upon an Investor’s assets securing such Investor’s obligations and liabilities to the Lenders pursuant to any of the Collateral Documents executed by such Person, regardless of whether such encumbrances are in favor of any Loan Party or the Lenders presently exist or are hereafter created or attach. At any time an Event of Default has occurred and is continuing, without the prior written consent of the Administrative Agent and the Required Lenders, no Loan Party will: (a) exercise or enforce any creditor’s or partnership right it may have against an Investor; (b) foreclose, repossess, sequester, or otherwise take steps or institute any action or proceedings (judicial or otherwise, including, without limitation, the commencement of, or joinder in, any liquidation, bankruptcy, rearrangement, debtor’s relief, or insolvency proceeding) to enforce any liens, mortgages, deeds of trust, security interest, collateral rights, judgments or other encumbrances on assets of such Investor held by such Person; or (c) exercise any rights or remedies against an Investor under any Governing Agreement or any Subscription Agreement; provided that any action taken by the Administrative Agent or the Lenders in any Loan Party’s name or any action taken by any Loan Party that is required under any Loan Document or to comply with any Loan Document, shall not be a violation of this Section 5.03.

6. GUARANTY.

6.01 Guaranty of Payment. Subject to the limitation set forth below, each Borrower hereby absolutely, irrevocably and unconditionally guarantees to each Secured Party the prompt payment of all Obligations (other than Excluded Swap Obligations) of the Qualified Borrowers (the “Guaranteed Obligations”). The guaranty in this Section 6 (this “QBGuaranty”) is a guaranty of payment and not of collection and is a continuing guaranty and shall apply to all of the Guaranteed Obligations whenever arising. Notwithstanding any provision to the contrary contained herein or in any of the other Loan Documents, to the extent the obligations of the Borrowers shall be adjudicated to be invalid or unenforceable for any reason (including, without limitation, because of any applicable state or federal law relating to fraudulent conveyances or

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transfers) then the obligations of any Borrower hereunder shall be limited to the maximum amount that is permissible under Applicable Law (whether federal or state or otherwise and including, without limitation, Debtor Relief Laws).

6.02 Obligations Unconditional. The obligations of each Borrower hereunder are absolute and unconditional, irrespective of the value, genuineness, validity, regularity or enforceability of any of the Loan Documents or any other agreement or instrument referred to therein, to the fullest extent permitted by Applicable Law, irrespective of any other circumstance whatsoever which might otherwise constitute a legal or equitable discharge or defense of a surety or guarantor. Each Borrower agrees that this QB Guaranty may be enforced by the Secured Parties without the necessity at any time of resorting to or exhausting any other security or collateral and without the necessity at any time of having recourse to the Notes or any of the other Loan Documents or any Collateral, if any, hereafter securing any Obligations or otherwise and such Borrower hereby waives the right to require the Secured Parties to make demand on or proceed against any Loan Party or any other Person (including a co-guarantor) or to require the Secured Parties to pursue any other remedy or enforce any other right. Each Borrower further agrees that nothing contained herein shall prevent the Secured Parties from suing on the Notes or any of the other Loan Documents or foreclosing its or their, as applicable, security interest in or Lien on any Collateral securing any Obligations or from exercising any other rights available to it or them, as applicable, under this Credit Agreement, the Notes, any other of the Loan Documents, or any other instrument of security, and the exercise of any of the aforesaid rights and the completion of any foreclosure proceedings shall not constitute a discharge of such Borrower’s obligations hereunder. Neither any Borrower’s obligations under this QB Guaranty nor any remedy for the enforcement thereof shall be impaired, modified, changed or released in any manner whatsoever by an impairment, modification, change, release, increase or limitation of the liability of any Loan Party or by reason of the bankruptcy or insolvency of any Loan Party. Each Borrower waives any and all notice of the creation, renewal, extension or accrual of any of the Guaranteed Obligations and notice of or proof of reliance by any Secured Party on this QB Guaranty or acceptance of this QB Guaranty. The Guaranteed Obligations, and any part of them, will conclusively be deemed to have been created, contracted or incurred, or renewed, extended, amended or waived, in reliance upon this QB Guaranty. All dealings between any Loan Party, on the one hand, and any Secured Party, on the other hand, likewise shall be conclusively presumed to have been had or consummated in reliance upon this QB Guaranty. Each Borrower hereby subordinates to the Guaranteed Obligations all debts, liabilities and other obligations, whether direct, indirect, primary, secondary, several, joint and several or otherwise, and irrespective of whether such debts, liabilities and obligations be evidenced by note, contract, open account, book entry or otherwise, owing to such Borrower by any other Loan Party; provided, however, that each Loan Party may make Distributions consistent with the terms of Section 10.10.

6.03 Modifications. Each Borrower agrees that: (a) all or any part of the Collateral now or hereafter held for the Obligations may be exchanged, compromised or surrendered from time to time; (b) none of the Lenders and Administrative Agent has any obligation to protect, perfect, secure or insure any such security interests, Liens or encumbrances now or hereafter held for the Obligations; (c) the time or place of payment of the Guaranteed Obligations may be changed or extended, in whole or in part, to a time certain or otherwise, and may be renewed or accelerated, in whole or in part; (d) any Loan Party and any other party liable for payment under the Loan Documents may be granted indulgences generally; (e) any of the

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provisions of the Notes or any of the other Loan Documents, including, without limitation, this Credit Agreement (except for this Section 6) may be modified, amended or waived; (f) any party (including any co-guarantor) liable for the payment thereof may be granted indulgences or be released; and (g) any deposit balance for the credit of any Loan Party or any other party liable for the payment of the Obligations or liable upon any security therefor may be released, in whole or in part, at, before or after the stated, extended or accelerated maturity of the Obligations, all without notice to or further assent by such Borrower, which shall remain bound thereon, notwithstanding any such exchange, compromise, surrender, extension, renewal, acceleration, modification, indulgence or release.

6.04 Waiver of Rights. Each Borrower expressly waives to the fullest extent permitted by Applicable Law: (a) notice of acceptance of this QB Guaranty by the Secured Parties and of all extensions of credit to any Loan Party by the Lenders; (b) presentment and demand for payment or performance of any of the Guaranteed Obligations; (c) protest and notice of dishonor or of default (except as specifically required in this Credit Agreement) with respect to the Guaranteed Obligations or with respect to any security therefor; (d) notice of the Secured Parties obtaining, amending, substituting for, releasing, waiving or modifying any security interest, Lien or encumbrance hereafter securing the Obligations, or the Lenders subordinating, compromising, discharging or releasing such security interests, Liens or encumbrances, if any; (e) all other notices to which such Borrower might otherwise be entitled; and (f) any right it may have of first requiring that (i) the Secured Parties claim payment from any person, commence proceedings against any person or its property, make or file any claim or proof in a bankruptcy or dissolution of any person or enforce any other right or security, before bringing a claim against the Borrowers under this QB Guaranty or any other Loan Document and (ii) any liability under this QB Guaranty or any other Loan Document be divided or apportioned with any other person or reduced in any manner.

6.05 Reinstatement. Notwithstanding anything contained in this Credit Agreement or the other Loan Documents, the obligations of each Borrower under this Section 6 will be automatically reinstated if and to the extent that for any reason any payment by or on behalf of any Person in respect of the Guaranteed Obligations is rescinded or must be otherwise restored by any holder of any of the Guaranteed Obligations, whether as a result of any proceedings in bankruptcy or reorganization or otherwise, and each Borrower agrees that it will indemnify Administrative Agent and each Lender on demand for all costs and expenses (including, without limitation, fees of outside counsel) incurred by such Person in connection with such rescission or restoration, including any such costs and expenses incurred in defending against any claim alleging that such payment constituted a preference, fraudulent transfer or similar payment under any bankruptcy, insolvency or similar law.

6.06 Remedies. Each Borrower agrees that, as between such Borrower, on the one hand, and Administrative Agent and the Lenders, on the other hand, the Guaranteed Obligations may be declared to be forthwith due and payable as provided in Section 11.02 (and shall be deemed to have become automatically due and payable in the circumstances provided in Section 11.02) notwithstanding any stay, injunction or other prohibition preventing such declaration (or preventing such Guaranteed Obligations from becoming automatically due and payable) as against any other Person and that, in the event of such declaration (or such Guaranteed Obligations being deemed to have become automatically due and payable), such Guaranteed Obligations (whether or not due and payable by any other Person) shall forthwith become due and

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payable by such Borrower. Each Borrower acknowledges and agrees that its obligations hereunder are secured in accordance with the terms of the Collateral Documents and that the Lenders may exercise their remedies thereunder in accordance with the terms thereof.

6.07 Subrogation. Each Borrower agrees that, until the indefeasible payment of the Guaranteed Obligations in full in cash and the termination of the Lender Commitments, it will not exercise, and hereby waives, any right of reimbursement, subrogation, contribution, offset, indemnification or other claims against any other Loan Party or any other guarantor of the Guaranteed Obligations, arising by contract or operation of law in connection with any payment made or required to be made by such Borrower under this Credit Agreement or the other Loan Documents. After the indefeasible payment in full in cash of the Guaranteed Obligations (other than any part of the Guaranteed Obligations that represents contingent contractual indemnities) and the termination of the Lender Commitments, each Borrower shall be entitled to exercise against any other Loan Party all such rights of reimbursement, subrogation, contribution, indemnification and offset, and all such other claims, to the fullest extent permitted by law.

7. CONDITIONS PRECEDENT TO BORROWINGS.

7.01 Conditions to Initial Borrowing. The obligation of each Lender to advance the initial Borrowing hereunder is subject to the conditions precedent that the Administrative Agent shall have received, on or before the Closing Date, the following:

(a) Credit Agreement. This Credit Agreement, duly executed and delivered by the parties thereto;

(b) Notes. Notes, made payable to each Lender requesting a Note, duly executed and delivered by the Initial Borrower;

(c) Security Agreements. The Security Agreements, each duly executed and delivered by the parties thereto in favor of the Administrative Agent for the benefit of the Secured Parties;

(d) Collateral Account Pledges. The Collateral Account Pledges duly executed and delivered by the parties thereto in favor of the Administrative Agent for the benefit of the Secured Parties together with (i) evidence that the Collateral Account has been established, and (ii) an Account Control Agreement with respect to the Collateral Account (if applicable), in form and substance reasonably satisfactory to Administrative Agent, duly executed and delivered by the Depository, the Initial Borrower and the Administrative Agent;

(e) Control Agreements. The Account Control Agreements, duly executed and delivered by the parties thereto;

(f) Financing Statements.

(i) searches of UCC filings (or their equivalent) in each jurisdiction where a filing has been or would need to be made in order to perfect the Lenders’ security interest in the Collateral, copies of the financing statements on file in such

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jurisdictions and evidence that no Liens exist, or, if necessary, copies of proper financing statements, if any, filed on or before the date hereof necessary to terminate all security interests and other rights of any Person in any Collateral previously granted; and

(ii) duly authorized UCC financing statements (or their equivalent), for each jurisdiction in a form that is necessary, in the Administrative Agent’s reasonable discretion, to perfect the Lenders’ security interest in the Collateral;

(g) Resolutions. A copy of the certified resolutions of the directors, in form and substance reasonably satisfactory to the Administrative Agent, of each Loan Party authorizing, as applicable: (i) the execution, delivery and performance of this Credit Agreement and the other Loan Documents to which it is a party; (ii) the transactions contemplated under the Loan Documents; and (iii) the granting of the Liens created pursuant to the Collateral Documents, each certified by a Responsible Officer of each Loan Party, as of the Closing Date, which certificate shall be in form and substance reasonably satisfactory to the Administrative Agent and shall state that the resolutions thereby certified have not been amended, modified, revoked or rescinded and are in full force and effect;

(h) Evidence of Authority. Such certificates of resolutions or other action, incumbency certificates and/or other certificates of Responsible Officers of each Loan Party as the Administrative Agent may require to establish the identities of and verify the authority and capacity of each Responsible Officer thereof authorized to act as a Responsible Officer in connection with this Credit Agreement and the other Loan Documents to which any Borrower or any other Loan Party is a party;

(i) Constituent Documents. Such evidence as the Administrative Agent may reasonably require to verify that each Loan Party is duly organized or formed, validly existing, in good standing (if applicable) and qualified to engage in business in each jurisdiction in which it is required to be qualified to engage in business, including true, correct and complete copies of each such Person’s Constituent Documents, certified by Responsible Officers of the Initial Borrower, along with certificates of good standing and/or qualification to engage in business and tax clearance certificates;

(j) Responsible Officer Certificate. A certificate from a Responsible Officer of each Loan Party stating that: (i) all of the representations and warranties contained in Section 8 hereof and the other Loan Documents made by the Loan Parties are true and correct in all material respects as of such date (except to the extent stated to relate to a specific earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date); (ii) no event has occurred and is continuing, or would result from the Borrowing, which constitutes an Event of Default or, to its knowledge, a Potential Default; (iii) there have been no changes in the financial conditions of the Loan Parties, or, to its knowledge, any Included Investor or Designated Investor, or in the facts and information regarding such entities represented to the Administrative Agent to date, which, in each case or in the aggregate, could reasonably be expected to result in a Material Adverse Effect; and (iv) there is no pending or threatened action, suit, investigation or proceeding, in each case, in any court or before any arbitrator or Governmental Authority that purports to materially and adversely affect the financial condition of

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the Loan Parties, or any material transaction contemplated hereby or that would have a Material Adverse Effect on the financial condition of the Loan Parties, or any material transaction contemplated hereby or on the ability of any Loan Party to perform its material obligations under any of the Loan Documents;

(k) Opinion of Counsel. The favorable opinion of Simpson Thacher & Bartlett LLP, special counsel to the Loan Parties covering such matters relating to the transactions contemplated hereby as reasonably requested by the Administrative Agent, and in a form reasonably acceptable to the Administrative Agent (and the Loan Parties hereby request that such counsel deliver such opinions);

(l) ERISA Status. With respect to each Loan Party, either (i) a favorable written opinion of counsel to such Borrower, addressed to the Secured Parties, reasonably acceptable to the Administrative Agent and its counsel, regarding the status of such Loan Party as an Operating Company (or a copy of such opinion addressed to the Investors, reasonably acceptable to the Administrative Agent and its counsel, together with a reliance letter with respect thereto, addressed to the Secured Parties); or (ii) a certificate, addressed to the Secured Parties, signed by a Responsible Officer of such Loan Party that the underlying assets of such Loan Party do not constitute Plan Assets because less than 25% of the total value of each class of equity interests in such Loan Party is held by “benefit plan investors” within the meaning of Section 3(42) of ERISA;

(m) Investor Documents. The Administrative Agent shall have received from each Loan Party a copy of each Investor’s duly executed Subscription Agreement such evidence of authority to enter into and execute the Governing Agreements (and, as applicable, for its Sponsor, Responsible Party or Credit Provider to enter into and execute the applicable Governing Agreements), as the Administrative Agent may reasonably request, and, if any, and requested by the Administrative Agent, its Side Letter or Credit Link Document;

(n) Fee Letter. Each Fee Letter, duly executed by the Initial Borrower;

(o) Fees; Costs and Expenses. Payment of all fees and other amounts due and payable by the Initial Borrower, including pursuant to each Fee Letter, on or prior to the date hereof and, to the extent invoiced, reimbursement or payment of all reasonable and documented expenses required to be reimbursed or paid by the Borrowers hereunder, including, and, to the extent invoiced at least two (2) Business Days prior to the date of the Closing Date, the reasonable fees and disbursements invoiced through the date hereof of the Administrative Agent’s special counsel, Cadwalader, Wickersham & Taft LLP (which payments may be made out of the initial Borrowing);

(p) Beneficial Ownership Certification. Each Loan Party will have satisfied the requirements of KYC Compliance and, at least three (3) Business Days prior to the Closing Date, a Beneficial Ownership Certification in relation to each Loan Party that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation for each Lender;

(q) Reserved;

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(r) Investment Adviser Side Letter. The Investment Adviser Side Letter, duly executed and delivered by the Investment Adviser, in form and substance satisfactory to the Administrative Agent;

(s) Material Adverse Effect. No Material Adverse Effect shall have occurred since the date of the most recent financial statements furnished pursuant to clauses (a) or (b), respectively, of Section 9.01;

(t) [Reserved];

(u) [Reserved]; and

(v) Capital Call Pack. The Initial Borrower shall have delivered or caused to be delivered the Capital Call Pack to the Administrative Agent, or their counsel.

7.02 All Loans. The obligation of the Lenders to advance each Borrowing hereunder is subject to the conditions precedent that:

(a) Representations and Warranties. The representations and warranties of the Loan Parties contained in Section 8 or in any other Loan Document, as applicable, or which are contained in any document furnished at any time or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of any such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 7.02(a), the representations and warranties contained in Section 8.07 shall be deemed to refer to the most recent financial statements furnished pursuant to clauses (a) and(b), respectively, of Section 9.01;

(b) No Default. No Event of Default or Potential Default exists at such date;

(c) No Borrowing Base Deficiency. After giving effect to any contemplated Borrowing, no Borrowing Base Deficiency shall exist;

(d) No Limitation on Borrowing. No event set forth in Section 2.01(b) hereof has occurred;

(e) Loan Notice. The Administrative Agent shall have received a Loan Notice; and

(f) [Reserved].

Each Request for Borrowing submitted by any Borrower Party shall be deemed to be a representation and warranty by all Borrower Parties that the conditions specified in Section7.02 have been satisfied on and as of the date of the applicable Borrowing.

7.03 Qualified Borrower Loans. The obligation of the Lenders to advance a Loan to a Qualified Borrower is subject to the conditions precedent that:

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(a) Representations and Warranties. The representations and warranties of the Loan Parties contained in Section 8 or in any other Loan Document, as applicable, or which are contained in any document furnished at any time or in connection herewith or therewith, shall be true and correct in all material respects on and as of the date of any such Borrowing, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and except that for purposes of this Section 7.02(a), the representations and warranties contained in Section 8.07 shall be deemed to refer to the most recent financial statements furnished pursuant to clauses (a) and(b), respectively, of Section 9.01;

(b) No Default. No Event of Default or Potential Default exists at such date;

(c) No Borrowing Base Deficiency. After giving effect to any contemplated Borrowing, no Borrowing Base Deficiency shall exist;

(d) No Limitation on Borrowing. No event set forth in Section 2.01(b) hereof has occurred;

(e) Loan Notice. The Administrative Agent shall have received a Loan Notice;

(f) ERISA Status. With respect to each Qualified Borrower, either (i) a favorable written opinion of counsel to such Qualified Borrower, addressed to the Secured Parties, reasonably acceptable to the Administrative Agent and its counsel, regarding the status of such Loan Party as an Operating Company (or a copy of such opinion addressed to the Investors, reasonably acceptable to the Administrative Agent and its counsel, together with a reliance letter with respect thereto, addressed to the Secured Parties); or (ii) a certificate, addressed to the Secured Parties, signed by a Responsible Officer of such Loan Party that the underlying assets of such Loan Party do not constitute Plan Assets because less than 25% of the total value of each class of equity interests in such Loan Party is held by “benefit plan investors” within the meaning of Section 3(42)of ERISA;

(g) Qualified Borrower Note. Administrative Agent shall have received a duly executed Qualified Borrower Note complying with the terms and provisions hereof;

(h) Authorizations of Qualified Borrower. Administrative Agent shall have received from the Qualified Borrower appropriate evidence of the authorization of the Qualified Borrower approving the execution, delivery and performance of the Qualified Borrower Notes, duly adopted by Qualified Borrower, as required by law or agreement, and accompanied by a certificate of an authorized Person of such Qualified Borrower stating that such authorizations are true and correct, have not been altered or repealed and are in full force and effect;

(i) Incumbency Certificate. Administrative Agent shall have received from the Qualified Borrower a signed certificate of the appropriate Person of the Qualified Borrower which shall certify the names of the Persons authorized to sign the Qualified Borrower Note and the other documents or certificates to be delivered pursuant to the terms hereof by such Qualified Borrower, together with the true signatures of each such Person;

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(j) Borrower Guaranty. Administrative Agent shall have received from each Borrower a duly executed Borrower Guaranty complying with the terms and provisions hereof (if applicable);

(k) Opinion of Counsel to Qualified Borrower. Administrative Agent shall have received a favorable opinion of counsel for the Qualified Borrower (if any), in form and substance reasonably satisfactory to Administrative Agent and addressed to Administrative Agent;

(l) Opinion of Counsel to Borrowers. Administrative Agent shall have received a favorable opinion of counsel for the Borrowers, in form and substance reasonably satisfactory to Administrative Agent and addressed to Administrative Agent;

(m) Fees; Costs and Expenses. Payment of all fees and other amounts due and payable by the Initial Borrower, including pursuant to each Fee Letter, on or prior to the date hereof and, to the extent invoiced, reimbursement or payment of all reasonable and documented expenses required to be reimbursed or paid by the Borrowers hereunder, including, and, to the extent invoiced at least two (2) Business Days prior to the Closing Date, the reasonable fees and disbursements invoiced through the date hereof of the Administrative Agent’s special counsel, Cadwalader, Wickersham & Taft LLP (which payments may be made out of the initial Borrowing); and

(n) Beneficial Ownership Certification. Such Qualified Borrower will have satisfied the requirements of KYC Compliance and, at least five (5) Business Days prior to the Closing Date, a Beneficial Ownership Certification in relation to such Qualified Borrower to the extent it qualifies as a “legal entity customer” under the Beneficial Ownership Regulation for each Lender.

Each Request for Borrowing submitted by a Borrower Party shall be deemed to be a representation and warranty by all Borrower Parties that the conditions specified in Section 7.03 have been satisfied on and as of the date of the applicable Borrowing.

8. REPRESENTATIONS AND WARRANTIES. To induce the Lenders to make the Loans, the Loan Parties represent and warrant to the Lenders on their own behalf and on behalf of their respective Qualified Borrowers that:

8.01 Organization and Good Standing of the Loan Parties.

(a) The Initial Borrower is a limited liability company duly organized, established, formed and incorporated, as applicable, under the laws of the State of Delaware, has the requisite power and authority to own its assets and to carry on its business as now conducted, and is qualified to do business in each jurisdiction where the nature of the business conducted requires such qualification or where the failure to be so qualified to do business could reasonably be expected to have a Material Adverse Effect.

(b) Each Additional Borrower and Qualified Borrower is a corporation, limited partnership, limited liability company, or other entity as described in its Constituent Documents delivered to Administrative Agent under Section 2.17 and/or Section 7.03(h) (as applicable), duly

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organized and validly existing under the laws of the jurisdiction in which it has been formed, has the requisite power and authority to own its properties and assets and to carry on its business as now conducted, and is qualified to do business in each jurisdiction where the nature of the business conducted or the property owned or leased requires such qualification or where the failure to be so qualified to do business would reasonably be expected to have a Material Adverse Effect.

8.02 [Reserved].

8.03 Authorization and Power.

(a) Each of the Loan Parties has the partnership, limited partnership, corporate or limited liability company power, as applicable, and requisite authority to execute, deliver, and perform their respective obligations under this Credit Agreement, the Notes, and the other Loan Documents to be executed by it. Each of the Loan Parties is duly authorized to, and has taken all partnership, limited partnership, limited liability company and corporate action, as applicable, necessary to authorize each of them to execute, deliver, and perform their respective obligations under this Credit Agreement, the Notes, and such other Loan Documents, as applicable and are and will continue to be duly authorized to perform their respective obligations under this Credit Agreement, the Notes, and such other Loan Documents.

(b) Subject to the rights conferred to the Administrative Agent pursuant to the applicable Collateral Documents and the terms of the Investment Adviser Side Letter, the Initial Borrower has delegated the authority to issue Capital Calls with respect to the Unfunded Commitments of the Investors to the Investment Adviser. The Initial Borrower, hereby confirms that it shall not further delegate such rights to any third party.

8.04 No Conflicts or Consents. None of the execution and delivery of this Credit Agreement, the Notes, or the other Loan Documents, the consummation of any of the transactions herein or therein contemplated, or the compliance with the terms and provisions hereof or with the terms and provisions thereof, will contravene or conflict, in any material respect, with any provision of law, statute, or regulation to which any Loan Party is subject or any judgment, license, order, or permit applicable to any Loan Party or any indenture, mortgage, deed of trust, or other agreement or instrument to which any Loan Party is a party or by which any Loan Party may be bound, or to which any Loan Party may be subject to the extent such contravention or conflict could reasonably be expected to have a Material Adverse Effect on any Loan Party. No consent, approval, authorization, or order of any court or Governmental Authority or third party is required in connection with the execution and delivery by any Loan Party of the Loan Documents to which it is a party or to consummate the transactions contemplated hereby or thereby, except, in each case, for that which has already been obtained.

8.05 Enforceable Obligations. This Credit Agreement, the Notes and the other Loan Documents to which it is a party are the legal and binding obligations of each Loan Party, enforceable in accordance with their respective terms, subject to Legal Reservations.

8.06 Priority of Liens. The Collateral Documents create, as security for the Obligations, valid and enforceable, exclusive, first priority security interests in and Liens on all of the Collateral in which each applicable Loan Party, as applicable, has any right, title or interest, in

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favor of the Administrative Agent for the benefit of the Lenders, subject to no other Liens (other than Permitted Liens), except as enforceability may be limited by Legal Reservations.

8.07 Financial Condition. The Borrowers have delivered to the Administrative Agent: (a) the most-recently available copies of the financial statements and reports described in Section 9.01 hereof; or, with respect to such requirement on the Closing Date, if such statements and reports are not then available (b) a pro forma balance sheet as of the Closing Date; in each case certified as true and correct, in all material respects, by a Responsible Officer of the applicable Borrower. Such statements fairly present, in all material respects, the financial condition of the applicable Borrower as of the applicable date of delivery, and have been prepared in accordance with GAAP, except as provided therein; provided that, with respect to any projected financial information, the Loan Parties represent only that such information and estimates were prepared in good faith based upon assumptions believed to be reasonable at the time made.

8.08 Full Disclosure. There is no material fact that any Loan Party has not disclosed to the Administrative Agent in writing which would reasonably be expected to result in a Material Adverse Effect. No information (other than financial projections, pro forma financial information, other forward-looking information and information of a general economic or general industry nature) heretofore furnished (i) by any Loan Party, and prepared by a third party unaffiliated with any of the Loan Parties in connection with this Credit Agreement, the other Loan Documents or any transaction contemplated hereby or thereby contains, to the knowledge of any Loan Party, any untrue statement of a material fact that would reasonably be expected to result in a Material Adverse Effect, and (ii) by any Loan Party, and prepared by any Loan Party, or an affiliate of any Loan Party, in connection with this Credit Agreement, the other Loan Documents or any transaction contemplated hereby or thereby contains any untrue statement of a material fact that would reasonably be expected to result in a Material Adverse Effect. The projections and pro forma financial information contained in the materials referenced above are based upon good faith estimates and assumptions believed by the applicable Loan Party to be reasonable at the time made, it being recognized by the Lenders that such projections and pro forma financial information as it relates to future events are not to be viewed as fact and that actual results during the period or periods covered by such projections and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amount.

8.09 No Default. No event has occurred and is continuing which constitutes an Event of Default or a Potential Default, except as disclosed to the Administrative Agent in writing.

8.10 No Litigation. There are no material actions, suits, investigations or legal, equitable, arbitration or administrative proceedings pending, or to the knowledge of any Loan Party, threatened, against any Loan Party that would reasonably be expected to result in a Material Adverse Effect.

8.11 Material Adverse Change. No changes to any Loan Party have occurred since the date of the most recent financial statements described in Section 9.01 delivered to the Lenders which would reasonably be expected to result in a Material Adverse Effect.

8.12 Taxes. To the extent that failure to do so could reasonably be expected to have a Material Adverse Effect, all federal, state and other tax returns required to be filed by any

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Loan Party have been filed and all federal, state and other taxes, assessments, fees, and other governmental charges levied or imposed upon any Loan Party and otherwise due and payable have been paid, except Taxes that are being contested in good faith by appropriate proceedings diligently conducted and for which adequate reserves are being maintained in accordance with GAAP.

8.13 Jurisdiction of Formation; Principal Office. As of the date hereof, (a) each of the principal office, chief executive office and principal place of business of the Loan Parties is correctly listed on Schedule 8.13 and (b) the jurisdiction of formation, incorporation, establishment or registration, as applicable, of the Loan Parties is correctly listed on Schedule 8.13, and each Loan Party is not organized, incorporated, formed, established or registered, as applicable, under the laws of any other jurisdiction.

8.14 ERISA Compliance. (a) Except as would not reasonably be expected to have a Material Adverse Effect, no Loan Party or any member of its Controlled Group has established, maintains, contributes to or has any obligation to contribute to any Plan; (b) each Loan Party is either an Operating Company or the underlying assets of such Loan Party do not otherwise constitute Plan Assets; and (c) the transactions contemplated by the Loan Documents, the transactions contemplated by the Loan Documents (including, but not limited to, the enforcement of obligations against an Investor in accordance with the Loan Documents) do not and will not constitute a non-exempt “prohibited transaction” under Section 406(a) of ERISA or Section 4975(c)(1)(A), (B), (C) or (D) of the Internal Revenue Code that will subject the Administrative Agent or the Lenders to any Tax, penalty damages or any other claim or relief under ERISA or the Internal Revenue Code.

8.15 Compliance with Law. Each Loan Party is in compliance with all laws, rules, regulations and all orders of any Governmental Authority, including, without limitation, Environmental Laws and ERISA, if applicable, and the Investment Company Act, in each case to the extent failure to comply would reasonably be expected to have a Material Adverse Effect.

8.16 Hazardous Substances. Each Loan Party: (a) has not received any notice or other communication or otherwise learned of any Environmental Liability which would individually or in the aggregate reasonably be expected to have a Material Adverse Effect arising in connection with: (i) any non-compliance with or violation of the requirements of any Environmental Law by any Borrower, or any permit issued under any Environmental Law to any Borrower or any of their Subsidiaries; or (ii) the Release or threatened Release of any Hazardous Material into the environment; and (b) has no actual liability or, to its knowledge, threatened liability, in connection with the Release or threatened Release of any Hazardous Material into the environment which would individually or in the aggregate reasonably be expected to have a Material Adverse Effect.

8.17 Insider. No Loan Party is an “executive officer,” “director,” or “person who directly or indirectly or acting through or in concert with one or more persons owns, controls, or has the power to vote more than 10% of any class of voting securities” (as those terms are defined in 12 U.S.C. §375b or in regulations promulgated pursuant thereto) of any Lender, of a bank holding company of which any Lender is a subsidiary, or of any subsidiary of a bank holding

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company of which any Lender is a subsidiary, of any bank at which any Lender maintains a correspondent account, or of any bank which maintains a correspondent account with any Lender.

8.18 [Reserved].

8.19 Capital Commitments and Capital Contributions. The aggregate amount of the Unfunded Commitments of all Investors in the applicable Loan Parties as of the Closing Date hereof are $121,501,607.66. There are no Capital Call Notices to any Investors in any Loan Party outstanding except as otherwise disclosed in writing to the Administrative Agent. No Investor in any Loan Party is in default under its Subscription Agreement except as otherwise disclosed in writing to the Administrative Agent. Prior to the date hereof, each Loan Party has satisfied all conditions to its rights to make a Capital Call to the Investors in each Loan Party including any and all conditions contained in the Subscription Agreements and the Governing Agreements.

8.20 Fiscal Year. The fiscal year of each Loan Party is the calendar year.

8.21 Investment Company Act. No Loan Party (other than the Initial Borrower) is required to be registered as an “investment company” within the meaning of the Investment Company Act. The Initial Borrower has elected to be regulated as a “regulated investment company” within the meaning of the Investment Company Act.

8.22 Margin Stock. Neither the execution and delivery by the Loan Parties of the Loan Documents nor the consummation of the transactions contemplated therein, nor performance of and compliance with the terms and provisions thereof by the Loan Parties will, or will cause any Lender to, violate Regulation T, U or X or any other regulation of the Board of Governors of the Federal Reserve System regulating activities with respect to Margin Stock or to violate Section 7 of the Securities Exchange Act, in each case as now in effect or as the same may hereafter be in effect.

8.23 Anti-Money Laundering. Each Loan Party has received representations from each of the Investors such that such Loan Party, as applicable, has formed a reasonable belief that it knows the true identity of each of its Investors. To the knowledge of each Loan Party, no Investor’s funds used in connection with this transaction are derived from illegal activities. None of the Investors’ names are contained on any Sanctions list nor are they citizens or residents of any Sanctioned Country.

8.24 Compliance with Anti-Money Laundering Laws and Anti-Corruption Laws. Each Loan Party, each Person directly or indirectly controlling a Loan Party, each Person directly or indirectly controlled by a Loan Party of any of the foregoing shall (a) comply with all applicable Anti-Money Laundering Laws and Anti-Corruption Laws, and shall maintain or be subject to policies and procedures reasonably designed to ensure compliance with all applicable Anti-Money Laundering Laws and Anti-Corruption Laws, (b) ensure it does not directly or knowingly indirectly use the funds or proceeds to fund, finance or facilitate any activities, business or transactions that would be prohibited by any Anti-Corruption Laws or Anti-Money Laundering Laws, and (c) ensure that it does not fund any repayment of the credit with, or provide as collateral, any funds or property that is directly or knowingly indirectly derived from any unlawful transaction or activity that is prohibited by any Anti-Corruption Laws or Anti-Money Laundering

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Laws or that could otherwise cause a Lender or any other party hereto to be in violation of any Anti-Corruption Laws or Anti-Money Laundering Laws.

8.25 [Reserved].

8.26 Included Investor Status; Investment Exclusion Event. No Exclusion Event, Investment Exclusion Event has occurred, unless the Administrative Agent has been notified of the same in writing prior to (or together with) the delivery of the relevant Loan Notice for a Borrowing, and with respect to any Exclusion Event, the calculation of the Available Commitment in the relevant Loan Notice for a Borrowing reflects the exclusion of the subject Investor as an Included Investor or Designated Investor (as applicable) (or, if only a portion of such Investor’s Investor Interests are subject to such Exclusion Event, the exclusion of the relevant portion of the Unfunded Commitments of such Investor).

8.27 Location of Books and Records. The location where each Loan Party keeps its books and records, including all computer tapes, files and records relating to the Collateral is at the address set forth in Schedule 8.13, or such other place of which the Loan Parties have notified the Administrative Agent in accordance with the terms hereof.

8.28 Sanctioned Persons. No Loan Party, nor any director, officer, employee or agent acting in connection with this agreement of any member of such Loan Party is a Sanctioned Person.

8.29 Beneficial Owners. The information included in each of the Beneficial Ownership Certifications most recently provided to the Administrative Agent and the Lenders pursuant to this Credit Agreement, as updated pursuant to Section 9.01(m), is true and correct in all respects to the best of the applicable Responsible Officer’s knowledge.

8.30 [Reserved].

8.31 [Reserved].

8.32 [Reserved].

8.33 Non-Affiliation with Lenders. To the Initial Borrower’s knowledge, no Lender is an “affiliated person”, or an affiliated person of an affiliated person, of the Initial Borrower (within the meaning of Section 2(a)(3) of the Investment Company Act).

8.34 Solvency. Each Loan Party is Solvent. The Loan Parties and their Subsidiaries (taken as a whole on a consolidated basis) are Solvent.

8.35 [Reserved].

8.36 No Defenses. Other than as disclosed to the Administrative Agent in writing, each Loan Party knows of no default or circumstance which with the passage of time and/or giving of notice, could constitute an event of default under its Governing Agreement, any Subscription Agreement, if applicable, Side Letter or Investor Letter, Credit Link Document which would constitute a defense to the obligations of the Investors to make Capital Contributions to a

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Borrower pursuant to a Capital Call in accordance with the Subscription Agreements, if applicable, or the applicable Loan Party’s Governing Agreement and has no knowledge of any claims of offset or any other claims of the Investors against any Loan Party which would or could diminish or adversely affect the obligations of the Investors to make Capital Contributions and fund Capital Calls in accordance with the Subscription Agreements in each case except as disclosed to Administrative Agent, if applicable, any related Side Letters or Investor Letter, the applicable Loan Party’s Governing Agreement or Credit Link Document.

9. AFFIRMATIVE COVENANTS. So long as the Lenders have any commitment to lend hereunder, and until payment in full of the Notes and the performance in full of the Obligations under this Credit Agreement and the other Loan Documents (other than contingent indemnification obligations for which no claim has been made), each Loan Party agrees that, unless the Administrative Agent shall otherwise consent in writing based upon the approval of the Required Lenders (unless the approval of the Administrative Agent alone or a different number of Lenders is expressly permitted or required below):

9.01 Financial Statements, Reports and Notices. The Loan Parties shall deliver to the Administrative Agent the following:

(a) Annual Statements. Within one hundred and twenty (120) days after the end of each fiscal year of the Borrowers: (i) audited, unqualified financial statements of each of the Borrowers (except for qualifications as to any upcoming maturity date under any indebtedness or the inability to satisfy any financial maintenance covenant on a future date or period), including a consolidated balance sheet of each of the Borrowers and their consolidated Subsidiaries as of the end of such fiscal year and the related consolidated statements of operations for such fiscal year prepared by independent public accountants of nationally recognized standing, but, in each case, (A) only in the form delivered to each of the Investors and (B) subject to normal year-end audit adjustments and the absence of footnotes; and (ii) a copy of any management-prepared report delivered by a Managing Entity to the Investors simultaneously with such financial statements. Notwithstanding the foregoing, the obligations in this Section 9.01(a) may be satisfied with respect to financial information of the Borrower by furnishing the Form 10-K (or the equivalent) of the Borrower or other relevant document, form, statement, disclosure or other information of the type otherwise so required thereby are publicly available when filed on EDGAR at the www.sec.gov website or any successor service provided by the SEC.

(b) Quarterly Statements. Within ninety (90) days after the end of each of the first three quarters of each fiscal year of the Borrowers: (i) an unaudited consolidated balance sheet of each of the Borrowers and their consolidated Subsidiaries as of the end of such quarter and the related unaudited consolidated statements of operations for such quarter and for the portion of such Loan Party’s fiscal year ended at the end of such quarter, but, in each case, (A) only in the form delivered to each of the Investors and (B) subject to normal year-end audit adjustments and the absence of footnotes; and (ii) a copy of any management-prepared report delivered by a Borrower or Managing Entity (as applicable) to the Investors simultaneously with such financial statements. Notwithstanding the foregoing, the obligations in this Section 9.01(b) may be satisfied with respect to financial information of the Borrower by furnishing the Form 10-Q (or the equivalent) of the Borrower or other relevant document, form, statement, disclosure or other information of the type

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otherwise so required thereby are publicly available when filed on EDGAR at the www.sec.gov website or any successor service provided by the SEC.

(c) Compliance Certificate. Simultaneously with the delivery of each set of financial statements referred to in clauses (a) and (b) above, a certificate (a “Compliance Certificate”) of a Responsible Officer of the Borrowers, substantially in the form of Exhibit N attached hereto (with blanks appropriately completed in conformity herewith): (i) stating that each such Responsible Officer is familiar with the terms and provisions of the Loan Documents, and has made, or caused to be made under his or her supervision, a detailed review of the transactions and financial condition of the Borrowers during the period covered by such Compliance Certificate; (ii) certifying that such financial statements fairly present in all material respects the financial condition and the results of operations of the Borrowers on the dates and for the periods indicated, on the basis of GAAP, subject, in the case of interim financial statements, to normally recurring year-end adjustments; (iii) stating that the Loan Parties are in compliance with the covenants set forth in Section 10.11 hereof, and containing the calculations evidencing such compliance; (iv) stating whether any Event of Default or, to any Loan Party’s knowledge, Potential Default exists on the date of such certificate and, if any Event of Default or Potential Default then exists, setting forth the details thereof and the action which the Loan Parties are taking or proposes to take with respect thereto; (v) setting forth the Unfunded Commitments of all Investors (identifying Included Investors, Designated and Excluded Included Investors) and a Borrowing Base Certificate (all as of the end of the relevant period); (vi) specifying changes, if any, in the name of any Investor or in the identity of any Investor, by merger or otherwise; (vii) specifying any Subsequent Investors that have not satisfied the conditions of Section 10.06(d) hereof; (viii) stating that no Investor is subject to an Exclusion Event, or otherwise listing such Investors which have been subject to an Exclusion Event; (ix) solely in respect of the Initial Included Investor, setting forth details of any repurchase of Investor Interests pursuant to the Share Repurchase Program made in the preceding calendar quarter or confirmation that the Share Repurchase Program has been suspended and (x) confirming that the Loan Parties are in compliance with their existing financial obligations;

(d) Notices Affecting Available Commitment. Promptly, and in any event no later than five (5) Business Days following the delivery by any Loan Party of any Plan Asset Notice or receipt by any Loan Party of any Withdrawal Election issued by an Investor or Plan Asset Opinion or the occurrence of any Investment Exclusion Event, a notice setting forth each Investor to whom any Plan Asset Notice has been sent, or who has delivered any Withdrawal Election issued by an Investor or Plan Asset Opinion or is the subject of an Investment Exclusion Event, as the case may be, and in each case the details thereof;

(e) [Reserved.]

(f) Other Reporting. Promptly upon delivery to all Investors, copies of all material notices and correspondence at any time or from time to time prepared by any Loan Party and furnished to all Investors, including, without limitation, any notice of default, notice of election or exercise of any rights or remedies under the Subscription Agreements or the Governing Agreements, or any notices relating in any way to any Investor’s Capital Commitment, and any notice relating in any way to the misconduct of any Loan Party; provided, that no Loan Party shall be required to provide copies of any statements or other information provided to Investors in

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respect of financial or portfolio matters beyond that required by Section 9.01(a) and(b) hereunder. Notwithstanding the foregoing, the obligations in this Section 9.01(g) may be satisfied with respect to financial information of the Borrower by furnishing the Form 8-K (or the equivalent) of the Borrower or other relevant document, form, statement, disclosure or other information of the type otherwise so required thereby are publicly available when filed on EDGAR at the www.sec.gov website or any successor service provided by the SEC.

(g) ERISA Certification. For each Borrower that provided a certificate of a Responsible Officer pursuant to Section 7.01(l)(ii) of this Credit Agreement, prior to admitting one or more ERISA Investors which would result in 25% of the total value of any class of equity interests in such Borrower being held by “benefit plan investors” within the meaning of Section 3(42) of ERISA, such Borrower shall deliver a favorable written opinion of counsel to such Borrower addressed to the Secured Parties, reasonably acceptable to the Administrative Agent and its counsel, regarding the status of such Borrower as an Operating Company (or a copy of such opinion addressed to the Investors, reasonably acceptable to the Administrative Agent and its counsel, together with a reliance letter with respect thereto, addressed to the Secured Parties); and (ii) with respect to each other Borrower, for so long as there is any ERISA Investor in such Loan Party, such Loan Party shall provide to the Administrative Agent, no later than ninety (90) days after the first day of each Annual Valuation Period in the case of clause (1) below or thirty (30) days after the end of such Borrower’s fiscal year in the case of clause (2) below, a certificate signed by a Responsible Officer of such Borrower that (1) such Borrower has remained and still is an Operating Company or (2) the underlying assets of such Borrower do not constitute Plan Assets because less than 25% of the total value of each class of equity interests in such Borrower is held by “benefit plan investors” within the meaning of Section 3(42) of ERISA;

(h) Annual Valuation Period. If any Loan Party would hold Plan Assets absent qualification as an Operating Company, notification of such Loan Party’s Annual Valuation Period within twenty (20) days prior to the first day of such Borrower’s first Annual Valuation Period and, if thereafter such Loan Party’s Annual Valuation Period changes for any reason, within twenty (20) days prior to the first day of such subsequent Annual Valuation Period;

(i) Borrowing Base Certificate. An updated Borrowing Base Certificate certified by a Responsible Officer of the Borrowers, to be true and correct in all material respects setting forth a calculation that the Principal Obligations will not exceed the Available Commitment in reasonable detail, at each of the following times: (i) at the time a Borrower Party requests a Borrowing; (ii) at the time of delivery of each Compliance Certificate pursuant to Section 9.01(c) above; (iii) within three (3) Business Days of the date on which Borrowers become aware of any Exclusion Event; (iv) prior to the transfer, withdrawal, or assignment of an Included Investor’s or a Designated Investor’s Investor Interests in any Loan Party; (v) upon, any in any event within three (3) Business days of the knowledge of the occurrence of any event that reduces the Available Commitment; (vi) within three (3) Business Days after the issuance of any Capital Call Notice and (vii) at such other times as the Administrative Agent may reasonably request from time to time.

(j) Early Termination of any Loan Party. Simultaneously with the sending of notice by any Loan Party to any Investor, such notice, or, if no notice is required or sent, promptly upon any Loan Party acquiring knowledge thereof, notice of any event (other than the occurrence of passage of time) that has resulted in, or could reasonably be expected to result in the occurrence

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of the early termination of any Loan Party, including without limitation the issuance of any related notice by any Loan Party;

(k) Capital Call Information. (i) Complete and current contact information for each Investor (including, without limitation, its address and contact information of its Responsible Officers who are responsible for funding Capital Calls from any Loan Party (including such Responsible Officer’s phone and electronic mail address)), as the Administrative Agent may reasonably request from time to time and (ii) promptly after being issued to the Investors, copies of any Capital Call Notices in accordance with Section 5.02(c); and

(l) Notice of Certain Changes to Beneficial Ownership Certification. With respect to any Loan Party that is a “legal entity customer” under the Beneficial Ownership Regulation, such Loan Party shall promptly give notice to the Lenders of any change in the information provided in any such Beneficial Ownership Certification that would result in a change to the list of beneficial owners identified therein and promptly deliver an updated Beneficial Ownership Certification. If any Loan Party that was not previously a “legal entity customer” under the Beneficial Ownership Regulation becomes a “legal entity customer” under the Beneficial Ownership Regulation, such Loan Party shall promptly notify the Lenders of such fact and promptly deliver a Beneficial Ownership Certification.

(m) [Reserved].

(n) Affiliated Person. Any Responsible Officer of a Loan Party obtaining knowledge that a Lender is an “affiliated person”, or an affiliated person of an affiliated person, of such Loan Party (within the meaning of Section 2(a)(3) of the Investment Company Act).

(o) RIC. Written notice promptly, and in any event within three (3) Business Days, following receipt by the Initial Borrower of any written assertion by a Governmental Authority that the Initial Borrower does not or may not qualify as a RIC.

(p) Exchange Listing Event. Written notice promptly, but in no event more than one (1) Business Day, following the occurrence of any Exchange Listing Event.

(q) Other Information. Such other information concerning the business, properties, or financial condition of any Loan Party as the Administrative Agent shall reasonably request (subject in all respects to any applicable confidentiality undertakings with third parties entered into in good faith (and not entered into for the primary purpose of avoiding disclosure hereunder).

9.02 Payment of Taxes. Each Loan Party will pay and discharge all Taxes, assessments, and governmental charges or levies imposed upon it, upon its income or profits, or upon any property belonging to it before delinquent, provided, however, that no Loan Party shall be required to pay any such Tax, assessment, charge, or levy if and so long as: (a) the amount, applicability, or validity thereof shall currently be contested in good faith by appropriate proceedings; or (b) the failure to make payment pending such contest would not reasonably be expected to result in a Material Adverse Effect. Nothing in this Section 9.02 shall prohibit any merger, consolidation, liquidation, or dissolution permitted by Section 10.02.

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9.03 Maintenance of Existence and Rights. Each of the Loan Parties shall preserve and maintain its existence. Each of the Loan Parties shall further preserve and maintain all of their respective rights, privileges, and franchises necessary in the normal conduct of its business and in accordance with all valid regulations and orders of any Governmental Authority the failure of which could reasonably be expected to have a Material Adverse Effect.

9.04 Maintenance of Existence and Rights. Each of the Loan Parties shall preserve and maintain its existence. Each of the Loan Parties shall further preserve and maintain all of their respective rights, privileges, and franchises necessary in the normal conduct of its business and in accordance with all valid regulations and orders of any Governmental Authority the failure of which could reasonably be expected to have a Material Adverse Effect.

9.05 Notice of Default. The Loan Parties shall furnish to the Administrative Agent, promptly (but in any event not later than three (3) Business Days) after becoming aware of the existence of any condition or event which constitutes an Event of Default or a Potential Default (including, without limitation, notice that the shareholders, equity holders or limited partners, as applicable, of any Loan Party intend to seek the removal of the Investment Adviser as the investment advisor of such Loan Party or of the Administrator as the administrator of such Loan Party under the applicable Governing Agreements or otherwise), a written notice specifying the nature and period of existence thereof and the action which any Loan Party is taking or proposes to take with respect thereto. The Loan Parties shall promptly notify the Administrative Agent in writing upon becoming aware that any Investor has violated or breached any material term of the applicable Subscription Agreement or has become a Defaulting Investor.

9.06 Compliance with Loan Documents and Constituent Documents. Unless otherwise approved in accordance with the terms of this Credit Agreement (which approval, by such terms, may require more or fewer Lenders than the Required Lenders), each of the Loan Parties shall, and shall cause each Qualified Borrower to, promptly comply with any and all covenants and provisions of this Credit Agreement, the Notes, and all of the other Loan Documents executed by or applicable to it and its Governing Agreements. The Loan Parties shall, and shall cause the Qualified Borrowers to, only use the proceeds of any Loans and Capital Call Notices for such purposes as are permitted by each of the Governing Agreements and shall conduct their respective businesses in accordance with the Subscription Agreements and the Governing Agreements.

9.07 Books and Records; Access. Following five (5) Business Days prior written notice to the Loan Parties, the Loan Parties shall, on no more than (1) occasion per calendar year (it being understood and agreed that such notice requirement and limit on frequency shall only apply so long as no Event of Default has occurred and is continuing), give any representative of the Administrative Agent or the Lenders, or any of them, access during all business hours to, and permit their representatives to examine, copy, or make excerpts from, any and all books, records, and documents in the possession of any Loan Party in each case relating to the affairs of any Borrower or any Collateral; provided that (a) representatives of the Company shall be given the opportunity to participate in any discussions with any independent accountants, (b) so long as no Event of Default has occurred and is continuing, any expenses in connection with any inspection in excess of one (1) occasion per calendar year shall be for the account of the Administrative Agent on behalf of the Secured Parties, (c) the Loan Parties shall not be required to provide access

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to documents that are then subject to attorney-client privilege in connection with any pending or threatened litigation or proceeding involving the Company or any Affiliate thereof and (d) the representatives of the Administrative Agent shall conform to the confidentiality requirements set forth in Section 13.22 and to such other confidentiality requirements as the Loan Parties may reasonably request.

9.08 Compliance with Law. The Loan Parties shall comply in all material respects with all laws, rules, regulations, and all orders of any Governmental Authority, including, without limitation, Environmental Laws and ERISA, if applicable, and the Investment Company Act, in each case, to the extent failure to comply would reasonably be expected to have a Material Adverse Effect.

9.09 Insurance. The Borrowers will maintain, directly or indirectly, workers’ compensation insurance, liability insurance, and insurance on its present and future properties, assets, and business against such casualties, risks, and contingencies, and in such types and amounts, as are consistent with customary practices and standards of the industry in which the Borrowers operate and the failure of which to maintain could reasonably be expected to have a Material Adverse Effect.

9.10 Authorizations and Approvals. Each Loan Party shall promptly obtain, from time to time at its own expense, all such governmental licenses, authorizations, consents, permits and approvals as may be required to enable such Loan Party, as applicable, to comply with their respective obligations hereunder, under the other Loan Documents, the Subscription Agreements and their respective Constituent Documents to the extent that the failure to obtain any such licenses, authorizations, consents, permits and approvals could reasonably be expected to have a Material Adverse Effect.

9.11 Maintenance of Liens. Each Loan Party shall perform all such acts and execute and deliver all such documents, security agreements, financing statements, notices, assignments, and other collateral documents (all of which shall be deemed part of the Collateral Documents), in form and substance reasonably satisfactory to the Administrative Agent, as the Administrative Agent may reasonably request in order to enable the Lenders to report, file, and record every instrument that the Administrative Agent may deem reasonably necessary in order to grant to, or perfect and maintain in favor of, the Lenders, the first and exclusive security interests (subject to Permitted Liens) in any of the Collateral and otherwise to preserve and protect the rights of the Lenders.

9.12 [Reserved].

9.13 Loan Party Action Upon Investor Default. Upon the failure of any Investor to fund a Capital Contribution that results in an Event of Default that is then continuing, after giving effect to any cure period or grace period in the applicable Governing Agreement and/or Subscription Agreement, the applicable Loan Party shall exercise such rights and remedies available under each Governing Agreement and the applicable Subscription Agreement (subject to any Loan Party’s fiduciary obligations as a Managing Entity, if applicable) as to such Defaulting Investor in order to cure any default under the applicable Governing Agreement and the applicable Subscription Agreement caused by the failure of such Investor to fund its required Capital

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Contribution; provided, however, if such Investor is a Defaulting Investor, then, to the extent a Borrowing Base Deficiency results from the applicable Exclusion Event giving rise to such Investor becoming a Defaulting Investor, the Borrowers shall, prior to any such exercise by any Loan Party of any rights, make a Mandatory Prepayment.

9.14 Covenants of Qualified Borrowers. The covenants and agreements of Qualified Borrowers hereunder shall be binding and effective with respect to a Qualified Borrower upon and after the execution and delivery of a Qualified Borrower Note by such Qualified Borrower until such Qualified Borrower Note is indefeasibly paid in full in cash, at which time such Qualified Borrower’s obligations and liabilities under the Loan Documents and the Borrowers’ guarantee thereof shall automatically terminate, and such Qualified Borrower shall no longer be considered a “Borrower Party” or a “Qualified Borrowers” under the Loan Documents.

9.15 [Reserved].

9.16 Collateral Account. No Loan Party shall direct, authorize or otherwise permit any proceeds, monies or sums paid by the Investors pursuant to any Capital Call to be deposited, credited or otherwise included in any account other than their applicable Collateral Account. No Loan Party shall, and shall not cause any of its Subsidiaries to, deposit or otherwise credit, or cause or permit to be so deposited or credited, to the Collateral Accounts cash or cash proceeds other than Capital Contributions.

9.17 Other Notices. Each Loan Party will, promptly, and in any event within five (5) Business Days, upon receipt of knowledge thereof, notify Administrative Agent of any of the following events that would reasonably be expected to result in a Material Adverse Effect: (a) any default under any material agreement, contract, or other instrument to which such Loan Party is a party or by which any of its properties are bound, or any acceleration of the maturity of any material indebtedness owing by such Loan Party; (b) any uninsured claim against or affecting such Loan Party or any of its Collateral; (c) the commencement of, and any material, final determination in, any material litigation with any third party or any proceeding before any Governmental Authority affecting such Fund; (d) any Environmental Complaint or any claim, demand, action, event, condition, report or investigation indicating any potential or actual liability arising in connection with: (i) the non-compliance with or violation of the requirements of any Environmental Law or any permit issued under any Environmental Law; or (ii) the Release or threatened Release of any Hazardous Material into the environment; (e) the existence of any Environmental Lien on any Properties or assets of such Fund; and (f) any material remedial action taken by any Fund in response to any order, consent decree or judgment of any Governmental Authority or any Environmental Liability.

9.18 Compliance with Sanctions. Each Loan Party and its Subsidiaries will not, directly or knowingly indirectly, use the proceeds of any Loan hereunder, or lend, contribute, or otherwise make available such proceeds to any subsidiary, joint venture partner, or other Person (i) to fund any activities or business of or with a Sanctioned Person, or (ii) in any other manner that would be prohibited by Sanctions or that would cause any Lender to be in breach of any applicable Sanctions. Each Loan Party shall comply with all applicable Sanctions, and shall maintain policies and procedures reasonably designed to ensure compliance by such Fund with applicable Sanctions. A Loan Party will notify the Administrative Agent in writing promptly after

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becoming aware of any Loan Party or its Subsidiaries becoming a Sanctioned Person, or acting or purporting to act for, or on behalf of, directly or indirectly, a Sanctioned Person.

9.19 Returned Capital. The Loan Parties shall promptly, following notification to the Investors of any Returned Capital: (a) notify the Administrative Agent in writing of such Returned Capital; (b) deliver to the Administrative Agent a revised Borrowing Base Certificate modified by the Loan Parties reflecting the changes to the Capital Commitments and the Uncalled Commitments resulting from the distribution of the Returned Capital; and (c) deliver to the Administrative Agent a Capital Return Certification duly executed by the applicable Loan Party certifying that such Returned Capital each applicable Investor has been added back into such Investor’s Unfunded Commitment and confirming the Unfunded Commitment of such Investor after giving effect to the Returned Capital. The effective date on which an Investor’s Unfunded Commitment increases by Returned Capital for purposes of this Credit Agreement shall be the date on which the applicable Loan Party has delivered to the Lenders duly completed copies of the items required by this Section 9.18.

9.20 RIC Status under the Internal Revenue Code; Investment Company Act. The Initial Borrower has elected to be treated as a “regulated investment company” within the meaning of the Internal Revenue Code and intends to be treated and expects to qualify annually as a “regulated investment company” and be taxed as such within the meaning of the Internal Revenue Code, and intends to maintain its status as a “regulated investment company” under the Investment Company Act.

9.21 Status of Investment Adviser as a Registered Investment Advisor. The Investment Adviser shall at all times be registered as an investment advisor under the Investment Advisers Act of 1940, as amended.

9.21 [Reserved].

9.22 Capital Call Pack. On the Closing Date each Loan Party shall, and if requested by Administrative Agent thereafter promptly (and in any event with three (3) Business Days of request), deliver copies (which may be provided in paper or electronic format as determined by the Administrative Agent, in its reasonable discretion) of each Governing Agreement, Constituent Document, Subscription Agreement, Side Letter, evidence that the Investment Adviser has been registered with the U.S. Securities and Exchange Commission and that its form ADV remains effective, and evidence that the Initial Included Investor has been admitted as a common stockholder in the Investment Manager, necessary to satisfy the conditions to each drawdown contained in Section 2 of the Initial Included Investor’s Subscription Agreement, and any equivalent provision in any other Investor’s Subscription Agreement (the “Capital Call Pack”), or confirm that no changes to any previously provided evidence has occurred since the date of the prior delivery, to outside counsel to the Administrative Agent or to the Administrative Agent (as applicable). With respect to each Capital Call Pack that has been previously delivered to outside counsel to the Administrative Agent or to the Administrative Agent (as applicable) pursuant to the terms hereof, each Loan Party shall promptly (and in any event with three (3) Business Days of the amendment, restatement, modification or supplementation of any document included in the Capital Call Pack) deliver such amended, restated, modified or otherwise supplemented documentation to ensure that outside counsel to the Administrative Agent or the

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Administrative Agent (as applicable) possesses all documentation necessary to satisfy the conditions to drawdown set out in Section 2 of the Initial Included Investor’s Subscription Agreement, or any equivalent provision in any other Investor’s Subscription Agreement. For the avoidance of doubt, counsel to the Administrative Agent shall hold the Capital Call pack in escrow and are only authorized to release such Capital Call Pack to the Administrative Agent by the Initial Borrower following the occurrence of an Event of Default which is continuing.

10. NEGATIVE COVENANTS. So long as the Lenders have any commitment to lend hereunder, and until payment and performance in full of the Obligations (other than contingent obligations for which no claim has yet been made), each Loan Party agrees that:

10.01 Loan Party Information. No Loan Party shall, (a) without at least fifteen (15) Business Days’ prior written notice to the Administrative Agent (or such shorter period as the Administrative Agent and Required Lenders may agree in their sole but reasonable discretion) change its name, jurisdiction of formation or (b) without at least five (5) Business Days’ written notice to the Administrative Agent (or such shorter period as the Administrative Agent may agree in its sole but reasonable discretion), change its chief or executive office and/or principal place of business.

10.02 Mergers; Dissolution. No Loan Party will (i) merge, migrate or consolidate or take any analogous corporate or limited partnership action with or into any Person, unless a Loan Party, as applicable, is the surviving entity, (ii) permit any Managing Entity or any Qualified Borrower to merge or consolidate with or into any Person, unless such Managing Entity or such Qualified Borrower is the surviving entity. No Loan Party shall take any action to dissolve, terminate, merge or consolidate any Loan Party including, without limitation, any action to sell or dispose of all or substantially all of the property of any Loan Party, if the intention of such sale is to cause an effective merger, but for the avoidance of doubt, nothing in the foregoing shall in any way restrict the disposal of an Investment; or (iii) will carry out or permit any Loan Party to carry out any Delaware Division.

10.03 Negative Pledge on Collateral; No Delegation.

(a) Without the approval of all the Lenders, no Loan Party shall create or suffer to exist any Lien upon the Collateral other than a first priority security interest in and upon the Collateral to the Lenders and any Permitted Liens.

(b) Without the approval of all the Lenders, no Loan Party shall consent or agree to any Investor pledging or otherwise granting a security interest or Lien on such Investor’s Investor Interest in any Loan Party.

(c) Without the approval of all the Lenders, no Loan Party shall pledge or otherwise grant a security interest or Lien on its Investor Interest in any Borrower.

(d) Without the approval of the Administrative Agent, no Loan Party will delegate any authority, power, right, duty, or privilege constituting Collateral or relating to their respective powers to issue Capital Calls to any other Person, except to (i) the Administrative Agent

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pursuant to this Credit Agreement or another Loan Document or (ii) to the Investment Manager, subject to the terms of the Investment Adviser Side Letter.

10.04 Fiscal Year and Accounting Method. No Loan Party shall change its fiscal year or its method of accounting without the prior written consent of the Administrative Agent (such consent not to be unreasonably withheld, conditioned or delayed), unless otherwise required to do so by the Internal Revenue Code or GAAP (and if so required the Borrowers shall promptly notify the Administrative Agent in writing of such change).

10.05 Constituent Documents. Except as hereinafter provided, no Borrower shall (nor shall it, where applicable, permit its general partner to) alter, amend, modify, terminate, waive or change any provision of its Governing Agreement or Constituent Documents (as applicable), any Subscription Agreement, if applicable, or any Side Letter or enter any new Side Letter (each, a “Proposed Amendment”) if such Proposed Amendment would (a) remove or adjust (or affect in a similar manner) any debt limitations set out in such Loan Party’s Governing Agreements or Constituent Documents (as applicable) , (b) affect the Borrower’s, the general partner’s of such Borrower or any Investor’s (as applicable) debts, duties, obligations, and liabilities, or the rights, titles, security interests, Liens, powers and privileges of such Person (as applicable), in each case, relating to any Capital Calls, Capital Contributions, Capital Commitments, Uncalled Commitments or any other Collateral or any time period applicable thereto, (c) except as permitted under Section 10.06, suspend, reduce or terminate any Investor’s Unfunded Commitments or obligation to fund Capital Calls, or (d) otherwise have a material adverse effect on the rights, titles, first priority security interests and Liens, and powers and privileges of any of the Secured Parties hereunder (each, a “Material Amendment”). With respect to any Proposed Amendment, such Borrower shall notify the Administrative Agent of such proposal. The Administrative Agent shall within ten (10) Business Days of such notification inform such Loan Party, whether or not such Proposed Amendment would constitute a Material Amendment. In the event that the Administrative Agent determines that such Proposed Amendment is a Material Amendment, the approval of the Required Lenders shall be required and the Administrative Agent shall promptly notify the Lenders of such request for such approval, distributing, as appropriate, the Proposed Amendment and any other relevant information provided by the relevant Borrower. The Required Lenders shall have ten (10) Business Days from the date of such notice from the Administrative Agent to deliver their approval or denial thereof. In the event that the Administrative Agent determines that the Proposed Amendment is not a Material Amendment, such Loan Party may make such amendment without the consent of the Lenders. Each Loan Party may, without the consent of the Lenders, amend its Governing Agreement or Constituent Documents (as applicable): (x) to admit new Investors to the extent permitted by, and in accordance with, this Credit Agreement; (y) to reflect transfers of interests in a Borrower permitted by, and in accordance with, this Credit Agreement; and (z) to cure any error or omission of a technical or immaterial nature; provided that, in each case, such Borrower shall promptly provide prior written notice to the Lenders of any such amendment. Further, in the event any Governing Agreement or Constituent Document (as applicable) of any Loan Party is altered, amended, modified or terminated in any respect whatsoever, such Loan Party shall provide the Lenders with copies of each executed, filed or otherwise effective document relating thereto.

10.06 Transfer by, Admission, Redemption and Withdrawal of, Investors.

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(a) Transfer of Investor Interests. Other than with respect to a Specified Transfer, the Company shall notify the Administrative Agent of any withdrawal, redemption or transfer by any Investor of all or a portion of its equity interest in the Initial Borrower and/or Capital Commitment at least five (5) Business Days (or such shorter period as may be agreed by the Administrative Agent in its sole but reasonable discretion) before the proposed withdrawal, redemption or transfer, and shall, promptly upon receipt thereof, deliver to the Administrative Agent copies of any proposed assignment agreement and other documentation delivered to, or required of such Investor by, the Company; provided that any withdrawal, redemption or transfer by the Initial Included Investor, any other Included Investor or Designated Investor, in each case, with respect to its Unfunded Commitment in accordance with this Section 10.06(a) shall require the consent of the Administrative Agent in its sole discretion. The withdrawal by any Excluded Investor will, in each case, be at the applicable Loan Party’s discretion, provided that the Borrowers will provide prompt written notice to Administrative Agent and such transfer must comply with the requirements set forth in Sections 10.06(d) and 10.06(e) below and would not result in a violation of any OFAC regulations or breach of any Sanctions, and such Investor does not appear on any Sanctions list.

(b) Admission of Investors. Each Loan Party shall not permit (i) the admission of any Investor, or (ii) the transfer of any Investor’s interest to an assignee as a substitute Investor and any admission of a Person as a new Investor, in each case to a Person which is a Sanctioned Person.

(c) Redemption of Investor Interests; Withdrawal of Investors.

(i) Without the consent of the Administrative Agent and all Lenders, which consent shall not be unreasonably withheld or delayed, no Loan Party shall redeem any Investor Interests other than in connection with the Share Repurchase Program. Without the consent of the Administrative Agent and the Required Lenders, which consent shall not be unreasonably withheld or delayed, no Loan Party shall permit the withdrawal of a non-Included Investor, unless such withdrawal is required to keep a Borrower in compliance with Section 10.07 hereof and is made pursuant to the terms of the applicable Governing Agreement (or the corresponding section in any applicable Constituent Document).

(ii) Without the consent of Administrative Agent and all Lenders, no Loan Party will permit the withdrawal of an Included Investor or Designated Investor (excluding, for the avoidance of doubt, any withdrawal as a result of a transfer of such Included Investor’s or Designated Investor’s Investor Interest, which transfer instead shall be subject to Section 10.06(a)), unless such withdrawal is required to keep a Borrower in compliance with Section 10.07 hereof and is made pursuant to the terms of the applicable Governing Agreement (or the corresponding section in any applicable Constituent Document), and otherwise in accordance with this Credit Agreement. In the event that (x) the Investor Interests of an Included Investor or Designated Investor will be redeemed and will not be transferred to an existing Included Investor or Designated Investor (as applicable), or (y) an Included Investor or Designated Investor is permitted hereunder to withdraw from a Loan Party, the Loan Party shall, prior to such redemption or withdrawal, as applicable, calculate

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whether a Borrowing Base Deficiency will exist (taking into consideration the Unfunded Commitment of the Included Investor or Designated Investor (as applicable)) if such redemption or withdrawal, as applicable, occurs, and to the extent such redemption or withdrawal, as applicable, would cause a Borrowing Base Deficiency prior to the effectiveness of any such redemption or withdrawal, as applicable, the Loan Parties shall make a Capital Call on the Investors, including the Investor that is being redeemed or that is permitted to withdraw from a Borrower, in an amount necessary to make any required Mandatory Prepayments (including, without limitation, any amounts required under Section 2.01(d) hereof). Promptly upon the effectiveness of any such redemption or withdrawal contemplated in this Section 10.06(c)(i) or (ii), the Borrowers and the applicable Managing Entities shall deliver to the Administrative Agent a revised Exhibit A-1 to this Credit Agreement containing the name and address of each Investor and its Capital Commitment and Unfunded Commitment and certifying the accuracy of the information contained in such revised Exhibit A-1.

(d) Documentation Requirements. The Loan Parties shall, with respect to any Person admitted as a substitute or new Investor (whether due to a transfer by an existing Investor or otherwise) (a “Subsequent Investor”), promptly (and, in any event no later than five (5) Business Days after the admission of such Subsequent Investor) notify the Administrative Agent of the identity of such Investor and deliver documentation similar to that described in Section 7.01(m) with respect thereto. In the event any Person is admitted as an additional or substitute Investor of a Loan Party, the Borrowers shall promptly deliver to the Administrative Agent a revised Exhibit A-1 to this Credit Agreement, containing the names of each Investor and the Capital Commitments of each Investor.

(e) Funding Requirements. Prior to the effectiveness of any transfer by an Included Investor or Designated Investor, (i) the Loan Parties shall calculate whether a Borrowing Base Deficiency will exist if such transfer occurs (taking into account the Unfunded Commitment of the relevant Included Investor or Designated Investor), and to the extent such transfer would cause a Borrowing Base Deficiency, and shall, to the extent the Loan Parties do not otherwise have funds available in any Collateral Account, pay any resulting Mandatory Prepayment prior to permitting such transfer (which payment may be made from any source available to the Loan Parties, including but not limited to the proceeds of a Capital Call), and (ii) the Loan Parties shall have received the prior written consent of the Administrative Agent. For the avoidance of doubt, the Loan Parties covenant not to effect any transfer or withdrawal of the Investor Interest of an Included Investor or Designated Investor contemplated by Section 10.06(a) and Section 10.06(c) until such time as the Administrative Agent has received payment of any applicable Mandatory Prepayment triggered by any such transfer or withdrawal (including, without limitation, any amounts required to be paid under Section 2.01(d) hereof).

10.07 Capital Commitments. The Loan Parties shall not: (a) without the prior written consent of the Administrative Agent and the Required Lenders (which consent may not be unreasonably withheld or delayed, in the sole discretion of the Administrative Agent and the Required Lenders), abate, cancel, reduce, excuse (other than that portion of a Capital Commitment subject to an Investment Exclusion Event (other than any Investment Exclusion Event occurring pursuant to any provision of the Governing Agreements and/or any Side Letter related thereto

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which grants the applicable Loan Party general discretion to abate, cancel, reduce, excuse, suspend or defer any Capital Commitment or Unfunded Commitment), subject to subclause (b)(ii) below), suspend or defer the Capital Commitment or Unfunded Commitment of any Excluded Investor; provided, however, the Loan Parties may cancel or reduce that portion of the Capital Commitment and Unfunded Commitment of an Excluded Investor that is subject to (x) a reduction effected by any Loan Party under Section 9.11 hereof, (y) a transfer by an Investor permitted under Section 10.06(a) hereof, or (z) a redemption or withdrawal permitted under Section 10.06(c) hereof; and (b) without the prior written approval of the Administrative Agent and all Lenders (which consent may be withheld in the sole discretion of the Administrative Agent and the Lenders): (i) abate, cancel, reduce, excuse (other than that portion of a Capital Commitment subject to an Investment Exclusion Event (other than any Investment Exclusion Event occurring pursuant to any provision of the Governing Agreements and/or any Side Letter related thereto which grants the applicable Loan Party general discretion to abate, cancel, reduce, excuse, suspend or defer any Capital Commitment or Unfunded Commitment), subject to subclause (b)(ii) below), suspend or defer the Capital Commitment or Unfunded Commitment of any Included Investor or Designated Investor; provided, however, the Loan Parties may cancel or reduce that portion of the Capital Commitment and Unfunded Commitment of an Included Investor or Designated Investor that is subject to (x) a reduction effected by any Loan Party under Section 9.11 hereof, (y) a transfer by an Investor permitted under Section 10.06(a) hereof, or (z) a redemption or withdrawal permitted under Section 10.06(c) hereof; or (ii) excuse any Investor from or permit any Investor to defer any Capital Contribution, if the proceeds from the related Capital Call Notice are to be applied to the Obligations hereunder. For the avoidance of doubt, prior to the effectiveness of any such cancellation, reduction or excuse by an Included Investor or Designated Investor permitted without the consent of the Administrative Agent and all of the Lenders, the Loan Parties shall calculate whether, taking into account the Capital Commitments of the Included Investors or Designated Investors in the Loan Parties as if such cancellation, reduction or excuse had occurred, the applicable cancellation, reduction or excuse would cause a Borrowing Base Deficiency, and shall, to the extent the Loan Parties do not otherwise have funds available in any Collateral Account, make or cause to be made any Capital Calls required to pay any resulting Mandatory Prepayment prior to permitting such cancellation, reduction or excuse, as applicable.

10.08 ERISA Compliance. Except as would not give rise to a Material Adverse Effect, no Loan Party or member of its Controlled Group shall establish, maintain, contribute to, or have any liability to contribute to any Plan. No Loan Party shall take any action, or omit to take any action, which would cause it to fail to meet an exception from being Plan Assets of an ERISA Investor which would give rise to a non‑exempt prohibited transaction under Section 4975(c)(1)(A), (B), (C) or (D) of the Internal Revenue Code or Section 406(a) of ERISA in connection with the transactions under this Credit Agreement that would subject Administrative Agent or the Lenders to any tax or penalty under Section 4975 of the Internal Revenue Code or Section 502(i) of ERISA.

10.09 Environmental Matters. Except for such conditions as are in or will promptly be brought into compliance with relevant Environmental Laws or otherwise would not reasonably be expected to result in a Material Adverse Effect, no Loan Party: (a) shall cause any Hazardous Material to be generated, placed, held, located or disposed of on, under or at, or transported to or from, any Property of any Loan Party in material violation of Environmental

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Law; or (b) shall permit any such Property to ever be used as a dump site or storage site (whether permanent or temporary) for any Hazardous Material in material violation of Environmental Law.

10.10 Limitations on Dividends and Distributions. No Loan Party shall make, pay or declare any Distribution to its Investors at any time except (a) as permitted pursuant to its Constituent Documents, (b) to other Loan Parties, (c) Permitted RIC Distributions, or (d) pursuant to the Share Repurchase Program; provided, in the case of the foregoing clauses (c) and (d), (A) such distributions are permitted by the Constituent Documents and (B) either (x) no Mandatory Prepayment is due pursuant to Section 2.01(d) or any Event of Default shall have occurred and be continuing, or (y) there are no Obligations outstanding at such time; provided, further, that solely in the case of the foregoing clause (c), the Initial Borrower shall promptly deliver a RIC Distribution Notice to the Administrative Agent in connection with any such Distribution following a reasonable request by the Administrative Agent, and if a Mandatory Prepayment is due pursuant to Section 2.01(d) or any Event of Default shall have occurred and be continuing or shall occur as a result of a Permitted RIC Distribution, the Initial Borrower shall deliver a RIC Distribution Notice to the Administrative Agent and Permitted RIC Distributions shall be calculated as if the 115% included in the definition thereof were instead 100% and notwithstanding anything herein to the contrary, such Permitted RIC Distributions as so calculated shall be permitted notwithstanding clause (B) above.

10.11 Limitation on Debt. No Loan Party shall incur any Indebtedness in violation of the leverage restrictions set forth in the Governing Agreements, including, for the avoidance of doubt, the BDC Asset Coverage Ratio.

10.12 Limitation on the Loan Parties. Each Managing Entity shall, at all times, act as the sole Managing Entity of each applicable Loan Party provided, however, that (a), a Managing Entity may assign its interest as Managing Entity to an Affiliate, so long as: (a) such Managing Entity shall have given Administrative Agent prior written notice of the intention to effect such transfer; and (b) one of the following shall have occurred as a condition to such proposed transfer: (x)(i) such transferee shall have joined into this Credit Agreement and the other Loan Documents, and shall have assumed all of the obligations of such Managing Entity under the Loan Documents, (ii) such transferee shall have pledged to Administrative Agent, for the benefit of the Lenders, all such collateral that such Managing Entity previously pledged to the Administrative Agent, similar to the Collateral, in form and substance reasonably satisfactory to the previous Managing Entity and (iii) such transferee shall have delivered such documents, including, without limitation, the Constituent Document of such transferee, any security documents, accession or joinder agreements, amendments to the Loan Documents, and legal opinions, as may be reasonably requested by Administrative Agent, to Administrative Agent; or (y) Administrative Agent shall be otherwise reasonably satisfied that appropriate agreements have been effected to protect the interests of Administrative Agent and the Lenders with respect to the Collateral.

10.13 Dissolution. Without the consent of all Lenders, no Loan Party, shall take any action to terminate, wind-up, dissolve or liquidate any Loan Party, as applicable, so long as the Obligations remain outstanding and this Credit Agreement remains in effect.

10.14 [Reserved].

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10.15 Sanctions. No Loan Party, shall (and each Loan Party shall ensure that no other member of any Loan Party, as applicable, will) directly or knowingly indirectly, use the proceeds of any Loan (or lend, contribute or otherwise make available such proceeds to any person) in any manner that would result in a violation of Sanctions by any Lender (including without limitation as a result of the proceeds of any Loan being used to fund or facilitate any activities or business of, with or related to (or otherwise to make funds available to or for the benefit of)) a Sanctioned Person.

(a) Each Loan Party shall ensure that (i) no person that is a Sanctioned Person will have any legal or beneficial interest in any funds remitted by any Loan Party, as applicable, or repaid or remitted by any Loan Party to any Lender in connection with any Loan, and (ii) it shall not use any revenue or benefit derived from any activity or dealing with a Sanctioned Person for the purpose of discharging amounts owing to any Lender hereunder or any other Loan Document.

(b) Each Loan Party shall implement and maintain appropriate safeguards designed to prevent any action that would be contrary to paragraph (a) or (b) above.

(c) Each Loan Party shall, and shall procure that each other member of any Loan Party, as applicable, will, promptly upon becoming aware of the same, supply to the Administrative Agent details of any claim, action, suit, proceedings or investigation against it with respect to Sanctions.

10.16 Fund Structure. No Borrower shall transfer, withdraw or assign its equity interest in any other Borrower or its obligations under the Loan Documents to any other Person other than a Person that is or becomes a Borrower hereunder, without the prior written consent of the Administrative Agent, which consent may be granted or withheld in the Administrative Agent’s reasonable discretion. Notwithstanding the foregoing, this Section 10.16 shall not apply to special purpose vehicles established as borrowers under other credit facilities or for the purpose of securitizations.

10.17 [Reserved].

10.18 EEA Financial Institution. None of the Loan Parties is an EEA Financial Institution.

10.19 [Reserved].

10.20 [Reserved].

10.21 Initial Included Investor Conditions to Funding. None of the Loan Parties shall, without the prior written consent of the Administrative Agent, take any action that would cause any condition precedent to the Initial Included Investor’s obligation to fund Capital Calls as set forth in its Subscription Agreement to not be satisfied at any time.

10.22 Business Development Company Status. The Initial Borrower shall not withdraw its Form N-54A filed with the SEC electing to be treated as a business development company.

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11. EVENTS OF DEFAULT.

11.01 Events of Default. An “Event of Default” shall exist if any one or more of the following events (herein collectively called “Events of Default”) shall occur and be continuing (whatever the reason for such event and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body):

(a) any Borrower Party shall fail to pay when due: (i) any principal of the Obligations; or (ii) any interest on the Obligations or any fee, expense, or other payment required hereunder, and such failure under this clause (ii) shall continue unremedied for three (3) Business Days thereafter;

(b) any representation or warranty made by any or any Loan Party under this Credit Agreement (other than Section 8.01) or by any Loan Party under any of the other Loan Documents executed by any of them, or in any certificate or statement furnished or made to the Lenders by any Loan Party pursuant hereto or in connection herewith or with the Loans, shall prove to be untrue or inaccurate in any material respect as of the date on which such representation or warranty is made or deemed made, and the adverse consequences of such inaccuracy shall, to the extent curable, continue uncured for a period of thirty (30) days after the earlier of (x) any Loan Party obtaining knowledge thereof or (y) Administrative Agent’s delivery of written notice of the breach of such representation or warranty to the Borrowers;

(c) default shall occur in the performance of any of the covenants or agreements contained herein (other than the covenants contained in Section 2.01(d), Section 5.02(d), Section 9.01(h), (p) or (q), Section 9.04, Section 9.19 through Section 9.22, Section 10.01 through 10.22), or of the covenants or agreements of any Loan Party contained in any other Loan Documents executed by any of them, and such default shall continue uncured to the satisfaction of the Administrative Agent for a period of thirty (30) days after written notice thereof has been given by the Administrative Agent to any Borrower or any Managing Entity; provided, however, so long as such default is curable and the applicable Loan Parties are diligently pursuing the cure of such default, then such thirty (30) day period shall be extended for an additional thirty (30) days; provided, further, no such thirty (30)-day cure period shall apply respecting covenants of any Loan Party relating to notices to be given by any such Person, but, rather, a three-day grace period shall apply);

(d) the representation made by any Loan Party under Section 8.01 of this Credit Agreement shall prove to be untrue or inaccurate in any material respect as of the date on which such representation is made or deemed made, or default shall occur in the performance of the covenants and agreements of the Loan Parties contained in Section 2.01(d), Section 5.02(d),Section 9.01(h), (p) or (q), Section 9.04, Section 9.19 through Section 9.22, Section 10.01,through Section 10.22;

(e) any of the Loan Documents executed by any Loan Party shall cease, in whole or in material part, to be legal, valid, binding agreements enforceable against such Loan Party in accordance with the terms thereof or shall in any way be terminated or become or be declared ineffective or inoperative or shall in any way whatsoever cease to give or provide the

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respective liens, security interest, rights, titles, interest, remedies, powers, or privileges intended to be created thereby;

(f) (i) monetary default shall occur in the payment of any recourse Indebtedness of any Loan Party (other than the Obligations), in an aggregate amount greater than or equal to the Threshold Amount, and such default shall continue for more than the applicable period of grace, if any, or (ii) monetary or non-monetary default shall occur that results in the acceleration of recourse Indebtedness of any Loan Party (other than the Obligations) in an amount greater than or equal to the Threshold Amount;

(g) any Loan Party shall: (i) apply for or consent to the appointment of a receiver, provision liquidator, restructuring officer, trustee, custodian, intervenor, or liquidator of itself or of all or a substantial part of its assets; (ii) file a voluntary petition in bankruptcy or winding up, dissolution or admit in writing that it is unable to pay its debts as they become due; (iii) make a general assignment for the benefit of creditors; (iv) file a petition or answer seeking reorganization or an arrangement with creditors or to take advantage of any Debtor Relief Laws; (v) file an answer admitting the material allegations of, or consent to, or default in answering, a petition filed against it in any bankruptcy, reorganization or insolvency proceeding; or (vi) take partnership or corporate action for the purpose of effecting any of the foregoing;

(h) an order, judgment or decree shall be entered by any court of competent jurisdiction or other competent authority approving a petition seeking reorganization of any Loan Party or appointing a receiver, custodian, trustee, intervenor, provisional liquidator, restructuring officer or liquidator of any Loan Party of all or substantially all of any of their assets, and such order, judgment or decree shall continue unstayed and in effect for a period of sixty (60) days, or an order for relief shall be entered in respect of any Loan Party in a proceeding under the Bankruptcy Code of the United States;

(i) any final judgment(s) for the payment of money in excess of the sum of the Threshold Amount in the aggregate shall be rendered against any Loan Party and such judgment or judgments remain unsatisfied for a period of sixty (60) days or would reasonably be expected to have a Material Adverse Effect, unless covered by insurance or unless being appealed and such Loan Party has posted a bond or cash collateral;

(j) [Reserved];

(k) the assets of a Borrower shall be treated as Plan Assets of an ERISA Investor and such condition gives rise to a non-exempt prohibited transaction under Section 406(a) of ERISA or Section 4975(c)(1)(A)-(C) of the Internal Revenue Code subjecting the Administrative Agent and/or Lenders to any tax or penalty on prohibited transactions imposed under Section 4975 of the Internal Revenue Code or Section 502(i) of ERISA;

(l) two or more non-affiliated Investors having Capital Commitments aggregating 15% or greater of the aggregate Capital Commitments of all Investors shall default in their obligation to fund any Capital Call beyond any applicable grace period under the applicable Governing Agreement on a cumulative basis since the Closing Date;

(m) [Reserved];

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(n) any Loan Party (i) breaches any of its obligations under any Subscription Agreement or any Governing Agreement and such breach could reasonably be expected to have a Material Adverse Effect or (ii) repudiates, or otherwise disaffirms its obligations under, any Subscription Agreement or any Governing Agreement;

(o) any Affiliate of any Loan Party fails to make a Capital Contribution within three (3) Business Days of when originally due;

(p) [Reserved];

(q) [Reserved]; and

(r) the occurrence of any Loan Party being dissolved, wound up, a provisional liquidation, and/or liquidated pursuant to any Governing Agreement.

11.02 Remedies Upon Event of Default. If an Event of Default shall have occurred and be continuing, then the Administrative Agent may, and, upon the direction of the Required Lenders, shall: (a) suspend the Lender Commitments of the Lenders until such Event of Default is cured; (b) reduce the Lender Commitments of the Lenders to an amount equal to the then outstanding Obligation until such Event of Default is cured; (c) terminate the Lender Commitment of the Lenders; (d) declare the principal of, and all interest then accrued on, the Obligations to be forthwith due and payable, whereupon the same shall forthwith become due and payable without presentment, demand, protest, notice of default, notice of acceleration, or of intention to accelerate or other notice of any kind all of which each Loan Party (on their own behalf and on behalf of its Qualified Borrowers) hereby expressly waives, anything contained herein or in any other Loan Document to the contrary notwithstanding; (e) suspend the obligation of the Lenders to maintain Term SOFR Loans; (f) exercise any right, privilege, or power set forth in Section 5.02 hereof, including, but not limited to, the initiation of Capital Call Notices of the Uncalled Commitments, provided, however, that if any Event of Default specified in Section 11.01(g) or Section 11.01(h) hereof shall occur, the obligation of each Lender to make Loans shall automatically terminate, the principal of, and all interest on, the Obligations shall thereupon become due and payable concurrently therewith without any further action by the Administrative Agent or the Lenders, or any of them, and without presentment, demand, protest, notice of default, notice of acceleration, or of intention to accelerate or other notice of any kind, all of which each Loan Party (on their own behalf and on behalf of its Qualified Borrowers) hereby expressly waives. Notwithstanding the foregoing, upon the occurrence and during the continuation of an Event of Default, the Administrative Agent shall not initiate a Capital Call Notice for the purpose of the repayment of the Obligations for five (5) days following such Event of Default if the Administrative Agent receives written notice from the Borrowers within three (3) days of such Event of Default that the applicable Loan Party intends to issue one or more Capital Calls for the purpose of repaying the Obligations, and in the event such Loan Party so issues such Capital Calls five (5) days following such Event of Default (and simultaneously delivers a copy of each such Capital Call Notice to Administrative Agent), the Administrative Agent shall not issue any Capital Calls for a period of an additional ten (10) Business Days so as to provide the Investors time to respond to such Capital Call. If the Depository with respect to any Collateral Account notifies a Loan Party that it will cease to be the Depository, the applicable Borrower shall have seven (7) days (or such longer period otherwise agreed to by the Administrative Agent in its sole discretion)

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following notice from the Administrative Agent to move its Collateral Account subject to a new Collateral Account Pledge or Account Control Agreement (if applicable) to a replacement Depository; provided, however, that no Loan Party will issue any Capital Call until such new Collateral Account is subject to a Collateral Account Pledge and/or an Account Control Agreement (as applicable).

11.03 Performance by the Administrative Agent. Should any Loan Party fail to perform any covenant, duty, or agreement contained herein or in any of the Loan Documents, as applicable, and such failure continues beyond any applicable cure period, the Administrative Agent may (pursuant to such Loan Documents, including any collateral assignments therein to the Administrative Agent), but shall not be obligated to, perform or attempt to perform such covenant, duty, or agreement on behalf of such Person. In such event, the Loan Parties shall, at the request of the Administrative Agent promptly pay any reasonable amount expended by the Administrative Agent in such performance or attempted performance to the Administrative Agent at the Administrative Agent’s Office, together with interest thereon at the Default Rate from the date of such expenditure until paid. Notwithstanding the foregoing, it is expressly understood that neither the Administrative Agent nor the Lenders assume any liability or responsibility for the performance of any duties of any Loan Party, or any related Person hereunder or under any of the Loan Documents or other control over the management and affairs of the Loan Parties, or any related Person, nor by any such action shall the Administrative Agent or the Lenders be deemed to create a partnership arrangement with any Loan Party or any related Person.

11.04 Good Faith Duty to Cooperate. In the event that the Administrative Agent or Required Lenders elect to commence the exercise of remedies pursuant to Sections 11.02 or 11.03 as a result of the occurrence of any Event of Default, the Loan Parties agree to cooperate in good faith with the Administrative Agent to enable the Administrative Agent to issue Capital Calls in accordance with the Loan Documents and enforce the payment thereof by the Investors, including but not limited to providing contact information for each Investor within two (2) Business Days of request.

12. AGENCY PROVISIONS

12.01 Appointment and Authorization of Agents.

(a) Authority. Each Lender (including any Person that is an assignee, participant, secured party or other transferee with respect to the interest of such Lender in any Principal Obligation or otherwise under this Credit Agreement) (collectively with such Lender, a “Lender Party”) hereby irrevocably appoints, designates and authorizes each Agent to take such action on its behalf under the provisions of this Credit Agreement and the other Loan Documents and to exercise such powers and perform such duties as are expressly delegated to such Agent by the terms hereof and of the other Loan Documents, together with such other powers as are reasonably incidental thereto. Notwithstanding any provision to the contrary elsewhere herein and in the other Loan Documents, no Agent shall have any duties or responsibilities, except those expressly set forth herein and therein, nor shall any Agent have or been deemed to have any fiduciary relationship with any Lender Party, and no implied covenants, functions, responsibilities, duties, obligations or liabilities shall be read into this Credit Agreement or any of the other Loan Documents or otherwise exist against any Agent. Without limiting the generality of the foregoing

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sentence, the use of the term “agent” herein and in the other Loan Documents with reference to any Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any Applicable Law. Instead, such term is used merely as a matter of market custom, and is intended to create or reflect only an administrative relationship between independent contracting parties. The provisions of this Section 12 are solely for the benefit of the Administrative Agent and the Lenders and no Borrower Party shall have any rights as a third-party beneficiary of the provisions hereof (except for the provisions that explicitly relate to the Loan Parties in Section 12.10).

(b) Release of Collateral. The Secured Parties irrevocably authorize the Administrative Agent (without any further consent of the Secured Parties), at the Administrative Agent’s option and in its sole discretion, to release any security interest in or Lien on any Collateral granted to or held by the Administrative Agent: (i) upon termination of this Credit Agreement and the other Loan Documents, termination of the Lender Commitments and payment in full of all of the Obligations (other than contingent obligations for which no claim has yet been made), including all fees and indemnified costs and expenses that are then due and payable pursuant to the terms of the Loan Documents; and (ii) if approved by the Lenders pursuant to the terms of Section 13.01. Upon the request of the Administrative Agent, the Lenders will confirm in writing the Administrative Agent’s authority to release particular types or items of Collateral pursuant to this Section 12.01(b).

12.02 Delegation of Duties. Each Agent may execute any of its duties hereunder or under the other Loan Documents by or through agents or attorneys-in-fact and shall be entitled to advice of legal counsel, accountants, and other professionals selected by such Agent concerning all matters pertaining to such duties. No Agent shall be responsible to any Lender for the negligence or misconduct of any agents or attorneys-in-fact selected by it with reasonable care, nor shall it be liable for any action taken or suffered in good faith by it in accordance with the advice of such Persons. The exculpatory provisions of this Section 12 shall apply to any such sub‑agent of such Agent.

12.03 Exculpatory Provisions. No Agent nor any of its Affiliates, nor any of their respective officers, directors, employees, agents or attorneys-in-fact (each such Person, an “Agent-Related Person”), shall be liable for any action taken or omitted to be taken by it under or in connection herewith or in connection with any of the other Loan Documents (except for its own gross negligence or willful misconduct) or be responsible in any manner to any Lender Party for any recitals, statements, representations or warranties made by any of the Borrower Parties contained herein or in any of the other Loan Documents or in any certificate, report, document, financial statement or other written or oral statement referred to or provided for in, or received by such Agent under or in connection herewith or in connection with the other Loan Documents, or enforceability or sufficiency therefor of any of the other Loan Documents, or for any failure of any Borrower Party to perform its obligations hereunder or thereunder. No Agent-Related Person shall be responsible to any Lender for the effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Credit Agreement, or any of the other Loan Documents or for any representations, warranties, recitals or statements made herein or therein or made by any Borrower Party in any written or oral statement or in any financial or other statements, instruments, reports, certificates or any other documents in connection herewith or therewith furnished or made by the Agent-Related Person to the Lenders or by or on behalf of the Borrower Parties to the

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Agent-Related Person or any Lender or be required to ascertain or inquire as to the performance or observance of any of the terms, conditions, provisions, covenants or agreements contained herein or therein or as to the use of the proceeds of the Loans or of the existence or possible existence of any Potential Default or Event of Default or to inspect the properties, books or records of the Borrower Parties. The Agents are not trustees for the Lenders and owe no fiduciary duty to the Lenders. Each Lender Party recognizes and agrees that the Administrative Agent shall not be required to determine independently whether the conditions described in Sections 7.01, 7.02 or 7.03 have been satisfied and, when the Administrative Agent disburses funds to Borrower, it may rely fully upon statements contained in the relevant requests by a Borrower Party.

12.04 Reliance on Communications. The Agents shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, consent, certificate, affidavit, letter, email, statement, order or other document or conversation believed by it to be genuine and correct and to have been signed, sent or made by the proper Person or Persons and upon advice and statements of legal counsel (including, without limitation, counsel to any of the Borrower Parties, independent accountants and other experts selected by the Agents with reasonable care). Each Agent may deem and treat each Lender as the owner of its interests hereunder for all purposes unless a written notice of assignment, negotiation or transfer thereof shall have been filed with Administrative Agent in accordance with Section 13.11(c). Each Agent shall be fully justified in failing or refusing to take any action under this Credit Agreement or under any of the other Loan Documents unless it shall first receive such advice or concurrence of the Lenders as it deems appropriate or it shall first be indemnified to its satisfaction by the Lenders against any and all liability and expense which may be incurred by it by reason of taking or continuing to take any such action. Each Agent shall in all cases be fully protected in acting, or in refraining from acting, hereunder or under any of the other Loan Documents in accordance with a request of the Required Lenders (or to the extent specifically required, all of the Lenders) and such request and any action taken or failure to act pursuant thereto shall be binding upon all the Lenders (including their successors and assigns).

12.05 Notice of Default. No Agent shall be deemed to have knowledge or notice of the occurrence of any Potential Default or Event of Default hereunder unless such Agent has received notice from a Lender or a Borrower Party referring to the Loan Document, describing such Potential Default or Event of Default and stating that such notice is a “notice of default.” The Administrative Agent will notify the Lenders of its receipt of any such notice, and the Administrative Agent shall take such action with respect to such Potential Default or Event of Default as shall be reasonably directed by the Required Lenders and as is permitted by the Loan Documents.

12.06 Non-Reliance on Agents and Other Lenders. Each Lender expressly acknowledges that no Agent-Related Person has made any representations or warranties to it and that no act by any Agent-Related Person hereafter taken, including any review of the affairs of any Borrower Party, shall be deemed to constitute any representation or warranty by the Agent-Related Person to any Lender. Each Lender represents to each Agent that it has, independently and without reliance upon any Agent-Related Person or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, financial and other conditions, prospects and creditworthiness of the Borrower Parties and made its own decision to make its Loans hereunder

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and enter into this Credit Agreement. Each Lender also represents that it will, independently and without reliance upon any Agent-Related Person or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Credit Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, financial and other conditions, prospects and creditworthiness of the Borrower Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent hereunder, no Agent shall have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, assets, property, financial or other conditions, prospects or creditworthiness of the Borrower Parties which may come into the possession of any Agent-Related Person.

12.07 Indemnification. Whether or not the transactions contemplated hereby are consummated, the Lenders shall indemnify, upon demand, each Agent-Related Person (to the extent not reimbursed by a Borrower Party and without limiting any obligation of the Borrower Parties to do so), ratably in accordance with the applicable Lender’s respective Lender’s Pro Rata Share, and hold harmless each Agent-Related Person from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind whatsoever which may at any time (including without limitation at any time following payment in full of the Obligations) be imposed on, incurred by or asserted against it in its capacity as such in any way relating to or arising out of this Credit Agreement or the other Loan Documents or any documents contemplated by or referred to herein or therein or the transactions contemplated hereby or thereby or any action taken or omitted by it under or in connection with any of the foregoing; provided that no Lender shall be liable for the payment of any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements resulting from such Person’s gross negligence or willful misconduct, or related to another Lender; provided, further, that no action taken in accordance with the directions of the Required Lenders or all Lenders, as applicable, shall be deemed to constitute gross negligence or willful misconduct for purposes of this Section 12.07. Without limitation of the foregoing, each Lender shall reimburse the Administrative Agent upon demand for its ratable share of any costs or out-of-pocket expenses (including attorney costs) incurred by such Agent in connection with the preparation, execution, delivery, administration, modification, amendment or enforcement (whether through negotiations, legal proceedings or otherwise) of, or legal advice in respect of rights or responsibilities under, this Credit Agreement, any other Loan Document, or any document contemplated by or referred to herein, to the extent that such Agent is not reimbursed for such expenses by or on behalf of the Borrower Parties. The agreements in this Section 12.07 shall survive the termination of the Lender Commitments, payment of all of the Obligations hereunder and under the other Loan Documents or any documents contemplated by or referred to herein or therein, as well as the resignation or replacement of any Agent.

12.08 Agents in Their Individual Capacity. Each Agent (and any successor acting as an Agent) and its Affiliates may make loans to, issue letters of credit for the account of, accept deposits from, acquire equity interests in, and generally engage in any kind of banking, trust, financial advisory, underwriting or other business with any Borrower Party (or any of their Subsidiaries or Affiliates) as though such Agent were not an Agent or a Lender hereunder and without notice to or consent of the Lenders. The Lenders acknowledge that, pursuant to such

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activities, any Agent or its Affiliates may receive information regarding the Borrower Parties or their Affiliates (including information that may be subject to confidentiality obligations in favor of such Person) and acknowledge that such Agent shall be under no obligation to provide such information to them. With respect to the Loans made and all obligations owing to it, an Agent acting in its individual capacity shall have the same rights and powers under this Credit Agreement as any Lender and may exercise the same as though it were not an Agent, and the terms “Lender” and “Lenders” shall include each Agent in its individual capacity.

12.09 Successor Agents.

(a) Resignation of Administrative Agent. (i) The Administrative Agent may at any time give notice of its resignation to the Lenders and the Borrower. Upon receipt of any such notice of resignation, the Required Lenders shall have the right, in consultation with the Borrowers and subject to the consent of the Initial Borrower (provided no Event of Default has occurred and is continuing at the time of such resignation), to appoint a successor, which shall be a bank with an office in the United States, or an Affiliate of any such bank with an office in the United States. If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment within thirty (30) days after the retiring Administrative Agent gives notice of its resignation (or such earlier day as shall be agreed by the Required Lenders) (the “Resignation Effective Date”), then the retiring Administrative Agent may (but shall not be obligated to), on behalf of the Lenders, appoint a successor Administrative Agent meeting the qualifications set forth above. Whether or not a successor has been appointed, such resignation shall become effective in accordance with such notice on the Resignation Effective Date.

(ii) With effect from the Resignation Effective Date, (1) the retiring or removed Administrative Agent shall be discharged from its duties and obligations hereunder and under the other Loan Documents (except that in the case of any Collateral held by the Administrative Agent on behalf of the Lenders under any of the Loan Documents, the retiring or removed Administrative Agent shall continue to hold such Collateral until such time as a successor Administrative Agent is appointed) and (2) except for any indemnity payments owed to the retiring or removed Administrative Agent, all payments, communications and determinations provided to be made by, to or through the Administrative Agent shall instead be made by or to each Lender directly, until such time, if any, as the Required Lenders appoint a successor Administrative Agent as provided for above. Upon the acceptance of a successor’s appointment as Administrative Agent hereunder, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring or removed Administrative Agent (other than any rights to indemnity payments owed to the retiring or removed Administrative Agent), and the retiring or removed Administrative Agent shall be discharged from all of its duties and obligations hereunder or under the other Loan Documents. The fees payable by the Borrowers to a successor Administrative Agent shall be the same as those payable to its predecessor unless otherwise agreed between the Borrowers and such successor. After the retiring or removed Administrative Agent’s resignation or removal hereunder and under the other Loan Documents, the provisions of this Section 12 and Section 13.06 shall continue in effect for the benefit of such retiring or removed Administrative Agent, its sub-agents and their respective Related Parties in respect

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of any actions taken or omitted to be taken by any of them while the retiring or removed Administrative Agent was acting as Administrative Agent.

(b) Resignation of Other Agents. Any other Agent may, at any time, resign upon written notice to the Lenders and the Borrower. If no successor agent is appointed prior to the effective date of the resignation of the applicable Agent, then the retiring Agent may appoint, after consulting with the Lenders and the Borrower, a successor Agent from any of the Lenders. Upon the acceptance of its appointment as successor agent hereunder, such successor agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent, and shall assume the duties and obligations of such retiring Agent, and the retiring Agent shall be discharged from its duties and obligations as Agent under this Credit Agreement and the other Loan Documents. After any retiring Agent’s resignation hereunder as Agent, the provisions of this Section 12.09 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was an Agent under this Credit Agreement.

12.10 Reliance by the Borrower. The Borrowers shall be entitled to rely upon, and to act or refrain from acting on the basis of, any notice, statement, certificate, waiver or other document or instrument delivered by the Administrative Agent to the Borrower, so long as the Administrative Agent is purporting to act in its respective capacity as the Administrative Agent pursuant to this Credit Agreement, and the Borrowers shall not be responsible or liable to any Lender (or to any Participant or to any Assignee), or as a result of any action or failure to act (including actions or omissions which would otherwise constitute defaults hereunder) which is based upon such reliance upon Administrative Agent. The Borrowers shall be entitled to treat the Administrative Agent as the properly authorized Administrative Agent pursuant to this Credit Agreement until the Borrowers shall have received notice of resignation, and the Borrowers shall not be obligated to recognize any successor Administrative Agent until the Borrowers shall have received written notification satisfactory to them of the appointment of such successor.

12.11 Administrative Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding relative to any Borrower Party, the Administrative Agent (irrespective of whether the principal of any Loan shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Administrative Agent shall have made any demand on the Borrower Parties) shall be entitled and empowered, by intervention in such proceeding or otherwise:

(a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Secured Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Secured Parties and their respective agents and counsel and all other amounts due the Secured Parties hereunder) allowed in such judicial proceeding; and

(b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same;

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and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Secured Party to make such payments to the Administrative Agent and, in the event that the Administrative Agent shall consent to the making of such payments directly to the Secured Party, to pay to the Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Administrative Agent and its agents and counsel, and any other amounts due the Administrative Agent hereunder.

Nothing contained herein shall be deemed to authorize the Administrative Agent to authorize or consent to or accept or adopt on behalf of any Secured Party any plan of reorganization, arrangement, adjustment or composition affecting the Obligations or the rights of any Secured Party or to authorize the Administrative Agent to vote in respect of the claim of any Secured Party in any such proceeding.

12.12 Erroneous Payment. (a) If the Administrative Agent (x) notifies a Lender or Secured Party, or any Person who has received funds on behalf of a Lender or Secured Party (any such Lender or Secured Party (and each of their respective successors and assigns), a “Payment Recipient”) that the Administrative Agent has determined in its sole discretion (whether or not after receipt of any notice under immediately succeeding clause (b)) that any funds (as set forth in such notice from the Administrative Agent) received by such Payment Recipient from the Administrative Agent or any of its Affiliates were erroneously or mistakenly transmitted to, or otherwise erroneously or mistakenly received by, such Payment Recipient (whether or not known to such Lender, Secured Party or other Payment Recipient on its behalf) (any such funds, whether transmitted or received as a payment, prepayment or repayment of principal, interest, fees, distribution or otherwise, individually and collectively, an “Erroneous Payment”) and (y) demands in writing the return of such Erroneous Payment (or a portion thereof), such Erroneous Payment shall at all times remain the property of the Administrative Agent pending its return or repayment as contemplated below in this Section 12.12 and held in trust for the benefit of the Administrative Agent, and such Lender or Secured Party shall (or, with respect to any Payment Recipient who received such funds on its behalf, shall cause such Payment Recipient to) promptly, but in no event later than two (2) Business Days thereafter (or such later date as the Administrative Agent may, in its sole discretion, specify in writing), return to the Administrative Agent the amount of any such Erroneous Payment (or portion thereof) as to which such a demand was made, in same day funds (in the currency so received), together with interest thereon (except to the extent waived in writing by the Administrative Agent) in respect of each day from and including the date such Erroneous Payment (or portion thereof) was received by such Payment Recipient to the date such amount is repaid to the Administrative Agent in same day funds at the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation from time to time in effect. A notice of the Administrative Agent to any Payment Recipient under this clause (a) shall be conclusive, absent manifest error.

(b) Without limiting immediately preceding clause (a), each Lender, Secured Party or any Person who has received funds on behalf of a Lender or Secured Party (and each of their respective successors and assigns), agrees that if it receives a payment, prepayment or repayment (whether received as a payment, prepayment or repayment of principal, interest, fees, distribution or otherwise) from the Administrative Agent (or any of its Affiliates) (x) that is in a different amount than, or on a different date from, that specified in this Credit Agreement or in a

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notice of payment, prepayment or repayment sent by the Administrative Agent (or any of its Affiliates) with respect to such payment, prepayment or repayment, (y) that was not preceded or accompanied by a notice of payment, prepayment or repayment sent by the Administrative Agent (or any of its Affiliates), or (z) that such Lender or Secured Party, or other such recipient, otherwise becomes aware was transmitted, or received, in error or by mistake (in whole or in part), then in each such case:

(i) it acknowledges and agrees that (A) in the case of immediately preceding clauses (x) or (y), an error and mistake shall be presumed to have been made (absent written confirmation from the Administrative Agent to the contrary) or (B) an error and mistake has been made (in the case of immediately preceding clause (z)), in each case, with respect to such payment, prepayment or repayment; and

(ii) such Lender or Secured Party shall (and shall cause any other recipient that receives funds on its respective behalf to) promptly (and, in all events, within one Business Day of its knowledge of the occurrence of any of the circumstances described in immediately preceding clauses (x), (y) and (z)) notify the Administrative Agent of its receipt of such payment, prepayment or repayment, the details thereof (in reasonable detail) and that it is so notifying the Administrative Agent pursuant to this Section 12.12(b).

For the avoidance of doubt, the failure to deliver a notice to the Administrative Agent pursuant to this Section 12.12(b) shall not have any effect on a Payment Recipient’s obligations pursuant to Section 12.12(a)or on whether or not an Erroneous Payment has been made.

(c) Each Lender or Secured Party hereby authorizes the Administrative Agent to set off, net and apply any and all amounts at any time owing to such Lender or Secured Party under any Loan Document, or otherwise payable or distributable by the Administrative Agent to such Lender or Secured Party under any Loan Document with respect to any payment of principal, interest, fees or other amounts, against any amount that the Administrative Agent has demanded to be returned under immediately preceding clause (a).

(d) (i) In the event that an Erroneous Payment (or portion thereof) is not recovered by the Administrative Agent for any reason, after demand therefor in accordance with immediately preceding clause (a), from any Lender that has received such Erroneous Payment (or portion thereof) (and/or from any Payment Recipient who received such Erroneous Payment (or portion thereof) on its respective behalf) (such unrecovered amount, an “Erroneous Payment Return Deficiency”), upon the Administrative Agent’s notice to such Lender at any time, then effective immediately (with the consideration therefor being acknowledged by the parties hereto), (A) such Lender shall be deemed to have assigned its Loans (but not its Lender Commitments) with respect to which such Erroneous Payment was made (the “Erroneous Payment Impacted Class”) in an amount equal to the Erroneous Payment Return Deficiency (or such lesser amount as the Administrative Agent may specify) (such assignment of the Loans (but not Lender Commitments) of the Erroneous Payment Impacted Class, the “Erroneous Payment Deficiency Assignment”) (on a cashless basis and such amount calculated at par plus any accrued and unpaid interest (with the assignment fee to be waived by the Administrative Agent in such instance)), and is hereby (together with the Borrower) deemed to execute and deliver an Assignment and

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Assumption (or, to the extent applicable, an agreement incorporating an Assignment and Assumption by reference pursuant to an approved electronic platform as to which the Administrative Agent and such parties are participants) with respect to such Erroneous Payment Deficiency Assignment, and such Lender shall deliver any Notes evidencing such Loans to the Borrowers or the Administrative Agent (but the failure of such Person to deliver any such Notes shall not affect the effectiveness of the foregoing assignment), (B) the Administrative Agent as the assignee Lender shall be deemed to have acquired the Erroneous Payment Deficiency Assignment, (C) upon such deemed acquisition, the Administrative Agent as the assignee Lender shall become a Lender, as applicable, hereunder with respect to such Erroneous Payment Deficiency Assignment and the assigning Lender shall cease to be a Lender, as applicable, hereunder with respect to such Erroneous Payment Deficiency Assignment, excluding, for the avoidance of doubt, its obligations under the indemnification provisions of this Credit Agreement and its applicable Lender Commitments which shall survive as to such assigning Lender, (D) the Administrative Agent and the Borrowers shall each be deemed to have waived any consents required under this Credit Agreement to any such Erroneous Payment Deficiency Assignment, and (E) the Administrative Agent will reflect in the Register its ownership interest in the Loans subject to the Erroneous Payment Deficiency Assignment. For the avoidance of doubt, no Erroneous Payment Deficiency Assignment will reduce the Lender Commitments of any Lender and such Lender Commitments shall remain available in accordance with the terms of this Credit Agreement.

(ii) Subject to Section 13.14(b), (but excluding, in all events, any assignment consent or approval requirements (other than from the Borrowers)), the Administrative Agent may, in its discretion, sell any Loans acquired pursuant to an Erroneous Payment Deficiency Assignment and upon receipt of the proceeds of such sale, the Erroneous Payment Return Deficiency owing by the applicable Lender shall be reduced by the net proceeds of the sale of such Loan (or portion thereof), and the Administrative Agent shall retain all other rights, remedies and claims against such Lender (and/or against any recipient that receives funds on its respective behalf). In addition, an Erroneous Payment Return Deficiency owing by the applicable Lender (x) shall be reduced by the proceeds of prepayments or repayments of principal and interest, or other distribution in respect of principal and interest, received by the Administrative Agent on or with respect to any such Loans acquired from such Lender pursuant to an Erroneous Payment Deficiency Assignment (to the extent that any such Loans are then owned by the Administrative Agent) and (y) may, in the sole discretion of the Administrative Agent, be reduced by any amount specified by the Administrative Agent in writing to the applicable Lender from time to time.

(e) The parties hereto agree that (x) irrespective of whether the Administrative Agent may be equitably subrogated, in the event that an Erroneous Payment (or portion thereof) is not recovered from any Payment Recipient that has received such Erroneous Payment (or portion thereof) for any reason, the Administrative Agent shall be subrogated to all the rights and interests of such Payment Recipient (and, in the case of any Payment Recipient who has received funds on behalf of a Lender or Secured Party, to the rights and interests of such Lender or Secured Party, as the case may be) under the Loan Documents with respect to such amount (the “Erroneous Payment Subrogation Rights”) (provided that the Loan Parties’ Obligations under the Loan Documents in respect of the Erroneous Payment Subrogation Rights shall not be duplicative of such Obligations in respect of Loans that have been assigned to the Administrative Agent under

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an Erroneous Payment Deficiency Assignment) and (y) an Erroneous Payment shall not pay, prepay, repay, discharge or otherwise satisfy any Obligations owed by the Borrowers or any other Loan Party; providedthat this Section 12.12 shall not be interpreted to increase (or accelerate the due date for), or have the effect of increasing (or accelerating the due date for), the Obligations of the Borrowers relative to the amount (and/or timing for payment) of the Obligations that would have been payable had such Erroneous Payment not been made by the Administrative Agent; provided,further, that for the avoidance of doubt, immediately preceding clauses (x) and (y) shall not apply to the extent any such Erroneous Payment is, and solely with respect to the amount of such Erroneous Payment that is, comprised of funds received by the Administrative Agent from the Borrowers for the purpose of making such Erroneous Payment.

(f) To the extent permitted by Applicable Law, no Payment Recipient shall assert any right or claim to an Erroneous Payment, and hereby waives, and is deemed to waive, any claim, counterclaim, defense or right of set-off or recoupment with respect to any demand, claim or counterclaim by the Administrative Agent for the return of any Erroneous Payment received, including, without limitation, any defense based on “discharge for value” or any similar doctrine.

(g) Each party’s obligations, agreements and waivers under this Section 12.12 shall survive the resignation or replacement of the Administrative Agent, the termination of the Commitments and/or the repayment, satisfaction or discharge of all Obligations (or any portion thereof) under any Loan Document.

12.13 Certain ERISA Matters.

(a) Representations and Warranties. Each Lender (x) represents and warrants, as of the date such Person became a Lender party hereto, to, and (y) covenants, from the date such Person became a Lender party hereto to the date such Person ceases being a Lender party hereto, that at least one of the following is and will be true:

(i) such Lender is not using Plan Assets in connection with the Loans, the Lender Commitments or the Loan Documents;

(ii) the transaction exemption set forth in one or more prohibited transaction class exemption issued by the U.S. Department of Labor, as any such exemption may be amended from time to time (“PTEs”), such as PTE 84-14 (a class exemption for certain transactions determined by independent qualified professional asset managers), PTE 95-60 (a class exemption for certain transactions involving insurance company general accounts), PTE 90-1 (a class exemption for certain transactions involving insurance company pooled separate accounts), PTE 91-38 (a class exemption for certain transactions involving bank collective investment funds) or PTE 96-23 (a class exemption for certain transactions determined by in-house asset managers), is applicable and all of the conditions for exemptive relief are satisfied with respect to such Lender’s entrance into, participation in, administration of and performance of the Loans, the Lender Commitments and the Loan Documents; or

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(iii) (A) such Lender is an investment fund managed by a “Qualified Professional Asset Manager” (within the meaning of Part VI of PTE 84-14), (B) such Qualified Professional Asset Manager made the investment decision on behalf of such Lender to enter into, participate in, administer and perform the Loans, the Lender Commitments and the Loan Documents, (C) the entrance into, participation in, administration of and performance of the Loans, the Lender Commitments and the Loan Documents satisfies the requirements of subsections (b) through (g) of Part I of PTE 84‑14 and (D) to the best knowledge of such Lender, the requirements of subsection (a) of Part I of PTE 84-14 are satisfied, and all of the conditions for exemptive relief under PTE 84-14 are and continue to be satisfied, with respect to such Lender’s entrance into, participation in, administration of and performance of the Loans, the Lender Commitments and the Loan Documents.

(b) Non-Fiduciary. In addition, unless either (1) subclause (i) in the immediately preceding clause (a) is true with respect to a Lender or (2) a Lender has provided another representation, warranty and covenant in accordance with subclause (iv) in the immediately preceding clause (a), such Lender further (x) represents and warrants, as of the date such Person became a Lender party hereto, to, and (y) covenants, from the date such Person became a Lender party hereto to the date such Person ceases being a Lender party hereto, for the benefit of, the Administrative Agent, the Arranger, and their respective Affiliates, and not, for the avoidance of doubt, to or for the benefit of any Loan Party, that none of the Administrative Agent, the Arranger, or their respective Affiliates is a fiduciary with respect to the assets of such Lender involved in the Loans, the Lender Commitments and the Loan Documents (including in connection with the reservation or exercise of any rights by the Administrative Agent under this Credit Agreement, any Loan Document or any documents related to hereto or thereto).

13. MISCELLANEOUS.

13.01 Amendments. Neither this Credit Agreement nor any other Loan Document, nor any of the terms hereof or thereof, may be amended, waived, discharged or terminated, unless such amendment, waiver, discharge, or termination is in writing and signed by Required Lenders or the Administrative Agent (based upon the approval of Required Lenders), on the one hand, and any one or more Loan Parties on the other hand; provided, that, if this Credit Agreement or any other Loan Document specifically provides that the terms thereof may be amended, waived, discharged or terminated with the approval of the Administrative Agent, acting alone, or all Lenders, then such amendment, waiver, discharge or termination must be signed by the Administrative Agent or all Lenders, as applicable, on the one hand, and the applicable Loan Parties on the other hand; provided, further, that no such amendment, waiver, discharge, or termination shall, without the consent of:

(a) each Lender directly affected thereby:

(i) reduce or increase the amount or alter the term of the Lender Commitment of such Lender, or alter the provisions relating to any fees (or any other payments) payable, to such Lender other than in accordance with Section 2.18;

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(ii) extend the time for payment for the principal of or interest on the Obligations, or fees or costs, or reduce the principal amount of the Obligations (except as a result of the application of payments or prepayments), or reduce the rate of interest borne by the Obligations (other than as a result of waiving the applicability of the Default Rate), or reduce any fee or other amount payable to such Lender, or otherwise affect the terms, other than pursuant to Sections 2.18 or 2.19, of payment of the principal of or any interest on the Obligations or fees or costs hereunder; or

(iii) release any liens granted under the Collateral Documents, except as otherwise contemplated herein or therein, and except in connection with the transfer of interests in a Loan Party permitted hereunder; and

(b) all Lenders:

(i) permit the cancellation, excuse or reduction of the Capital Commitment or Uncalled Commitment of any Included Investor or Designated Investor;

(ii) amend the definition of “Applicable Requirement”, “Funding Ratio” or any of the related defined terms;

(iii) [Reserved];

(iv) amend the definitions of “Available Commitment”;

(v) amend the definition of “Borrowing Base Deficiency” or any of the related defined terms;

(vi) amend the definition of “Collateral” or any of the related defined terms;

(vii) amend the definition of “Exclusion Event” or any of the related defined terms;

(viii) amend the definitions of “Designated Investor”, “Initial Included Investor”, “Included Investor”, “Rated Included Investor” or “Non-Rated Included Investor” or any of the related defined terms;

(ix) change the percentages specified in the definition of Required Lenders or any other provision hereof specifying the number or percentage of Lenders which are required to amend, waive or modify any rights hereunder or otherwise make any determination or grant any consent hereunder;

(x) amend the consent rights relating to the transfer of Investor Interests by an Included Investor or a Designated Investor;

(xi) consent to the assignment or transfer by any Loan Party of any of its rights and obligations under (or in respect of) the Loan Documents;

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(xii) amend the terms of this Section 13 or Section 14; and

agree to the direct or indirect subordination of any Lien or claim securing the Obligations. Notwithstanding the above: (A) no provisions of Section 12 may be amended or modified without the consent of the Administrative Agent; (B)Sections 9 and 10 specify the requirements for waivers of the affirmative covenants and negative covenants listed therein, and any amendment to any provision of Section 9 or 10 shall require the consent of the Lenders that are specified therein as required for a waiver thereof; and (C) the Lenders hereby irrevocably authorize the Administrative Agent to enter into any amendments or other modifications to this Credit Agreement and/or the other Loan Documents with the Loan Parties as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to evidence, effectuate or establish any joinder of a Qualified Borrower pursuant to Section 7.03.

Notwithstanding the fact that the consent of all the Lenders is required in certain circumstances as set forth above and in Section 10: (A) each Lender is entitled to vote as such Lender sees fit on any reorganization plan that affects the Loans, and each Lender acknowledges that the provisions of Section 1126(c) of the Bankruptcy Code of the United States supersede the unanimous consent provisions set forth herein; and (B) the Required Lenders may consent to allow a Loan Party to use cash collateral in the context of a bankruptcy or insolvency proceeding. The Administrative Agent may, with consent of the Initial Borrower, agree to the modification of any term of this Credit Agreement or any other Loan Document to correct any printing, stenographic, clerical or other ministerial errors or omissions that are inconsistent with the terms hereof.

13.02 Setoff. In addition to any rights and remedies of the Lenders provided by law, upon the occurrence and during the continuance of any Event of Default, each Lender is hereby authorized at any time and from time to time, without prior notice to any Loan Party or any other obligor, any such notice being waived by each Loan Party (on its own behalf and on behalf of each obligor, including without limitation each Qualified Borrower), to the fullest extent permitted by law, to set off and apply any and all deposits (general or special, time or demand, provisional or final) at any time held by, and other indebtedness at any time owing by, such Lender to or for the credit or the account of the Borrower Party against any and all of the Obligations owing to such Lender, now or hereafter existing, irrespective of whether or not the Administrative Agent or such Lender shall have made demand under this Credit Agreement or any other Loan Document and although such Obligations may be contingent or unmatured or are owed to a branch or office of such Lender different from the branch or office holding such deposit or obligated on such indebtedness. The rights of each Lender under this Section 13.02 are in addition to other rights and remedies (including other rights of setoff) that such Lender may have. Each Lender agrees promptly to notify the Borrowers and the Administrative Agent after any such setoff and application made by such Lender; provided, however, that the failure to give such notice shall not affect the validity of such set-off and application.

13.03 Sharing of Payments. If, other than as expressly provided elsewhere herein, any Lender shall obtain on account of the Loans made by it, any payment (whether voluntary, involuntary, through the exercise of any right of setoff, the receipt of any proceeds from a Capital Call or the exercise of any remedies under any Collateral Documents, or otherwise) in excess of its ratable share (or other share contemplated hereunder) thereof, such Lender shall immediately: (a) notify the Administrative Agent of such fact; and (b) purchase from the other Lenders such

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participations in the Loans made by them as shall be necessary to cause such purchasing Lender to share the excess payment in respect of such of Loans or such participations, as the case may be, pro rata with each of them in accordance with the terms of this Credit Agreement; provided, however, that if all or any portion of such excess payment is thereafter recovered from the purchasing Lender, such purchase shall to that extent be rescinded and each other Lender shall repay to the purchasing Lender the purchase price paid therefor, together with an amount equal to such paying Lender’s ratable share (according to the proportion of: (i) the amount that such paying Lender’s required repayment bears to; (ii) the total amount so recovered from the purchasing Lender) of any interest or other amount paid or payable by the purchasing Lender in respect of the total amount so recovered. Each Borrower (on its own behalf and on behalf of its Qualified Borrowers) agrees that any Lender so purchasing a participation from another Lender may, to the fullest extent permitted by law, exercise all its rights of payment (including the right of setoff, but subject to Section 13.02) with respect to such participation as fully as if such Lender were the direct creditor of such Borrower Party in the amount of such participation. The Administrative Agent will keep records (which shall be conclusive and binding in the absence of manifest error) of participations purchased under this Section 13.03 and will in each case notify the Lenders following any such purchases or repayments. Each Lender that purchases a participation pursuant to this Section 13.03 shall from and after such purchase have the right to give all notices, requests, demands, directions and other communications under this Credit Agreement with respect to the portion of the Obligations purchased to the same extent as though the purchasing Lender were the original owner of the Obligations purchased. To the extent required to implement the sharing of payments under this Section 13.03, each Lender hereby authorizes and directs the Administrative Agent to distribute any proceeds from Capital Calls or proceeds from the exercise of remedies under the Collateral Documents held by the Administrative Agent to Lenders consistent with the terms of this Section 13.03.

13.04 Payments Set Aside. To the extent that any Borrower Party makes a payment to the Administrative Agent or any Lender, or the Administrative Agent or any Lender exercises its right of setoff, and such payment or the proceeds of such setoff or any part thereof is subsequently invalidated, declared to be fraudulent or preferential, set aside or required (including pursuant to any settlement entered into by the Administrative Agent or such Lender in its discretion) to be repaid to a trustee, receiver or any other party, in connection with any proceeding under any Debtor Relief Law or otherwise, then: (a) to the extent of such recovery, the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such setoff had not occurred, and (b) each Lender severally agrees to pay to the Administrative Agent upon demand its applicable share of any amount so recovered from or repaid by the Administrative Agent, plus interest thereon from the date of such demand to the date such payment is made at a rate per annum equal to the Federal Funds Rate from time to time in effect.

13.05 Waiver. No failure to exercise, and no delay in exercising, on the part of the Administrative Agent or the Lenders, any right hereunder shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other further exercise thereof or the exercise of any other right. The rights of the Administrative Agent and the Lenders hereunder and under the Loan Documents shall be in addition to all other rights provided by law. No modification or waiver of any provision of this Credit Agreement, the Notes or any of the other Loan Documents, nor consent to departure therefrom, shall be effective unless in writing and no such

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consent or waiver shall extend beyond the particular case and purpose involved. No notice or demand given in any case shall constitute a waiver of the right to take other action in the same, similar or other instances without such notice or demand. Subject to the terms of this Credit Agreement, including Section 13.01, the Administrative Agent acting on behalf of all Lenders, and the Borrowers may from time to time enter into agreements amending or changing any provision of this Credit Agreement or the rights of the Lenders, or may grant waivers or consents to a departure from the due performance of the obligations of any Loan Party hereunder, any such agreement, waiver or consent made with such written consent of the Administrative Agent being effective to bind all Lenders.

13.06 Expenses; Indemnity; Damage Waiver.

(a) Costs and Expenses. The Borrowers shall pay: (i) all reasonable and documented out of pocket expenses actually incurred by the Administrative Agent (including the reasonable fees, charges and disbursements of counsel for the Administrative Agent), in connection with the syndication of the credit facilities provided for herein, the preparation, due diligence, negotiation, documentation, execution, delivery and administration of this Credit Agreement and the other Loan Documents or any amendments, modifications, waivers or consents of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated); and (ii) out of pocket expenses incurred by the Administrative Agent or any Lender (including the fees, charges and disbursements of any external counsel for the Administrative Agent or any Lender), in connection with the enforcement or protection of its rights (A) in connection with this Credit Agreement and the other Loan Documents, including its rights under this Section 13.06; or (B) in connection with the Loans made hereunder, including all such out of pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans. The foregoing costs and expenses shall include all search, filing, recording, title insurance and appraisal charges and fees and Taxes related thereto, and other out-of-pocket expenses incurred by the Administrative Agent and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. Under no circumstances shall SuMi TRUST be required to pay any brokerage fee or commission arising from the transaction contemplated hereunder.

(b) Indemnification by the Borrowers. The Borrowers shall indemnify the Administrative Agent (and any sub-agent thereof) each Lender and each Related Party of any of the foregoing Persons (each such Person being called an “Indemnitee”) against, and hold each Indemnitee harmless from, any and all losses, claims, damages, liabilities and related fees and expenses (including the fees, charges and disbursements of any external counsel for any Indemnitee), incurred by any Indemnitee or asserted against any Indemnitee by any third party or by any Loan Party arising out of, in connection with, or as a result of: (i) the execution or delivery of this Credit Agreement, any other Loan Document or any agreement or instrument contemplated hereby or thereby, the performance by the parties hereto of their respective obligations hereunder or thereunder, the consummation of the transactions contemplated hereby or thereby, or, in the case of the Administrative Agent (and any sub-agent thereof) and its Related Parties only, the administration of this Credit Agreement and the other Loan Documents; (ii) any Loan or the use or proposed use of the proceeds therefrom; (iii) prepayments of the Term SOFR Loans on a day other than the last day of an Interest Period with respect thereto; (iv) any increased costs or reduced return due to changes in applicable regulations regarding reserves, capital adequacy, or other

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similar regulations; (v) any Loan or the use or proposed use of the proceeds therefrom; (vi) any actual or alleged presence or release of Hazardous Materials on or from any property owned or operated by any Borrower or any of its respective Subsidiaries, or any Environmental Liability related in any way to any Borrower or any of their respective Subsidiaries; or (vii) any actual or prospective claim, litigation, investigation or proceeding relating to any of the foregoing, whether based on contract, tort or any other theory, whether brought by a third party or by any Loan Party, and regardless of whether any Indemnitee is a party thereto, IN ALL CASES, WHETHER OR NOT CAUSED BY OR ARISING, IN WHOLE OR IN PART, OUT OF THE COMPARATIVE, CONTRIBUTORY OR SOLE NEGLIGENCE OF THE INDEMNITEE; provided that such indemnity shall not, as to any Indemnitee, be available to the extent that such losses, claims, damages, liabilities or related expenses: (A) are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence or willful misconduct of such Indemnitee; or (B) result from a claim brought by any Loan Party against an Indemnitee for fraud of such Indemnitee’s obligations hereunder or under any other Loan Document, if such Loan Party has obtained a final and nonappealable judgment in its favor on such claim as determined by a court of competent jurisdiction. This Section 13.06(b) shall not apply with respect to Taxes other than any Taxes that represent losses, claims, damages, etc. arising from any non-Tax claim.

13.07 Reimbursement by Lenders. To the extent that the Borrowers for any reason fail to indefeasibly pay any amount required under subsection (a)or(b) of this Section 13.06 to be paid by it to the Administrative Agent (or any sub-agent thereof), or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent), or such Related Party, as the case may be, such Lender’s Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent) in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent) in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.05 hereof.

(a) Waiver of Consequential Damages, Etc. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NO LOAN PARTY SHALL, AND SHALL CAUSE EACH QUALIFIED BORROWER NOT TO, ASSERT, AND EACH LOAN PARTY (ON ITS OWN BEHALF AND ON BEHALF OF EACH OBLIGOR) HEREBY WAIVES, ANY CLAIM AGAINST ANY INDEMNITEE, ON ANY THEORY OF LIABILITY, FOR SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES (AS OPPOSED TO DIRECT OR ACTUAL DAMAGES) ARISING OUT OF, IN CONNECTION WITH, OR AS A RESULT OF, THIS CREDIT AGREEMENT, ANY OTHER LOAN DOCUMENT OR ANY AGREEMENT OR INSTRUMENT CONTEMPLATED HEREBY, THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY, ANY LOAN OR THE USE OF THE PROCEEDS THEREOF. NO INDEMNITEE REFERRED TO IN SUBSECTION 13.06(b) ABOVE SHALL BE LIABLE FOR ANY DAMAGES ARISING FROM THE USE BY UNINTENDED RECIPIENTS OF ANY INFORMATION OR OTHER MATERIALS DISTRIBUTED TO SUCH UNINTENDED RECIPIENTS BY SUCH INDEMNITEE THROUGH TELECOMMUNICATIONS, ELECTRONIC OR OTHER INFORMATION TRANSMISSION SYSTEMS IN CONNECTION

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WITH THIS CREDIT AGREEMENT OR THE OTHER LOAN DOCUMENTS OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY OTHER THAN FOR DIRECT OR ACTUAL DAMAGES RESULTING FROM THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF SUCH INDEMNITEE AS DETERMINED BY A FINAL AND NONAPPEALABLE JUDGMENT OF A COURT OF COMPETENT JURISDICTION.

(b) [Reserved].

(c) Payments. All amounts due under this Section 13.06 shall be payable not later than fifteen (15) Business Days after demand therefor.

(d) Survival. The agreements in this Section 13.06 shall survive the resignation of the Administrative Agent, the replacement of any Lender, the termination of the Lender Commitments and the repayment, satisfaction or discharge of the Obligations.

13.08 Notices.

(a) Notices Generally. Any notice, demand, request or other communication which any party hereto may be required or may desire to give hereunder shall be in writing (except where telephonic instructions or notices are expressly authorized herein to be given) and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telecopier as follows, and all notices and other communications expressly permitted hereunder to be given by telephone shall be made to the applicable telephone number, as follows:

(i) If to any Loan Party or the Administrative Agent, at its notice address and numbers set forth on Schedule 13.07 attached hereto. If to any Lender, in care of the Administrative Agent, at its notice address and numbers set forth on Schedule 13.07 attached hereto. Each Lender agrees to provide to the Administrative Agent a written notice stating such Lender’s address, facsimile number, telephone number, and the name of a contact person, and the Administrative Agent may rely on such written notice unless and until a Lender provides the Administrative Agent with a written notice designating a different address, facsimile number, telephone number or contact person.

(ii) Any party may change its address for purposes of this Credit Agreement by giving notice of such change to the other parties pursuant to this Section 13.07. With respect to any notice received by the Administrative Agent from the Borrowers or any Investor not otherwise addressed herein, the Administrative Agent shall notify the Lenders promptly of the receipt of such notice, and shall provide copies thereof to the Lenders. When determining the prior days’ notice required for any Request for Borrowing or other notice to be provided by any Loan Party or an Investor hereunder, the day the notice is delivered to the Administrative Agent (or such other applicable Person) shall not be counted, but the day of the related Borrowing or other relevant action shall be counted.

(b) Effectiveness of Delivery. Notices sent by hand or overnight courier service, or mailed by certified or registered mail, shall be deemed to have been given when received; notices sent by telecopier shall be deemed to have been given when sent (except that, if

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not given during normal business hours for the recipient, shall be deemed to have been given at the opening of business on the next Business Day for the recipient). Notices sent via telephone, shall be deemed to have been given on the day and at the time reciprocal communication (i.e., direct communication between two or more persons, which shall not include voice mail messages) with one of the individuals designated to receive notice occurs during a call to the telephone number or numbers indicated for such party. Notices delivered through electronic communications to the extent provided in subsection (c) below, shall be effective as provided in such subsection (c).

(c) Electronic Communications. Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communication (including e-mail and Internet or intranet websites) pursuant to procedures reasonably approved by the Administrative Agent, provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 if such Lender has notified the Administrative Agent that it is incapable of receiving notices under such Section by electronic communication. The Administrative Agent or the Loan Parties may, in their discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it, provided that approval of such procedures may be limited to particular notices or communications.

13.09 Effectiveness of E-mail Notice. Unless the Administrative Agent otherwise prescribes: (i) notices and other communications sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement), provided that if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient; and (ii) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of notification that such notice or communication is available and identifying the website address therefor.

13.10 Governing Law. This Credit Agreement and the rights and obligations of the parties under this Credit Agreement shall be governed by, and construed and interpreted in accordance with, the law of the State of New York.

13.11 Choice of Forum; Consent to Service of Process and Jurisdiction; Waiver of Trial by Jury.

(a) CHOICE OF FORUM, ETC. EACH LOAN PARTY (ON ITS OWN BEHALF AND, TO THE EXTENT APPLICABLE ON BEHALF OF EACH QUALIFIED BORROWER), IRREVOCABLY AND UNCONDITIONALLY SUBMITS, FOR ITSELF AND ITS PROPERTY, TO THE NONEXCLUSIVE JURISDICTION OF THE COURTS OF THE STATE OF NEW YORK SITTING IN BOROUGH OF MANHATTAN IN NEW YORK CITY AND OF THE UNITED STATES DISTRICT COURT LOCATED IN THE BOROUGH OF MANHATTAN IN NEW YORK CITY, AND ANY APPELLATE COURT FROM ANY THEREOF, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS CREDIT AGREEMENT OR ANY OTHER LOAN DOCUMENT, OR FOR

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RECOGNITION OR ENFORCEMENT OF ANY JUDGMENT, AND EACH LOAN PARTY (ON ITS OWN BEHALF AND, TO THE EXTENT APPLICABLE ON BEHALF OF EACH QUALIFIED BORROWER), IRREVOCABLY AND UNCONDITIONALLY AGREES THAT ALL CLAIMS IN RESPECT OF ANY SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN SUCH NEW YORK STATE COURT OR, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN SUCH FEDERAL COURT. EACH OF THE PARTIES HERETO AGREES THAT A FINAL JUDGMENT IN ANY SUCH ACTION OR PROCEEDING SHALL BE CONCLUSIVE AND MAY BE ENFORCED IN OTHER JURISDICTIONS BY SUIT ON THE JUDGMENT OR IN ANY OTHER MANNER PROVIDED BY LAW. NOTHING IN THIS CREDIT AGREEMENT OR IN ANY OTHER LOAN DOCUMENT SHALL AFFECT ANY RIGHT THAT ADMINISTRATIVE AGENT, ANY LENDER MAY OTHERWISE HAVE TO BRING ANY ACTION OR PROCEEDING RELATING TO THIS CREDIT AGREEMENT OR ANY OTHER LOAN DOCUMENT AGAINST ANY LOAN PARTY OR ANY OF THEIR RESPECTIVE PROPERTIES IN THE COURTS OF ANY JURISDICTION.

(b) WAIVER OF VENUE. EACH LOAN PARTY (ON ITS OWN BEHALF AND, TO THE EXTENT APPLICABLE ON BEHALF OF EACH QUALIFIED BORROWER) IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY OBJECTION THAT IT MAY NOW OR HEREAFTER HAVE TO THE LAYING OF VENUE OF ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS CREDIT AGREEMENT OR ANY OTHER LOAN DOCUMENT IN ANY COURT REFERRED TO IN SECTION 13.09. EACH BORROWER, HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE DEFENSE OF AN INCONVENIENT FORUM TO THE MAINTENANCE OF SUCH ACTION OR PROCEEDING IN ANY SUCH COURT.

(c) SERVICE OF PROCESS. EACH LOAN PARTY (ON ITS OWN BEHALF AND, TO THE EXTENT APPLICABLE ON BEHALF OF EACH QUALIFIED BORROWER) IRREVOCABLY CONSENTS TO SERVICE OF PROCESS IN THE MANNER PROVIDED FOR NOTICES IN SECTION 13.07. NOTHING IN THIS CREDIT AGREEMENT WILL AFFECT THE RIGHT OF ANY PARTY HERETO TO SERVE PROCESS IN ANY OTHER MANNER PERMITTED BY APPLICABLE LAW. EACH LOAN PARTY (ON ITS OWN BEHALF AND, TO THE EXTENT APPLICABLE ON BEHALF OF EACH QUALIFIED BORROWER) HEREBY AGREES THAT SERVICE OF ALL WRITS, PROCESS AND SUMMONSES IN ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN THE STATE OF NEW YORK MAY BE BROUGHT UPON ITS PROCESS AGENT APPOINTED BELOW, AND EACH LOAN PARTY (ON ITS OWN BEHALF AND, TO THE EXTENT APPLICABLE ON BEHALF OF EACH QUALIFIED BORROWER) HEREBY IRREVOCABLY APPOINTS THE INVESTMENT ADVISER Jefferies Credit Management LLC, ITS PROCESS AGENT, AS ITS TRUE AND LAWFUL ATTORNEY-IN-FACT IN ITS NAME, PLACE AND STEAD TO ACCEPT SUCH SERVICE OF ANY AND ALL SUCH WRITS, PROCESS AND SUMMONSES.

(d) WAIVER OF JURY TRIAL. EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING

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DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS CREDIT AGREEMENT OR ANY OTHER LOAN DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION 13.11.

13.12 Invalid Provisions. If any provision of this Credit Agreement is held to be illegal, invalid, or unenforceable under present or future laws effective during the term of this Credit Agreement, such provision shall be fully severable and this Credit Agreement shall be construed and enforced as if such illegal, invalid or unenforceable provision had never comprised a part of this Credit Agreement, and the remaining provisions of this Credit Agreement shall remain in full force and effect and shall not be affected by the illegal, invalid or unenforceable provision or by its severance from this Credit Agreement, unless such continued effectiveness of this Credit Agreement, as modified, would be contrary to the basic understandings and intentions of the parties as expressed herein. If any provision of this Credit Agreement shall conflict with or be inconsistent with any provision of any of the other Loan Documents, then the terms, conditions and provisions of this Credit Agreement shall prevail.

13.13 Entirety and Amendments. The Loan Documents embody the entire agreement between the parties and supersede all prior agreements and understandings, if any, relating to the subject matter hereof and thereof, and this Credit Agreement and the other Loan Documents may be amended only by an instrument in writing executed by the Loan Parties and the Administrative Agent, on behalf of the Lenders, in accordance with the terms hereof.

13.14 Successors and Assigns.

(a) Successors and Assigns Generally. The provisions of this Credit Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that no Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of each Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except: (i) to an Eligible Assignee in accordance with the provisions of clause (b) of this Section 13.14; (ii) by way of participation in accordance with the provisions of clause (e) of this Section 13.14; (iii) by way of pledge or assignment of a security interest subject to the restrictions of clause (g) of this Section 13.14 (and any other attempted assignment or transfer by any party hereto shall be null and void), or (iv) by way of a grant of a declaration of trust in favor of any funding vehicle of such Lender (a “Declaration of Trust” and a “Beneficiary”, respectively) provided that in each case (1) such Lender’s obligations under this Credit Agreement shall remain unchanged, (2) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (3) the Borrowers, the Administrative Agent and the other Lenders shall continue to deal solely and directly with such Lender (or its attorney in fact) in connection with such

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Lender’s rights and obligations under this Credit Agreement. Nothing in this Credit Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in clause (e) of this Section 13.14, Beneficiaries to the extent provided in clause (a) of this Section 13.14 and, to the extent expressly contemplated hereby, the Indemnitees) any legal or equitable right, remedy or claim under or by reason of this Credit Agreement.

(b) Assignments by Lenders. Any Lender may at any time assign to one or more assignees (each, an “Assignee”) all or a portion of its rights and obligations under this Credit Agreement (including all or a portion of its Lender Commitment and the Loans at the time owing to it); provided that any such assignment shall be subject to the following conditions:

(i) Minimum Amounts. (A) In the case of an assignment of the entire remaining amount of the assigning Lender’s Lender Commitment and the Loans at the time owing to it or in the case of an assignment to a Lender, an Eligible Assignee or an Approved Fund, no minimum amount need be assigned; and (B) in any case not described in subclause (A) above, the aggregate amount of the Lender Commitment (which for this purpose includes Loans outstanding thereunder) or, if the Lender Commitment is not then in effect, the principal outstanding balance of the Loans subject to each such assignment, determined as of the date the Assignment and Assumption Agreement with respect to such assignment is delivered to the Administrative Agent or, if “Trade Date” is specified in the Assignment and Assumption Agreement, as of such “Trade Date”, shall not be less than $5,000,000 (and shall be in an integral multiple of $500,000), and, after giving effect to such assignment, no Lender shall hold a Lender Commitment of less than $5,000,000 (unless such Lender no longer holds any Lender Commitment); provided, however that concurrent assignments to members of an Assignee Group and concurrent assignments from members of an Assignee Group to a single Assignee (or to an Assignee and members of its Assignee Group) will be treated as a single assignment for purposes of determining whether such minimum amount has been met, unless each of the Administrative Agent and, so long as no Event of Default has occurred and is continuing, and the Borrowers otherwise consents (each such consent not to be unreasonably withheld or delayed).

(ii) Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning Lender’s rights and obligations under this Credit Agreement with respect to the Loans or the Lender Commitment assigned.

(iii) Required Consents. No consent shall be required for any assignment except to the extent required by Section 13.14(b)(i)(B) and, in addition:

(A) the consent of the Borrowers (such consent not to be unreasonably withheld or delayed) shall be required unless (x) an Event of Default has occurred and continued for at least thirty (30) consecutive days at the time of such assignment or (y) such assignment is to a Lender, an Eligible Assignee or an

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Approved Fund, or (z) in connection with a pledge made to a Federal Reserve Bank pursuant to Section 13.14(g) hereof;

(B) the consent of the Administrative Agent (such consent not to be unreasonably withheld or delayed) shall be required for assignments if such assignment is to a Person that is not a Lender with a Lender Commitment or an Affiliate of such Lender; and

(C) under no circumstances shall any Lender assign any of its obligations hereunder or under the other Loan Documents to a Competitor unless an Event of Default has been in continuing for more than thirty (30) consecutive calendar days.

(iv) Assignment and Assumption. The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption Agreement, together with a processing and recordation fee in the amount of $3,500 (except in the case of a transfer at the demand of the Borrowers under Section 13.14 hereof, in which case the Borrowers shall pay such fee); provided, however, that the Administrative Agent may, in its sole discretion, elect to waive such processing and recordation fee in the case of any assignment. The assignee, if it is not a Lender, shall deliver to the Administrative Agent an administrative questionnaire.

(v) No Assignment to the Loan Parties. No such assignment shall be made to any Loan Party or any Affiliate or Subsidiary thereof.

(vi) No Assignment to Natural Persons. No such assignment shall be made to a natural person.

(vii) Borrower Requested Assignments. Each assignment made as a result of a demand by the Borrowers under Section 13.14 hereof shall be arranged by the Borrowers after consultation with the Administrative Agent and shall be either an assignment of all of the rights and obligations of the assigning Lender under this Credit Agreement or an assignment of a portion of such rights and obligations made concurrently with another assignment or assignments that together constitute an assignment of all of the rights and obligations of the assigning Lender.

(c) Effect of Assignment. Subject to acceptance and recording thereof by the Administrative Agent pursuant to clause (d) of this Section 13.14, from and after the effective date specified in each Assignment and Assumption Agreement, the Assignee thereunder shall be a party to this Credit Agreement and, to the extent of the interest assigned by such Assignment and Assumption Agreement, have the rights and obligations of a Lender under this Credit Agreement, and the assigning Lender thereunder shall, to the extent of the interest assigned by such Assignment and Assumption Agreement, be released from its obligations under this Credit Agreement (and, in the case of an Assignment and Assumption Agreement covering all of the assigning Lender’s rights and obligations under this Credit Agreement, such Lender shall cease to be a party hereto) but shall continue to be entitled to the benefits and obligations of Sections 4.01, 4.04, 4.05 and 13.06 with respect to facts and circumstances occurring prior to the effective date of such

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assignment. Upon request, the Borrowers (at their expense) shall execute and deliver a Note to the Assignee Lender. Any assignment or transfer by a Lender of rights or obligations under this Credit Agreement that does not comply with this subsection (c) shall be treated for purposes of this Credit Agreement as a sale by such Lender of a participation in such rights and obligations in accordance with clause (e) of this Section 13.14.

(d) Register. The Administrative Agent, acting solely for this purpose as an agent of the Borrower Parties, shall maintain at the Administrative Agent’s Office a copy of each Assignment and Assumption Agreement delivered to it and a register for the recordation of the names and addresses of the Lenders, and the Lender Commitments of, and principal amounts (and stated interest) of the Loans owing to, each Lender pursuant to the terms hereof from time to time (the “Register”). The entries in the Register shall be conclusive, and the Borrower Parties, the Administrative Agent and the Lenders shall treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Credit Agreement, notwithstanding notice to the contrary. The Register shall be available for inspection by the Borrower Parties and any Lender, at any reasonable time and from time to time upon reasonable prior notice.

(e) Participations. Any Lender may at any time sell participations to any Person (other than a natural person or any Loan Party or any Affiliate or Subsidiary thereof) (each, a “Participant”) in all or a portion of such Lender’s rights and/or obligations under this Credit Agreement (including all or a portion of its Lender Commitment and/or the Loans owing to it); provided that: (i) such Lender’s obligations under this Credit Agreement shall remain unchanged; (ii) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations; (iii) the Loan Parties, the Administrative Agent and the other Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under this Credit Agreement; (iv) if no Event of Default has continued for at least thirty (30) consecutive days at the time of consummation thereof, the Borrowers have consented to such participation (such consent not to be unreasonably withheld or delayed, or if such assignment is to a Competitor, such consent to be in the sole discretion of the Borrowers); and (v) if the consent of the Borrowers is not required, the Borrowers have received notice of such participation no less than one Business Day prior to the immediately succeeding Interest Payment Date. Any agreement or instrument pursuant to which a Lender sells such a participation shall provide that such Lender shall retain the sole right to enforce this Credit Agreement and to approve any amendment, modification or waiver of any provision of this Credit Agreement; provided that such agreement or instrument may provide that such Lender will not, without the consent of the Participant, agree to any amendment, waiver or other modification described in Section 13.01(a), Section 13.01(b)(ix) or Section 13.01(b)(x) that directly affects such Participant. Subject to clause (f) of this Section 13.14, each Borrower (on its own behalf and on behalf of its Qualified Borrowers) agrees that each Participant shall be entitled to the benefits of Sections 4.01, 4.04, 4.05 and 13.06 to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to clause (b) of this Section 13.14. To the extent permitted by law, each Participant also shall be entitled to the benefits of the right of setoff under Applicable Law as though it were a Lender, provided such Participant agrees to be subject to Sections 13.02 and 13.03 as though it were a Lender. Each Lender that sells a participation shall, acting solely for this purpose as a non-fiduciary agent of the Borrower Parties, maintain a register complying with the requirements of Sections 163(f), 871(h) and 881(c)(2) of the Internal Revenue Code and the United States Treasury

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Regulations issued thereunder on which it enters the name and address of each Participant and the principal amounts (and stated interest) of each Participant’s interest in the Loans or other obligations under this Credit Agreement or other Loan Documents (the “Participant Register”); provided that no Lender shall have any obligation to disclose all or any portion of the Participant Register (including the identity of any Participant or any information relating to a Participant’s interest in any commitments, loans, letters of credit or its other obligations under any Loan Document) to any Person except to the extent that such disclosure is necessary to establish that such commitment, loan, letter of credit or other obligation is in registered form under Section 5f.103-1(c) of the United States Treasury Regulations. The entries in the Participant Register shall be conclusive absent manifest error, and such Lender shall treat each Person whose name is recorded in the Participant Register as the owner of such participation for all purposes of this Credit Agreement notwithstanding any notice to the contrary. For the avoidance of doubt, the Administrative Agent (in its capacity as Administrative Agent) shall have no responsibility for maintaining a Participant Register.

(f) Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 4.01, 4.04, or 4.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, except to the extent such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant acquired the applicable participation.

(g) Certain Pledges. Any Lender may at any time pledge or assign a security interest in all or any portion of its rights under this Credit Agreement (including under its Note, if any) to secure obligations of such Lender, including any pledge or assignment to secure obligations to a Federal Reserve Bank; provided that no such pledge or assignment shall release such Lender from any of its obligations hereunder or substitute any such pledgee or assignee for such Lender as a party hereto.

(h) Electronic Execution of Assignments. The words “execution,” “signed,” “signature,” and words of like import in any Assignment and Assumption Agreement shall be deemed to include electronic signatures or the keeping of records in electronic form, including without limitation pursuant to DocuSign, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any Applicable Law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act.

13.15 Lender Default. The right of a Defaulting Lender to vote on matters related to this Credit Agreement, and to participate in the administration of the Loans and this Credit Agreement, shall be suspended; provided, however, such Defaulting Lender shall retain the right to vote on all matters which required all Lender or affected Lender consent under Section 13.01(a). The Administrative Agent shall have the right, but not the obligation, in its sole discretion, to acquire at par all of such Lender’s Lender Commitment, including its Pro Rata Share in the Obligations under this Credit Agreement. In the event that the Administrative Agent does not exercise its right to so acquire all of such Lender’s interests, then each Lender that is not a Defaulting Lender (each, a “Current Party”) shall then, thereupon, have the right, but not the

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obligation, in its sole discretion to acquire at par (or if more than one Current Party exercises such right, each Current Party shall have the right to acquire, pro rata in accordance with its Lender Commitment) such Lender’s Lender Commitment, including its Pro Rata Share in the outstanding Obligations under this Credit Agreement.

13.16 Replacement of Lender. If any Lender requests compensation under Section 4.04, or if any Borrower Party is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 4.01, or if any Lender is a Defaulting Lender or a Non-Consenting Lender, then the Borrowers may, at its sole expense and effort, upon notice to such Lender and the Administrative Agent, require such Lender to assign and delegate, without recourse (in accordance with and subject to the restrictions contained in, and consents required by, Section 13.14), all of its interests, rights and obligations under this Credit Agreement and the related Loan Documents to an assignee that shall assume such obligations (which assignee may be another Lender, if a Lender accepts such assignment), provided that:

(a) the Borrowers shall have paid to the Administrative Agent a processing and recordation fee in the amount of $3,500;

(b) such Lender shall have received payment of an amount equal to the outstanding principal of its Loans, accrued interest thereon, accrued fees and all other amounts payable to it hereunder and under the other Loan Documents (including any amounts under Section 4.05) from the assignee (to the extent of such outstanding principal and accrued interest and fees) or the Borrowers (in the case of all other amounts);

(c) in the case of any such assignment resulting from a claim for compensation under Section 4.04 or payments required to be made pursuant to Section 4.01, such assignment will result in a reduction in such compensation or payments thereafter; and

(d) such assignment does not conflict with Applicable Laws.

A Lender shall not be required to make any such assignment or delegation if, prior thereto, as a result of a waiver by such Lender or otherwise, the circumstances entitling the Borrowers to require such assignment and delegation cease to apply.

13.17 Maximum Interest. Regardless of any provision contained in any of the Loan Documents, the Lenders shall never be entitled to receive, collect or apply as interest on the Obligations any amount in excess of the Maximum Rate, and, in the event that the Lenders ever receive, collect or apply as interest any such excess, the amount which would be excessive interest shall be deemed to be a partial prepayment of principal and treated hereunder as such; and, if the principal amount of the Obligations is paid in full, any remaining excess shall forthwith be paid to the Borrowers. In determining whether or not the interest paid or payable under any specific contingency exceeds the Maximum Rate, the Borrower Parties and the Lenders shall, to the maximum extent permitted under Applicable Law: (a) characterize any nonprincipal payment as an expense, fee or premium rather than as interest; (b) exclude voluntary prepayments and the effects thereof; and (c) amortize, prorate, allocate and spread, in equal parts, the total amount of interest throughout the entire contemplated term of the Obligations so that the interest rate does

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not exceed the Maximum Rate; provided that, if the Obligations are paid and performed in full prior to the end of the full contemplated term thereof, and if the interest received for the actual period of existence thereof exceeds the Maximum Rate, the Lenders shall refund to the Borrowers the amount of such excess or credit the amount of such excess against the principal amount of the Obligations and, in such event, the Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, taking, reserving or receiving interest in excess of the Maximum Rate. As used herein, the term “Applicable Law” shall mean the law in effect as of the date hereof; provided, however, that in the event there is a change in the law which results in a higher permissible rate of interest, then the Loan Documents shall be governed by such new law as of its effective date.

13.18 Headings. Section headings are for convenience of reference only and shall in no way affect the interpretation of this Credit Agreement.

13.19 Survival of Representations and Warranties. All representations and warranties made hereunder and in any other Loan Document or other document delivered pursuant hereto or thereto or in connection herewith or therewith shall survive the execution and delivery hereof and thereof. Such representations and warranties have been or will be relied upon by the Administrative Agent and each Lender, regardless of any investigation made by the Administrative Agent or any Lender or on their behalf and notwithstanding that the Administrative Agent or any Lender may have had notice or knowledge of any Potential Default or Event of Default at the time of any Borrowing, and shall continue in full force and effect as long as any Loan or any other Obligation hereunder shall remain unpaid or unsatisfied.

13.20 Integration. This Credit Agreement is intended by the parties as the final, complete and exclusive statement of the transactions evidenced by this Credit Agreement. All prior or contemporaneous promises, agreements and understandings, whether oral or written, are deemed to be superseded by this Credit Agreement, and no party is relying on any promise, agreement or understanding not set forth in this Credit Agreement.

13.21 Limited Liability. Nothing contained in this Section 13.19 or in any of the other provisions of the Loan Documents shall be construed to limit restrict, or impede the obligations, the liabilities, and indebtedness of the Borrower Parties, or of any Investor or Managing Entities to make its Capital Contributions to any Borrower, in accordance with the terms of the Governing Agreements, the other Constituent Documents, and its Subscription Agreements. Notwithstanding the foregoing, any expenses and losses arising from any Loan Party’s intentional misrepresentation hereunder or any Loan Document to which it is a party, fraud or willful misapplication of proceeds in contravention of this Credit Agreement, shall be fully recourse to the Borrowers and/or the Managing Entities, as the case may be; provided, that, none of the Investors shall have any personal, partnership, corporate or trust liability for the payment or performance of the Obligations. Notwithstanding anything contained in this Section 13.19, the payment and performance of the Obligations shall be fully recourse to the Borrowers and to the Borrowers’ respective properties and assets.

13.22 Confidentiality. The Administrative Agent and each Lender agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed: (a) to its and its Affiliates’ respective partners, directors, officers, service providers,

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employees, Representatives, advisors and agents, including accountants, legal counsel and other advisors (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential); (b) to the extent requested by any regulatory authority; (c) to the extent required by Applicable Laws or regulations or by any subpoena or similar legal process; (d) to any other party to this Credit Agreement; (e) [Reserved]; (f) subject to a confidentiality agreement containing provisions substantially the same as (or no less restrictive than) those of this Section 13.22, to: (i) any Eligible Assignee of or Participant in, or any prospective Eligible Assignee of or Participant in, any of its rights or obligations under this Credit Agreement and any of their Representatives and professional advisors; (ii) any direct or indirect contractual counterparty or prospective counterparty (or such contractual counterparty’s or prospective counterparty’s professional advisor) to any credit derivative transaction relating to obligations of the Borrower Parties or (iii) to any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrowers and their obligations, this Credit Agreement or payments hereunder; (g) [Reserved]; (h) to the extent such Information: (x) becomes publicly available other than as a result of a breach of this Section 13.22; or (y) becomes available to the Administrative Agent or any Lender on a nonconfidential basis from a source other than any Loan Party; or (i) to the National Association of Insurance Commissioners or any other similar organization or any nationally recognized rating agency that requires access to information about a Lender’s or its Affiliates’ investment portfolio in connection with ratings issued with respect to such Lender or its Affiliates. For the purposes of this Section 13.22, “Information” means all information received from any Loan Party relating to any Loan Party or their business, any Investment, any Affiliate of a Loan Party or an Investor other than any such information that is available to the Administrative Agent or any Lender on a nonconfidential basis prior to disclosure by such Person; provided that, in the case of information received from any Loan Party after the date hereof, such information is clearly identified in writing at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section 13.22 shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information.

13.23 USA Patriot Act Notice. Each Lender and the Administrative Agent (for itself and not on behalf of any Lender) hereby notifies each Loan Party that pursuant to the requirements of the USA Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)) (the “Patriot Act”), it is required to obtain, verify and record information that identifies each Loan Party, which information includes the name and address of such Loan Party and other information that will allow such Lender or the Administrative Agent, as applicable, to identify such Loan Party in accordance with the Patriot Act.

13.24 No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), each Loan Party (on its own behalf and, to the extent applicable, on behalf of each Qualified Borrower) acknowledges and agrees, and acknowledges its Affiliates’ understanding, that: (a)(i) the arranging and other services regarding this Credit Agreement provided by the Administrative Agent and the Arranger, are arm’s-length commercial transactions between the Loan Parties and their respective Affiliates, on the one hand, and the Administrative Agent and the Arranger, on the other hand; (ii) the Loan Parties have

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consulted their own legal, accounting, regulatory and tax advisors to the extent it has deemed appropriate; and (iii) the Loan Parties are capable of evaluating, and understand and accept, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (b)(i) the Administrative Agent and the Arranger each is and has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for any Loan Party or any of its respective Affiliates, or any other Person; and (ii) neither the Administrative Agent nor the Arranger has any obligation to any Loan Party or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (c) the Administrative Agent and the Arranger and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of any Loan Party or their respective Affiliates, and neither the Administrative Agent nor the Arranger has any obligation to disclose any of such interests to any Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each Loan Party (on its own behalf and, to the extent applicable, on behalf of each Qualified Borrower) hereby waives and releases any claim that it may have against the Administrative Agent and the Arranger with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.

13.25 Multiple Counterparts. This Credit Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same agreement, and any of the parties hereto may execute this Credit Agreement by signing any such counterpart. Delivery of an executed counterpart of a signature page to this Credit Agreement by telecopier or by an electronic mail shall be effective as delivery of a manually executed counterpart of this Credit Agreement.

13.26 Acknowledgment and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among any such parties, each party hereto acknowledges that any liability of any Lender that is an Affected Financial Institution arising under any Loan Document, to the extent such liability is unsecured, may be subject to the Write-Down and Conversion Powers of the applicable Resolution Authority and agrees and consents to, and acknowledges and agrees to be bound by:

(a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liabilities arising hereunder which may be payable to it by any Lender that is an Affected Financial Institution; and

(b) the effects of any Bail-in Action on any such liability, including, if applicable:

(i) a reduction in full or in part or cancellation of any such liability;

(ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent undertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in

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lieu of any rights with respect to any such liability under this Credit Agreement or any other Loan Document; or

(iii) the variation of the terms of such liability in connection with the exercise of the Write-Down and Conversion Powers of the applicable Resolution Authority.

Remainder of Page Intentionally Left Blank;
The Signature Page(s) Follow(s).

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IN WITNESS WHEREOF, the parties hereto have caused this Credit Agreement to be duly executed as of the day and year first above written.

INITIAL BORROWER:

SENIOR CREDIT INVESTMENTS, LLC, a Delaware limited liability company

By: /s/ Adam Klepack
Name: Adam Klepack
Title: General Counsel and Secretary

ADMINISTRATIVE AGENT, ARRANGER AND LENDER:

SUMITOMO MITSUI TRUST BANK, LIMITED, NEW YORK BRANCH., as Administrative Agent, Arranger and a Lender

By: /s/ Tommy Constantinou
Name: Tommy Constantinou
Title: Senior Director

EX-19.1

Exhibit 19.1

SENIOR CREDIT INVESTMENTS, LLC

Insider Trading Policy

It is the policy of Senior Credit Investments, LLC, a Delaware limited liability company, and its subsidiaries (collectively, the “Company”), that they and their directors, officers and employees, if any, and all officers and employees of Jefferies Credit Management LLC, the Company’s external investment adviser (the “Investment Adviser”), including members of the Investment Adviser’s investment committee, and officers and employees of Jefferies Finance LLC (“JFIN”) or any of its affiliates, acting for or on behalf of the Company (collectively, “Covered Parties”) must, at all times, comply with the securities laws of the United States and all other applicable jurisdictions. In order to avoid any activity that violates applicable laws or regulations and, in order to avoid even the appearance of impropriety, this Policy restricts or prohibits certain transactions by Covered Parties and their immediate family members and related controlled entities (collectively, “Insiders”) and subjects transactions by certain Insiders to pre-approval requirements when trading in the Company’s securities. All Insiders must abide by the terms of this Policy.

Federal securities laws prohibit “trading” in the “securities” of a company on the basis of “material non-public information.” “Trading” means broadly any purchase, sale or other transaction to acquire, transfer or dispose of securities, including Company redemptions and repurchases, market option exercises, gifts or other contributions, exercises of options granted under any Company equity plans, sales of securities acquired upon the exercise of options and trades made under an employee benefit plan such as a 401(k) plan. The term “securities” should be broadly construed and shall include, but not be limited to, stock, preferred stock, units, debt securities, such as bonds, notes and debentures, as well as puts, calls, options and other derivative instruments. “Material” information refers to any information that a reasonable investor would consider important in making a decision to buy, sell, hold, or vote securities, given the total mix of available information in the marketplace. In simple terms, material information is any type of information that reasonably could be expected to affect the price of a company’s securities or that would be likely to be considered important by investors who are considering trading in that company’s securities. Certainly, if such information makes you want to buy or sell a company’s securities, it would probably have the same effect on others. “Nonpublic” information is simply information that has not been disclosed to the general public. This sort of information only becomes public after it is released to the public and the market has had time to absorb and adjust to the information. What constitutes “public disclosure” will vary on a case-by-case basis. Trading on “material non-public information” is commonly known as “insider trading.” It is also illegal to recommend to others (commonly called “tipping”) that they buy, sell or retain the securities to which such material non-public information relates. Anyone violating these laws is subject to personal liability and could face criminal penalties, including imprisonment. Federal securities law also creates a strong incentive for the Company to deter insider trading by Insiders.

In the normal course of business, Covered Parties may come into possession of inside information concerning the Company, transactions in which the Company proposes to engage or other entities with which the Company does business. Therefore, the Company has established this Policy with respect to trading in its securities or securities of another company. No Insider may trade securities of another company (a) with which the Company does business, or (b) that is involved in a potential transaction or business relationship with Company, until the information becomes public or is no longer material, when the Insider has, in the course of working for the Company, learned of material non-public information about such company. It is also the policy of the Company that the Company will not engage in transactions in securities of the Company while aware of material non-public information relating to the Company or its securities.

All Covered Parties, other than those who are unaffiliated with the Investment Adviser or JFIN, must comply with the policies and procedures of JFIN, as amended, supplemented or otherwise modified from time to time.

All directors and executive officers of the Company and their immediate family members (including, such person’s spouse, minor children, relatives or other individuals living with the director and individuals for whose support the director is principally responsible) and related controlled entities may not trade in any securities of the Company without first pre-clearing such trade with the Company’s Legal & Compliance group.

Adopted: March 19, 2025

EX-21.1

Exhibit 21.1

Senior Credit Investments, LLC

Subsidiaries as of December 31, 2024

Name	State of Formation
SCI BDC SPV I LLC	Delaware
SCI BDC SPV II LLC	Delaware
SCI Blocker LLC	Delaware

EX-31.1

Exhibit 31.1

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Jason Kennedy, certify that:

1.I have reviewed this Annual Report on Form 10-K for the year ended December 31, 2024 of Senior Credit Investments, LLC;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: March 25, 2025	By:	/s/ Jason Kennedy
		Jason Kennedy
		Chief Executive Officer and President
		(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, John Dalton, certify that:

1.I have reviewed this Annual Report on Form 10-K for the year ended December 31, 2024 of Senior Credit Investments, LLC;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: March 25, 2025	By:	/s/ John Dalton
		John Dalton
		Chief Financial Officer
		(Principal Financial Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report on Form 10-K of Senior Credit Investments, LLC (the “Company”) for the year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: March 25, 2025	By:	/s/ Jason Kennedy
		Jason Kennedy
		Chief Executive Officer and President
		(Principal Executive Officer)

The foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report on Form 10-K of Senior Credit Investments, LLC (the “Company”) for the year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: March 25, 2025	By:	/s/ John Dalton
		John Dalton
		Chief Financial Officer
		(Principal Financial Officer)

The foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.

XML

Document and Entity Information - USD ($)

12 Months Ended

Dec. 31, 2024

Mar. 24, 2025

Cover [Abstract]

Document Type

10-K

Amendment Flag

false

Document Annual Report

true

Document Transition Report

false

Document Period End Date

Dec. 31, 2024

Document Fiscal Year Focus

2024

Document Fiscal Period Focus

FY

Securities Act File Number

814-01685

Entity Central Index Key

0001959568

Current Fiscal Year End Date

--12-31

Entity Registrant Name

Senior Credit Investments, LLC

Entity Incorporation, State or Country Code

DE

Entity Address, Address Line One

520 Madison Avenue

Entity Address, Address Line Two

12th Floor

Entity Address, City or Town

New York

Entity Address, State or Province

NY

Entity Tax Identification Number

92-1313185

Entity Address, Postal Zip Code

10022

City Area Code

212

Local Phone Number

284-3474

Title of 12(g) Security

Common Limited Liability Company Units

Entity Well-known Seasoned Issuer

No

Entity Voluntary Filers

No

Entity Current Reporting Status

Yes

Entity Interactive Data Current

Yes

ICFR Auditor Attestation Flag

false

Entity Filer Category

Non-accelerated Filer

Entity Small Business

false

Entity Emerging Growth Company

true

Entity Ex Transition Period

false

Entity Shell Company

false

Document Financial Statement Error Correction [Flag]

false

Entity Common Stock, Shares Outstanding

97,607

Entity Public Float

$ 0

Auditor Name

Deloitte & Touche LLP

Auditor Location

New York, New York

Auditor Firm ID

34

Auditor Opinion

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying consolidated statement of assets and liabilities of Senior Credit Investments, LLC (the "Company"), including the consolidated schedule of investments, as of December 31, 2024 and 2023, the related consolidated statements of operations, cash flows, changes in member’s capital, and the consolidated financial highlights for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations, changes in member’s capital, cash flows and financial highlights for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 in conformity with accounting principles generally accepted in the United States of America.

XML

Consolidated Statement of Assets and Liabilities - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Assets
Non-controlled/non-affiliated investments (amortized cost of $316,371 and $105,495, at December 31,2024 and December 31, 2023, respectively)	$ 318,629	$ 106,888
Cash and cash equivalents	2,162	39,094
Restricted cash	6,698	468
Interest receivable	1,946	529
Deferred financing costs	3,502	2,815
Deferred offering costs	0	635
Prepaid expenses and other assets	261	331
Total assets	333,198	150,760
Liabilities
Debt	173,603	66,294
Distributions payable	1,894	0
Interest payable	2,922	368
Due to investment Adviser	0	1,625
Accrued expenses and other liabilities	448	693
Total liabilities	178,867	68,980
Commitments and contingencies (Note 9)
Member's Capital
Common units (85,248 and 44,576 units issued and outstanding, at December 31, 2024 and December 31, 2023, respectively)	155,318	80,943
Accumulated distributable earnings	(987)	837
Total member's capital	154,331	81,780
Total liabilities and members' capital	333,198	150,760
Net Asset Value Per Unit
Net assets	$ 154,331	$ 81,780
Common units outstanding (1,000,000,000 units authorized), at December 31, 2024 and December 31, 2023)	85,248	44,576
Net asset value per unit	$ 1,810.37	$ 1,834.62

XML

Consolidated Statement of Assets and Liabilities (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Investment owned at cost	$ 316,371	$ 105,495
Common units, issued	85,248	44,576
Common units, outstanding	85,248	44,576
Common units, authorized	1,000,000,000	1,000,000,000

XML

Consolidated Statement of Operations - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024
Investment Income
Interest income	$ 923	$ 21,592
Payment-in-kind interest income	0	349
Other income	13	544
Total investment income	936	22,485
Operating Expenses
Interest and other financing expenses	451	9,021
Management fees	60	1,256
Income-based incentive fees	0	1,247
Capital gains incentive fees	207	(174)
Organization costs	818	0
Other general and administrative expenses	538	2,829
Total expenses before Fee Waiver	2,074	14,179
Management fees waived	(60)	(1,256)
Incentive fees waived	(207)	(1,073)
Net expenses	1,807	11,850
Net investment income	(871)	10,635
Net realized gain (loss):
Non-controlled/non-affiliated investments	259	(2,390)
Net realized gain (loss)	259	(2,390)
Non-controlled/non-affiliated investments	1,393	865
Net change in unrealized appreciation	1,393	865
Net realized gain (loss) and change in unrealized appreciation (depreciation)	1,652	(1,525)
Net Increase in Member's Capital Resulting from Operations	$ 781	$ 9,110
Net Increase in Net Assets Per Unit Resulting from Operations - Diluted	$ 25.88	$ 166.09
Net Increase in Net Assets Per Unit Resulting from Operations - Basic	$ 25.88	$ 166.09
Weighted Average Units Outstanding (Note 8)	30,180	54,851

XML

Consolidated Statement of Changes in Member's Capital - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024
Net Increase (Decrease) in Member's Capital Resulting from Operations
Net investment income (loss)	$ (871)	$ 10,635
Net realized gains (loss)	259	(2,390)
Net change in unrealized appreciation (depreciation)	1,393	865
Net Increase in Member's Capital Resulting from Operations	781	9,110
Distributions to Unitholders
Distributions declared	0	(11,559)
Net decrease in member's capital resulting from distributions to unitholders	0	(11,559)
Capital Transactions
Issuance of common units	80,998	75,000
Net increase in net assets from common unit transactions	80,998	75,000
Member's Capital
Total increase in member's capital during the period	81,779	72,551
Member's capital, beginning of period	1	81,780
Member's Capital at End of Period	$ 81,780	$ 154,331

XML

Consolidated Statement of Cash Flows - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024
Operating Activities
Net Income (Loss)	$ 781	$ 9,110
Adjustments to reconcile net increase in member's capital resulting from operations to net cash used in operating activities:
Net realized (gains) losses on investments	(259)	2,390
Net change in unrealized appreciation on investments	(1,393)	(865)
Net accretion of discount and amortization of premium	(42)	(1,024)
Amortization of deferred financing costs	36	521
Amortization of offering costs	47	635
Payment-in-kind interest and fees capitalized	0	(417)
Purchase of investments	(110,637)	(214,485)
Proceeds from sale of investments and principal repayments	5,443	3,203
Changes in assets and liabilities:
Interest receivable	(529)	(1,960)
Prepaid expenses and other assets	(331)	70
Interest payable	368	2,554
Due to Investment Adviser	943	(943)
Accrued expenses and other liabilities	431	(13)
Net Cash Used in Operating Activities	(105,142)	(201,224)
Financing Activities
Borrowings on debt	143,283	152,709
Repayments on debt	(76,989)	(45,400)
Financing costs paid and deferred	(2,589)	(1,440)
Proceeds from issuance of common units	80,998	75,000
Distributions paid to unitholders	0	(9,665)
Offering costs paid and deferred		(682)
Net Cash Provided by Financing Activities	144,703	170,522
Cash and Cash Equivalents and Restricted Cash
Net increase (decrease) in cash and cash equivalents and restricted cash	39,561	(30,702)
Cash and cash equivalents and restricted cash, beginning of period	1	39,562
Cash and cash equivalents and restricted cash, end of period	39,562	8,860
Supplemental Disclosure of Non-Cash Information
Cash paid for interest	47	5,946
Cash paid for taxes	0	8
Accrued but unpaid debt financing costs	262	29
Accrued but unpaid offering costs	682	0
Distributions payable	0	1,894
Non-cash purchases of investments in restructuring	0	(5,198)
Non-cash sales/paydowns of investments in restructuring	0	7,045
Cash and Cash Equivalents and Restricted Cash
Cash and cash equivalents	39,094	2,162
Restricted cash	468	6,698
Cash and cash equivalents and restricted cash	$ 39,562	$ 8,860

XML

Consolidated Schedule of Investments - USD ($) $ in Thousands		Dec. 31, 2024		Dec. 31, 2023
Schedule of Investments [Line Items]
Cost		$ 316,371		$ 105,495
Fair Value		$ 318,629		$ 106,888
% of Member's Capital		206.50%		130.70%
Investment, Identifier [Axis]: AB Centers Acquisition Corporation Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value	[1]	$ (7)
Investment, Identifier [Axis]: AB Centers Acquisition Corporation Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	(1)
Investment, Identifier [Axis]: ASP Meteor Acquisition Co LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value				$ (21)
Investment, Identifier [Axis]: AVSC Holding Corp. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	(3)
Investment, Identifier [Axis]: Any Hour LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value	[1]	(27)
Investment, Identifier [Axis]: Any Hour LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	(1)
Investment, Identifier [Axis]: Blackbird Purchaser, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value				(40)
Investment, Identifier [Axis]: Blackbird Purchaser, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value				(3)
Investment, Identifier [Axis]: Brave Parent Holdings, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value				(11)
Investment, Identifier [Axis]: Brave Parent Holdings, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value				(2)
Investment, Identifier [Axis]: Capstone Acquisition Holdings, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value	[1]	(5)
Investment, Identifier [Axis]: Carr, Riggs and Ingram Capital, L.L.C. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value	[1]	(17)
Investment, Identifier [Axis]: Carr, Riggs and Ingram Capital, L.L.C. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	(1)
Investment, Identifier [Axis]: Coding Solutions Acquisition, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value	[1]	(15)
Investment, Identifier [Axis]: DeLorean Purchaser, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	(2)
Investment, Identifier [Axis]: Dwyer Instruments, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value		(2)	[1]	(66)
Investment, Identifier [Axis]: Dwyer Instruments, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	(2)
Investment, Identifier [Axis]: Eclipse Buyer, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value	[1]	(9)
Investment, Identifier [Axis]: Eclipse Buyer, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	(1)
Investment, Identifier [Axis]: Enverus Holdings, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value				(6)
Investment, Identifier [Axis]: Enverus Holdings, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value				(2)
Investment, Identifier [Axis]: Foreside Financial Group, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value
Investment, Identifier [Axis]: Geo TopCo Corporation Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value	[1]	(26)
Investment, Identifier [Axis]: Geo TopCo Corporation Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	(1)
Investment, Identifier [Axis]: Harvey Tool Company, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value	[1]	(7)
Investment, Identifier [Axis]: Harvey Tool Company, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	(1)
Investment, Identifier [Axis]: IG Investments Holdings, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	(1)
Investment, Identifier [Axis]: Kona Buyer, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value	[1]	(12)
Investment, Identifier [Axis]: Kona Buyer, LLC Investment Type First Lien Delayed Draw Term Loan One
Schedule of Investments [Line Items]
Fair Value	[1]	(15)
Investment, Identifier [Axis]: Kona Buyer, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	(1)
Investment, Identifier [Axis]: NRO Holdings III Corp. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value	[1]	(1)
Investment, Identifier [Axis]: NRO Holdings III Corp. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	(1)
Investment, Identifier [Axis]: Netwrix Corporation Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value		(1)	[1]	(175)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments Equity Investments Common Stock Air Freight & Logistics Red Griffin TopCo, LLC Investment Type Common Stock
Schedule of Investments [Line Items]
Principal	[2],[3]	764
Cost	[2],[3],[4]	3,694
Fair Value	[1],[2],[3]	3,500
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments Equity Investments Preferred Stock Professional Services Eclipse Topco, Inc. Investment Type Preferred Stock
Schedule of Investments [Line Items]
Principal	[2],[3]	28
Cost	[2],[3],[4]	285
Fair Value	[1],[2],[3]	274
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments Equity Investments Total non-controlled-non-affiliated Portfolio Company equity investments
Schedule of Investments [Line Items]
Cost	[2],[3],[4]	3,979
Fair Value	[1],[2],[3]	$ 3,774
% of Member's Capital	[2],[3]	2.40%
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments
Schedule of Investments [Line Items]
Principal	[5],[6],[7]			108,829
Cost	[5],[6],[7],[8]			105,495
Fair Value	[5],[6],[7],[9]			$ 106,888
% of Member's Capital	[5],[6],[7]			130.70%
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics
Schedule of Investments [Line Items]
Principal	[6],[7]			$ 8,212
Cost		$ 6,085	[2],[3],[4]	7,866	[6],[7],[8]
Fair Value		$ 6,224	[1],[2],[3]	$ 7,967	[6],[7],[9]
% of Member's Capital		4.00%	[2],[3]	9.70%	[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics Capstone Acquisition Holdings, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.50% Maturity Date 11/12/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.50%
Maturity Date	[2],[3],[10]	Nov. 12, 2029
Cost	[2],[3],[4],[10]	$ (2)
Fair Value	[1],[2],[3],[10]	$ (5)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics Capstone Acquisition Holdings, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 11/12/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[12],[13]			4.75%
Maturity Date	[6],[7],[12]			Nov. 12, 2027
Principal	[6],[7],[12]			$ 564
Cost	[6],[7],[8],[12]			530
Fair Value	[6],[7],[9],[12]			$ 564
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics Capstone Acquisition Holdings, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 4.50% Maturity Date 11/12/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	4.50%
Maturity Date	[2],[3],[14]	Nov. 12, 2029
Principal	[2],[3],[14]	$ 4,664
Cost	[2],[3],[4],[14]	4,581
Fair Value	[1],[2],[3],[14]	$ 4,629
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics Capstone Acquisition Holdings, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 11/12/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[12],[13]			4.75%
Maturity Date	[6],[7],[12]			Nov. 12, 2027
Principal	[6],[7],[12]			$ 656
Cost	[6],[7],[8],[12]			617
Fair Value	[6],[7],[9],[12]			$ 656
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics Seko Global Logistics Network, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 12/30/2026
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[15]			5.00%
Maturity Date	[6],[7],[15]			Dec. 30, 2026
Principal	[6],[7],[15]			$ 6,400
Cost	[6],[7],[8],[15]			6,150
Fair Value	[6],[7],[9],[15]			$ 6,176
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics Seko Global Logistics Network, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 12/30/2026
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[15]			5.00%
Maturity Date	[6],[7],[15]			Dec. 30, 2026
Principal	[6],[7],[15]			$ 592
Cost	[6],[7],[8],[15]			569
Fair Value	[6],[7],[9],[15]			571
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics Seko Global Logistics Network, LLC Investment Type First Lien Term Loan, Last-out Reference Rate and Spread S + 7.00% (includes 5.00% PIK) Maturity Date 5/27/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	7.00%
Reference Rate and Spread Interest Rate, Paid in Kind	[2],[3],[11],[16]	5.00%
Maturity Date	[2],[3],[16]	May 27, 2030
Principal	[2],[3],[16]	$ 1,600
Cost	[2],[3],[4],[16]	1,506
Fair Value	[1],[2],[3],[16]	1,600
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Chemicals
Schedule of Investments [Line Items]
Principal	[6],[7]			6,182
Cost		6,400	[2],[3],[4]	5,768	[6],[7],[8]
Fair Value		$ 6,665	[1],[2],[3]	$ 5,880	[6],[7],[9]
% of Member's Capital		4.30%	[2],[3]	7.20%	[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Chemicals ASP Meteor Acquisition Co LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.75% Maturity Date 9/1/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.75%
Maturity Date	[2],[3],[16]	Sep. 01, 2029
Principal	[2],[3],[16]	$ 1,279
Cost	[2],[3],[4],[16]	1,229
Fair Value	[1],[2],[3],[16]	$ 1,266
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Chemicals ASP Meteor Acquisition Co LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 7.00% Maturity Date 9/1/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[12],[13],[17]			7.00%
Maturity Date	[6],[7],[12],[17]			Sep. 01, 2029
Principal	[6],[7],[12],[17]			$ 1,170
Cost	[6],[7],[8],[12],[17]			1,089
Fair Value	[6],[7],[9],[12],[17]			$ 1,111
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Chemicals ASP Meteor Acquisition Co LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.75% Maturity Date 9/1/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.75%
Maturity Date	[2],[3],[16]	Sep. 01, 2029
Principal	[2],[3],[16]	$ 2,532
Cost	[2],[3],[4],[16]	2,433
Fair Value	[1],[2],[3],[16]	$ 2,507
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Chemicals ASP Meteor Acquisition Co LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 7.00% Maturity Date 9/1/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[12],[13]			7.00%
Maturity Date	[6],[7],[12]			Sep. 01, 2029
Principal	[6],[7],[12]			$ 2,558
Cost	[6],[7],[8],[12]			2,444
Fair Value	[6],[7],[9],[12]			$ 2,475
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Chemicals Aurora Plastics, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 8/10/2028
Schedule of Investments [Line Items]
Reference Rate and Spread		4.75%	[2],[3],[11],[14]	4.75%	[6],[7],[12],[13]
Maturity Date		Aug. 10, 2028	[2],[3],[14]	Aug. 10, 2028	[6],[7],[12]
Principal		$ 976	[2],[3],[14]	$ 986	[6],[7],[12]
Cost		904	[2],[3],[4],[14]	898	[6],[7],[8],[12]
Fair Value		$ 966	[1],[2],[3],[14]	$ 922	[6],[7],[9],[12]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Chemicals Aurora Plastics, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 8/10/2028
Schedule of Investments [Line Items]
Reference Rate and Spread		4.75%	[2],[3],[11],[14]	4.75%	[6],[7],[12],[13]
Maturity Date		Aug. 10, 2028	[2],[3],[14]	Aug. 10, 2028	[6],[7],[12]
Principal		$ 1,946	[2],[3],[14]	$ 1,468	[6],[7],[12]
Cost		1,834	[2],[3],[4],[14]	1,337	[6],[7],[8],[12]
Fair Value		1,926	[1],[2],[3],[14]	1,372	[6],[7],[9],[12]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies
Schedule of Investments [Line Items]
Cost	[2],[3],[4]	9,729
Fair Value	[1],[2],[3]	$ 9,741
% of Member's Capital	[2],[3]	6.30%
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies Geo TopCo Corporation Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 10/15/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.75%
Maturity Date	[2],[3],[10]	Oct. 15, 2031
Cost	[2],[3],[4],[10]	$ (13)
Fair Value	[1],[2],[3],[10]	$ (26)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies Geo TopCo Corporation Investment Type First Lien Revolver Reference Rate and Spread S + 4.75% Maturity Date 10/15/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[16]	4.75%
Maturity Date	[2],[3],[10],[16]	Oct. 15, 2031
Principal	[2],[3],[10],[16]	$ 47
Cost	[2],[3],[4],[10],[16]	45
Fair Value	[1],[2],[3],[10],[16]	$ 45
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies Geo TopCo Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 10/15/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.75%
Maturity Date	[2],[3],[16]	Oct. 15, 2031
Principal	[2],[3],[16]	$ 7,134
Cost	[2],[3],[4],[16]	7,064
Fair Value	[1],[2],[3],[16]	$ 7,063
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies NRO Holdings III Corp. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 7/15/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.25%
Maturity Date	[2],[3],[10]	Jul. 15, 2031
Cost	[2],[3],[4],[10]	$ (1)
Fair Value	[1],[2],[3],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies NRO Holdings III Corp. Investment Type First Lien Revolver Reference Rate and Spread S + 5.25% Maturity Date 7/15/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[14]	5.25%
Maturity Date	[2],[3],[10],[14]	Jul. 15, 2030
Principal	[2],[3],[10],[14]	$ 2
Cost	[2],[3],[4],[10],[14]	2
Fair Value	[1],[2],[3],[10],[14]	$ 2
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies NRO Holdings III Corp. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 7/15/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.25%
Maturity Date	[2],[3],[16]	Jul. 15, 2031
Principal	[2],[3],[16]	$ 190
Cost	[2],[3],[4],[16]	186
Fair Value	[1],[2],[3],[16]	$ 186
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies The Hiller Companies, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 6/20/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[18]	5.00%
Maturity Date	[2],[3],[10],[18]	Jun. 20, 2030
Principal	[2],[3],[10],[18]	$ 160
Cost	[2],[3],[4],[10],[18]	157
Fair Value	[1],[2],[3],[10],[18]	$ 160
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies The Hiller Companies, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 6/20/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.00%
Maturity Date	[2],[3],[10]	Jun. 20, 2030
Cost	[2],[3],[4],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies The Hiller Companies, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 6/20/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	5.00%
Maturity Date	[2],[3],[14]	Jun. 20, 2030
Principal	[2],[3],[14]	$ 2,312
Cost	[2],[3],[4],[14]	2,290
Fair Value	[1],[2],[3],[14]	2,312
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Diversified Consumer Services
Schedule of Investments [Line Items]
Cost	[2],[3],[4]	15,331
Fair Value	[1],[2],[3]	$ 15,314
% of Member's Capital	[2],[3]	9.90%
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Diversified Consumer Services Any Hour LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 5/23/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[16]	5.00%
Maturity Date	[2],[3],[10],[16]	May 23, 2030
Principal	[2],[3],[10],[16]	$ 193
Cost	[2],[3],[4],[10],[16]	178
Fair Value	[1],[2],[3],[10],[16]	$ 163
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Diversified Consumer Services Any Hour LLC Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 5/23/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[16]	5.00%
Maturity Date	[2],[3],[10],[16]	May 23, 2030
Principal	[2],[3],[10],[16]	$ 71
Cost	[2],[3],[4],[10],[16]	69
Fair Value	[1],[2],[3],[10],[16]	$ 69
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Diversified Consumer Services Any Hour LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 5/23/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.00%
Maturity Date	[2],[3],[16]	May 23, 2030
Principal	[2],[3],[16]	$ 6,829
Cost	[2],[3],[4],[16]	6,734
Fair Value	[1],[2],[3],[16]	$ 6,726
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Diversified Consumer Services Barbri Holdings, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 4/30/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.00%
Maturity Date	[2],[3],[16]	Apr. 30, 2030
Principal	[2],[3],[16]	$ 8,076
Cost	[2],[3],[4],[16]	8,036
Fair Value	[1],[2],[3],[16]	$ 8,036
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Diversified Consumer Services KL Stockton Intermediate II, LLC Investment Type First Lien Term Loan Reference Rate and Spread 13.00% PIK Maturity Date 5/23/2031
Schedule of Investments [Line Items]
Reference Rate and Spread Interest Rate, Paid in Kind	[2],[3],[11]	13.00%
Maturity Date	[2],[3]	May 23, 2031
Principal	[2],[3]	$ 320
Cost	[2],[3],[4]	314
Fair Value	[1],[2],[3]	320
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment
Schedule of Investments [Line Items]
Cost	[2],[3],[4]	12,995
Fair Value	[1],[2],[3]	$ 12,972
% of Member's Capital	[2],[3]	8.40%
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment Trystar, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.50% Maturity Date 8/6/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.50%
Maturity Date	[2],[3],[10]	Aug. 06, 2031
Cost	[2],[3],[4],[10]	$ (12)
Fair Value	[1],[2],[3],[10]	$ (26)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment Trystar, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 4.50% Maturity Date 8/6/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.50%
Maturity Date	[2],[3],[10]	Aug. 06, 2031
Cost	[2],[3],[4],[10]	$ (1)
Fair Value	[1],[2],[3],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment Trystar, LLC Investment Type First Lien Term Loan One Reference Rate and Spread S + 4.50% Maturity Date 8/6/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.50%
Maturity Date	[2],[3],[16]	Aug. 06, 2031
Principal	[2],[3],[16]	$ 2,059
Cost	[2],[3],[4],[16]	2,039
Fair Value	[1],[2],[3],[16]	$ 2,038
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment Trystar, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.50% Maturity Date 8/6/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.50%
Maturity Date	[2],[3],[16]	Aug. 06, 2031
Principal	[2],[3],[16]	$ 5,148
Cost	[2],[3],[4],[16]	5,098
Fair Value	[1],[2],[3],[16]	$ 5,096
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment Wildcat Topco, Inc Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 11/17/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.00%
Maturity Date	[2],[3],[10]	Nov. 17, 2031
Cost	[2],[3],[4],[10]	$ (5)
Fair Value	[1],[2],[3],[10]	$ (11)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment Wildcat Topco, Inc Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 11/17/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.00%
Maturity Date	[2],[3],[10]	Nov. 17, 2031
Cost	[2],[3],[4],[10]	$ (1)
Fair Value	[1],[2],[3],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment Wildcat Topco, Inc Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 11/17/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	5.00%
Maturity Date	[2],[3],[14]	Nov. 17, 2031
Principal	[2],[3],[14]	$ 5,936
Cost	[2],[3],[4],[14]	5,877
Fair Value	[1],[2],[3],[14]	5,877
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components
Schedule of Investments [Line Items]
Principal	[6],[7]			7,274
Cost		12,628	[2],[3],[4]	6,996	[6],[7],[8]
Fair Value		$ 12,707	[1],[2],[3]	$ 7,068	[6],[7],[9]
% of Member's Capital		8.20%	[2],[3]	8.60%	[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Delayed Draw Term Loan 1 Reference Rate and Spread S + 4.75% Maturity Date 7/20/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.75%
Maturity Date	[2],[3],[10]	Jul. 20, 2029
Cost	[2],[3],[4],[10]	$ (1)
Fair Value	[1],[2],[3],[10]	$ (2)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/20/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.75%
Maturity Date	[2],[3],[16]	Jul. 20, 2029
Principal	[2],[3],[16]	$ 2,105
Cost	[2],[3],[4],[16]	2,081
Fair Value	[1],[2],[3],[16]	$ 2,084
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/20/2029 1
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.75%
Maturity Date	[2],[3],[16]	Jul. 20, 2029
Principal	[2],[3],[16]	$ 3,275
Cost	[2],[3],[4],[16]	3,219
Fair Value	[1],[2],[3],[16]	$ 3,242
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.75% Maturity Date 7/21/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[19]			5.75%
Maturity Date	[6],[7],[19]			Jul. 21, 2027
Principal	[6],[7],[19]			$ 2,127
Cost	[6],[7],[8],[19]			2,095
Fair Value	[6],[7],[9],[19]			$ 2,084
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.75% Maturity Date 7/21/2027 1
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[17]			5.75%
Maturity Date	[6],[7],[17]			Jul. 21, 2027
Cost	[6],[7],[8],[17]			$ (32)
Fair Value	[6],[7],[9],[17]			$ (65)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 4.75% Maturity Date 7/20/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.75%
Maturity Date	[2],[3],[10]	Jul. 20, 2029
Cost	[2],[3],[4],[10]	$ (1)
Fair Value	[1],[2],[3],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Term Loan 1 Reference Rate and Spread S + 4.75% Maturity Date 7/20/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.75%
Maturity Date	[2],[3],[16]	Jul. 20, 2029
Principal	[2],[3],[16]	$ 1,238
Cost	[2],[3],[4],[16]	1,226
Fair Value	[1],[2],[3],[16]	$ 1,226
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/20/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.75%
Maturity Date	[2],[3],[16]	Jul. 20, 2029
Principal	[2],[3],[16]	$ 889
Cost	[2],[3],[4],[16]	879
Fair Value	[1],[2],[3],[16]	$ 880
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/20/2029 1
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.75%
Maturity Date	[2],[3],[16]	Jul. 20, 2029
Principal	[2],[3],[16]	$ 2,795
Cost	[2],[3],[4],[16]	2,752
Fair Value	[1],[2],[3],[16]	$ 2,767
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.75% Maturity Date 7/21/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[19]			5.75%
Maturity Date	[6],[7],[19]			Jul. 21, 2027
Principal	[6],[7],[19]			$ 898
Cost	[6],[7],[8],[19]			885
Fair Value	[6],[7],[9],[19]			$ 880
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.75% Maturity Date 7/21/2027 1
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[19]			5.75%
Maturity Date	[6],[7],[19]			Jul. 21, 2027
Principal	[6],[7],[19]			$ 2,809
Cost	[6],[7],[8],[19]			2,754
Fair Value	[6],[7],[9],[19]			$ 2,753
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Qnnect, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 11/2/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[20]	5.25%
Maturity Date	[2],[3],[10],[20]	Nov. 02, 2029
Principal	[2],[3],[10],[20]	$ 157
Cost	[2],[3],[4],[10],[20]	128
Fair Value	[1],[2],[3],[10],[20]	$ 146
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Qnnect, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 7.00% Maturity Date 11/2/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[17],[19]			7.00%
Maturity Date	[6],[7],[17],[19]			Nov. 02, 2029
Principal	[6],[7],[17],[19]			$ 159
Cost	[6],[7],[8],[17],[19]			51
Fair Value	[6],[7],[9],[17],[19]			$ 141
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Qnnect, LLC Investment Type First Lien Term Loan 1 Reference Rate and Spread S + 5.25% Maturity Date 11/2/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.25%
Maturity Date	[2],[3],[16]	Nov. 02, 2029
Principal	[2],[3],[16]	$ 1,121
Cost	[2],[3],[4],[16]	1,110
Fair Value	[1],[2],[3],[16]	$ 1,110
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Qnnect, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 11/2/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[20]	5.25%
Maturity Date	[2],[3],[20]	Nov. 02, 2029
Principal	[2],[3],[20]	$ 1,268
Cost	[2],[3],[4],[20]	1,235
Fair Value	[1],[2],[3],[20]	1,255
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Qnnect, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 7.00% Maturity Date 11/2/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[19]			7.00%
Maturity Date	[6],[7],[19]			Nov. 02, 2029
Principal	[6],[7],[19]			$ 1,281
Cost	[6],[7],[8],[19]			1,243
Fair Value	[6],[7],[9],[19]			1,275
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Financial Services
Schedule of Investments [Line Items]
Principal	[6],[7]			552
Cost		8,883	[2],[3],[4]	534	[6],[7],[8]
Fair Value		$ 8,934	[1],[2],[3]	$ 552	[6],[7],[9]
% of Member's Capital		5.80%	[2],[3]	0.70%	[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Financial Services SitusAMC Holdings Corporation Investment Type First Lien Term Loan One Reference Rate and Spread S + 5.50% Maturity Date 12/22/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.50%
Maturity Date	[2],[3],[16]	Dec. 22, 2027
Principal	[2],[3],[16]	$ 8,383
Cost	[2],[3],[4],[16]	8,345
Fair Value	[1],[2],[3],[16]	$ 8,382
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Financial Services SitusAMC Holdings Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 5.50% Maturity Date 12/22/2027
Schedule of Investments [Line Items]
Reference Rate and Spread		5.50%	[2],[3],[11],[16]	5.50%	[6],[7],[13],[19]
Maturity Date		Dec. 22, 2027	[2],[3],[16]	Dec. 22, 2027	[6],[7],[19]
Principal		$ 552	[2],[3],[16]	$ 552	[6],[7],[19]
Cost		538	[2],[3],[4],[16]	534	[6],[7],[8],[19]
Fair Value		552	[1],[2],[3],[16]	552	[6],[7],[9],[19]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care & Providers & Services
Schedule of Investments [Line Items]
Principal	[6],[7]			15,914
Cost	[6],[7],[8]			15,584
Fair Value	[6],[7],[9]			$ 15,630
% of Member's Capital	[6],[7]			19.10%
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care & Providers & Services Petvet Care Centers, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 6.00% Maturity Date 11/15/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13]			6.00%
Maturity Date	[6],[7]			Nov. 15, 2030
Cost	[6],[7],[8]			$ (13)
Fair Value	[6],[7],[9]			$ (25)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care & Providers & Services Petvet Care Centers, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 6.00% Maturity Date 11/15/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[17]			6.00%
Maturity Date	[6],[7],[17]			Nov. 15, 2029
Cost	[6],[7],[8],[17]			$ (3)
Fair Value	[6],[7],[9],[17]			$ (3)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care & Providers & Services Petvet Care Centers, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 6.00% Maturity Date 11/15/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[12],[13]			6.00%
Maturity Date	[6],[7],[12]			Nov. 15, 2030
Principal	[6],[7],[12]			$ 9,750
Cost	[6],[7],[8],[12]			9,557
Fair Value	[6],[7],[9],[12]			$ 9,555
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care & Providers & Services The GI Alliance Management, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 6.25% Maturity Date 9/15/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[19]			6.25%
Maturity Date	[6],[7],[19]			Sep. 15, 2028
Principal	[6],[7],[19]			$ 6,164
Cost	[6],[7],[8],[19]			6,043
Fair Value	[6],[7],[9],[19]			6,103
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Equipment & Supplies
Schedule of Investments [Line Items]
Principal	[6],[7]			6,689
Cost		7,794	[2],[3],[4]	6,458	[6],[7],[8]
Fair Value		$ 7,991	[1],[2],[3]	$ 6,689	[6],[7],[9]
% of Member's Capital		5.20%	[2],[3]	8.20%	[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Equipment & Supplies PerkinElmer U.S. LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 6.75% Maturity Date 3/13/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[12],[13]			6.75%
Maturity Date	[6],[7],[12]			Mar. 13, 2029
Principal	[6],[7],[12]			$ 6,689
Cost	[6],[7],[8],[12]			6,458
Fair Value	[6],[7],[9],[12]			6,689
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Equipment & Supplies Perkinelmer U.S. LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 3/13/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[14]	5.00%
Maturity Date	[2],[3],[10],[14]	Mar. 13, 2029
Principal	[2],[3],[10],[14]	$ 1,391
Cost	[2],[3],[4],[10],[14]	1,368
Fair Value	[1],[2],[3],[10],[14]	$ 1,386
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Equipment & Supplies Perkinelmer U.S. LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 3/13/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	5.00%
Maturity Date	[2],[3],[14]	Mar. 13, 2029
Principal	[2],[3],[14]	$ 6,622
Cost	[2],[3],[4],[14]	6,426
Fair Value	[1],[2],[3],[14]	6,605
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services
Schedule of Investments [Line Items]
Cost	[2],[3],[4]	38,626
Fair Value	[1],[2],[3]	$ 38,718
% of Member's Capital	[2],[3]	25.10%
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services AB Centers Acquisition Corporation Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 7/2/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[14]	5.25%
Maturity Date	[2],[3],[10],[14]	Jul. 02, 2031
Principal	[2],[3],[10],[14]	$ 98
Cost	[2],[3],[4],[10],[14]	87
Fair Value	[1],[2],[3],[10],[14]	$ 91
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services AB Centers Acquisition Corporation Investment Type First Lien Revolver Reference Rate and Spread S + 5.25% Maturity Date 7/2/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.25%
Maturity Date	[2],[3],[10]	Jul. 02, 2031
Cost	[2],[3],[4],[10]	$ (2)
Fair Value	[1],[2],[3],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services AB Centers Acquisition Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 7/2/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.25%
Maturity Date	[2],[3],[16]	Jul. 02, 2031
Principal	[2],[3],[16]	$ 7,874
Cost	[2],[3],[4],[16]	7,762
Fair Value	[1],[2],[3],[16]	$ 7,835
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services AB Centers Acquisition Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 7/2/2031 1
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	5.25%
Maturity Date	[2],[3],[14]	Jul. 02, 2031
Principal	[2],[3],[14]	$ 1,143
Cost	[2],[3],[4],[14]	1,138
Fair Value	[1],[2],[3],[14]	$ 1,138
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Coding Solutions Acquisition, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 8/7/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.00%
Maturity Date	[2],[3],[10]	Aug. 07, 2031
Cost	[2],[3],[4],[10]	$ (10)
Fair Value	[1],[2],[3],[10]	$ (15)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Coding Solutions Acquisition, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 8/7/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[20]	5.00%
Maturity Date	[2],[3],[10],[20]	Aug. 07, 2031
Principal	[2],[3],[10],[20]	$ 122
Cost	[2],[3],[4],[10],[20]	120
Fair Value	[1],[2],[3],[10],[20]	$ 121
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Coding Solutions Acquisition, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 8/7/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[20]	5.00%
Maturity Date	[2],[3],[20]	Aug. 07, 2031
Principal	[2],[3],[20]	$ 9,699
Cost	[2],[3],[4],[20]	9,591
Fair Value	[1],[2],[3],[20]	$ 9,602
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services PPV Intermediate Holdings, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 8/31/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.25%
Maturity Date	[2],[3],[10]	Aug. 31, 2029
Cost	[2],[3],[4],[10]	$ (32)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Petvet Care Centers, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 6.00% Maturity Date 11/15/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	6.00%
Maturity Date	[2],[3],[10]	Nov. 15, 2030
Cost	[2],[3],[4],[10]	$ (11)
Fair Value	[1],[2],[3],[10]	$ (45)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Petvet Care Centers, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 6.00% Maturity Date 11/15/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	6.00%
Maturity Date	[2],[3],[10]	Nov. 15, 2029
Cost	[2],[3],[4],[10]	$ (3)
Fair Value	[1],[2],[3],[10]	$ (5)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Petvet Care Centers, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 6.00% Maturity Date 11/15/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	6.00%
Maturity Date	[2],[3],[14]	Nov. 15, 2030
Principal	[2],[3],[14]	$ 9,653
Cost	[2],[3],[4],[14]	9,480
Fair Value	[1],[2],[3],[14]	$ 9,315
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services The GI Alliance Management, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.50% Maturity Date 9/15/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[20]	5.50%
Maturity Date	[2],[3],[10],[20]	Sep. 15, 2028
Principal	[2],[3],[10],[20]	$ 855
Cost	[2],[3],[4],[10],[20]	815
Fair Value	[1],[2],[3],[10],[20]	$ 855
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services The GI Alliance Management, LLC Investment Type First Lien Term Loan One Reference Rate and Spread S + 5.50% Maturity Date 9/15/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.50%
Maturity Date	[2],[3],[16]	Sep. 15, 2028
Principal	[2],[3],[16]	$ 931
Cost	[2],[3],[4],[16]	923
Fair Value	[1],[2],[3],[16]	$ 931
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services The GI Alliance Management, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.50% Maturity Date 9/15/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[20]	5.50%
Maturity Date	[2],[3],[20]	Sep. 15, 2028
Principal	[2],[3],[20]	$ 6,102
Cost	[2],[3],[4],[20]	6,002
Fair Value	[1],[2],[3],[20]	$ 6,102
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Vital Care Buyer, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 4.50% Maturity Date 7/30/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.50%
Maturity Date	[2],[3],[10]	Jul. 30, 2031
Cost	[2],[3],[4],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Vital Care Buyer, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.50% Maturity Date 7/30/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.50%
Maturity Date	[2],[3],[16]	Jul. 30, 2031
Principal	[2],[3],[16]	$ 2,794
Cost	[2],[3],[4],[16]	2,767
Fair Value	[1],[2],[3],[16]	2,794
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology
Schedule of Investments [Line Items]
Cost	[2],[3],[4]	16,136
Fair Value	[1],[2],[3]	$ 16,152
% of Member's Capital	[2],[3]	10.50%
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology DeLorean Purchaser, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 4.75% Maturity Date 12/16/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.75%
Maturity Date	[2],[3],[10]	Dec. 16, 2031
Cost	[2],[3],[4],[10]	$ (2)
Fair Value	[1],[2],[3],[10]	$ (2)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology DeLorean Purchaser, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 12/16/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.75%
Maturity Date	[2],[3],[16]	Dec. 16, 2031
Principal	[2],[3],[16]	$ 6,995
Cost	[2],[3],[4],[16]	6,890
Fair Value	[1],[2],[3],[16]	$ 6,890
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology Healthedge Software, Inc Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/16/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	4.75%
Maturity Date	[2],[3],[14]	Jul. 16, 2031
Principal	[2],[3],[14]	$ 1,164
Cost	[2],[3],[4],[14]	1,152
Fair Value	[1],[2],[3],[14]	$ 1,164
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology Healthedge Software, Inc Investment Type First Lien Revolver Reference Rate and Spread S + 4.75% Maturity Date 7/16/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.75%
Maturity Date	[2],[3],[10]	Jul. 16, 2031
Cost	[2],[3],[4],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology Healthedge Software, Inc Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/16/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	4.75%
Maturity Date	[2],[3],[14]	Jul. 16, 2031
Principal	[2],[3],[14]	$ 2,637
Cost	[2],[3],[4],[14]	2,612
Fair Value	[1],[2],[3],[14]	$ 2,637
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology Kona Buyer, LLC Investment Type First Lien Delayed Draw Term Loan One Reference Rate and Spread S + 4.50% Maturity Date 7/23/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.50%
Maturity Date	[2],[3],[10]	Jul. 23, 2031
Cost	[2],[3],[4],[10]	$ (7)
Fair Value	[1],[2],[3],[10]	$ (15)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology Kona Buyer, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.50% Maturity Date 7/23/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[16]	4.50%
Maturity Date	[2],[3],[10],[16]	Jul. 23, 2031
Principal	[2],[3],[10],[16]	$ 307
Cost	[2],[3],[4],[10],[16]	304
Fair Value	[1],[2],[3],[10],[16]	$ 292
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology Kona Buyer, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 4.50% Maturity Date 7/23/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.50%
Maturity Date	[2],[3],[10]	Jul. 23, 2031
Cost	[2],[3],[4],[10]	$ (1)
Fair Value	[1],[2],[3],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology Kona Buyer, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.50% Maturity Date 7/23/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.50%
Maturity Date	[2],[3],[16]	Jul. 23, 2031
Principal	[2],[3],[16]	$ 5,239
Cost	[2],[3],[4],[16]	5,189
Fair Value	[1],[2],[3],[16]	5,187
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments IT Services
Schedule of Investments [Line Items]
Principal	[6],[7]			7,037
Cost		19,060	[2],[3],[4]	6,862	[6],[7],[8]
Fair Value		$ 19,258	[1],[2],[3]	$ 7,037	[6],[7],[9]
% of Member's Capital		12.50%	[2],[3]	8.60%	[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments IT Services Redwood Services Group, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.75% Maturity Date 6/15/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[16]	5.75%
Maturity Date	[2],[3],[10],[16]	Jun. 15, 2029
Principal	[2],[3],[10],[16]	$ 4,339
Cost	[2],[3],[4],[10],[16]	4,263
Fair Value	[1],[2],[3],[10],[16]	$ 4,294
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments IT Services Redwood Services Group, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 6.25% Maturity Date 6/15/2029
Schedule of Investments [Line Items]
Reference Rate and Spread		6.25%	[2],[3],[11],[16]	6.25%	[6],[7],[12],[13]
Maturity Date		Jun. 15, 2029	[2],[3],[16]	Jun. 15, 2029	[6],[7],[12]
Principal		$ 1,378	[2],[3],[16]	$ 1,392	[6],[7],[12]
Cost		1,348	[2],[3],[4],[16]	1,357	[6],[7],[8],[12]
Fair Value		$ 1,364	[1],[2],[3],[16]	$ 1,392	[6],[7],[9],[12]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments IT Services Redwood Services Group, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 6.25% Maturity Date 6/15/2029
Schedule of Investments [Line Items]
Reference Rate and Spread		6.25%	[2],[3],[11],[16]	6.25%	[6],[7],[12],[13]
Maturity Date		Jun. 15, 2029	[2],[3],[16]	Jun. 15, 2029	[6],[7],[12]
Principal		$ 5,588	[2],[3],[16]	$ 5,645	[6],[7],[12]
Cost		5,468	[2],[3],[4],[16]	5,505	[6],[7],[8],[12]
Fair Value		$ 5,532	[1],[2],[3],[16]	5,645	[6],[7],[9],[12]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments IT Services Victors Purchaser, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 8/15/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.75%
Maturity Date	[2],[3],[10]	Aug. 15, 2031
Cost	[2],[3],[4],[10]	$ (9)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments IT Services Victors Purchaser, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 4.75% Maturity Date 8/15/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[21]	4.75%
Maturity Date	[2],[3],[10],[21]	Aug. 15, 2031
Principal	[2],[3],[10],[21]	$ 21
Cost	[2],[3],[4],[10],[21]	20
Fair Value	[1],[2],[3],[10],[21]	$ 21
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments IT Services Victors Purchaser, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 8/15/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.75%
Maturity Date	[2],[3],[16]	Aug. 15, 2031
Principal	[2],[3],[16]	$ 8,048
Cost	[2],[3],[4],[16]	7,970
Fair Value	[1],[2],[3],[16]	8,047
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance
Schedule of Investments [Line Items]
Principal	[6],[7]			5,173
Cost		27,611	[2],[3],[4]	5,004	[6],[7],[8]
Fair Value		$ 27,927	[1],[2],[3]	$ 5,137	[6],[7],[9]
% of Member's Capital		18.10%	[2],[3]	6.30%	[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Galway Borrower LLC Investment Type First Lien Delayed Draw Term Loan One Reference Rate and Spread S + 4.50% Maturity Date 9/29/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.50%
Maturity Date	[2],[3],[16]	Sep. 29, 2028
Principal	[2],[3],[16]	$ 95
Cost	[2],[3],[4],[16]	94
Fair Value	[1],[2],[3],[16]	$ 95
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Galway Borrower LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.50% Maturity Date 9/29/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[16]	4.50%
Maturity Date	[2],[3],[10],[16]	Sep. 29, 2028
Principal	[2],[3],[10],[16]	$ 125
Cost	[2],[3],[4],[10],[16]	96
Fair Value	[1],[2],[3],[10],[16]	$ 125
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Galway Borrower LLC Investment Type First Lien Revolver Reference Rate and Spread S + 4.50% Maturity Date 9/29/2028 1
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[16]	4.50%
Maturity Date	[2],[3],[10],[16]	Sep. 29, 2028
Principal	[2],[3],[10],[16]	$ 13
Cost	[2],[3],[4],[10],[16]	11
Fair Value	[1],[2],[3],[10],[16]	$ 12
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Galway Borrower LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.50% Maturity Date 9/29/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.50%
Maturity Date	[2],[3],[16]	Sep. 29, 2028
Principal	[2],[3],[16]	$ 5,051
Cost	[2],[3],[4],[16]	5,005
Fair Value	[1],[2],[3],[16]	$ 5,051
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Higginbotham Insurance Agency, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 11/24/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[14]	4.75%
Maturity Date	[2],[3],[10],[14]	Nov. 24, 2028
Principal	[2],[3],[10],[14]	$ 1,673
Cost	[2],[3],[4],[10],[14]	1,640
Fair Value	[1],[2],[3],[10],[14]	$ 1,673
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Higginbotham Insurance Agency, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.50% Maturity Date 11/24/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[12],[13]			5.50%
Maturity Date	[6],[7],[12]			Nov. 24, 2028
Principal	[6],[7],[12]			$ 4,517
Cost	[6],[7],[8],[12]			4,372
Fair Value	[6],[7],[9],[12]			$ 4,484
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Higginbotham Insurance Agency, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 4.50% Maturity Date 11/24/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	4.50%
Maturity Date	[2],[3],[14]	Nov. 24, 2028
Principal	[2],[3],[14]	$ 4,472
Cost	[2],[3],[4],[14]	4,352
Fair Value	[1],[2],[3],[14]	$ 4,468
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Integrity Marketing Acquisition, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 8/25/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.00%
Maturity Date	[2],[3],[10]	Aug. 25, 2028
Cost	[2],[3],[4],[10]	$ (14)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Integrity Marketing Acquisition, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 8/25/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.00%
Maturity Date	[2],[3],[10]	Aug. 25, 2028
Cost	[2],[3],[4],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Integrity Marketing Acquisition, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 8/25/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.00%
Maturity Date	[2],[3],[16]	Aug. 25, 2028
Principal	[2],[3],[16]	$ 5,234
Cost	[2],[3],[4],[16]	5,185
Fair Value	[1],[2],[3],[16]	$ 5,234
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance SG Acquisition, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 4/3/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.75%
Maturity Date	[2],[3],[10]	Apr. 03, 2030
Cost	[2],[3],[4],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance SG Acquisition, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 4/3/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.75%
Maturity Date	[2],[3],[16]	Apr. 03, 2030
Principal	[2],[3],[16]	$ 11,269
Cost	[2],[3],[4],[16]	11,244
Fair Value	[1],[2],[3],[16]	11,269
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance SG Acquisition, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.50% Maturity Date 1/27/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[19]			5.50%
Maturity Date	[6],[7],[19]			Jan. 27, 2027
Principal	[6],[7],[19]			$ 656
Cost	[6],[7],[8],[19]			632
Fair Value	[6],[7],[9],[19]			$ 653
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Life Sciences Tools & Services
Schedule of Investments [Line Items]
Cost	[2],[3],[4]	9,681
Fair Value	[1],[2],[3]	$ 9,729
% of Member's Capital	[2],[3]	6.30%
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Life Sciences Tools & Services Advarra Holdings, Inc Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.50% Maturity Date 9/15/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.50%
Maturity Date	[2],[3],[10]	Sep. 15, 2031
Cost	[2],[3],[4],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Life Sciences Tools & Services Advarra Holdings, Inc Investment Type First Lien Term Loan Reference Rate and Spread S + 4.50% Maturity Date 9/15/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	4.50%
Maturity Date	[2],[3],[14]	Sep. 15, 2031
Principal	[2],[3],[14]	$ 9,729
Cost	[2],[3],[4],[14]	9,682
Fair Value	[1],[2],[3],[14]	9,729
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Machinery
Schedule of Investments [Line Items]
Cost	[2],[3],[4]	6,697
Fair Value	[1],[2],[3]	$ 6,745
% of Member's Capital	[2],[3]	4.40%
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Machinery Harvey Tool Company, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 10/26/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.25%
Maturity Date	[2],[3],[10]	Oct. 26, 2027
Cost	[2],[3],[4],[10]	$ (11)
Fair Value	[1],[2],[3],[10]	$ (6)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Machinery Harvey Tool Company, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 5.25% Maturity Date 10/26/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.25%
Maturity Date	[2],[3],[10]	Oct. 26, 2027
Cost	[2],[3],[4],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Machinery Harvey Tool Company, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 10/26/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	5.25%
Maturity Date	[2],[3],[14]	Oct. 26, 2027
Principal	[2],[3],[14]	$ 6,767
Cost	[2],[3],[4],[14]	6,709
Fair Value	[1],[2],[3],[14]	6,751
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services
Schedule of Investments [Line Items]
Cost	[2],[3],[4]	35,544
Fair Value	[1],[2],[3]	$ 35,961
% of Member's Capital	[2],[3]	23.30%
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services AVSC Holding Corp. Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 12/5/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.00%
Maturity Date	[2],[3],[10]	Dec. 05, 2029
Cost	[2],[3],[4],[10]	$ (3)
Fair Value	[1],[2],[3],[10]	$ (3)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services AVSC Holding Corp. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 12/5/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	5.00%
Maturity Date	[2],[3],[14]	Dec. 05, 2031
Principal	[2],[3],[14]	$ 6,996
Cost	[2],[3],[4],[14]	6,857
Fair Value	[1],[2],[3],[14]	$ 6,856
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Carr, Riggs and Ingram Capital, L.L.C. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 11/18/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.75%
Maturity Date	[2],[3],[10]	Nov. 18, 2031
Cost	[2],[3],[4],[10]	$ (8)
Fair Value	[1],[2],[3],[10]	$ (17)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Carr, Riggs and Ingram Capital, L.L.C. Investment Type First Lien Revolver Reference Rate and Spread S + 4.75% Maturity Date 11/18/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.75%
Maturity Date	[2],[3],[16]	Nov. 18, 2031
Principal	[2],[3],[16]	$ 12
Cost	[2],[3],[4],[16]	11
Fair Value	[1],[2],[3],[16]	$ 11
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Carr, Riggs and Ingram Capital, L.L.C. Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 11/18/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.75%
Maturity Date	[2],[3],[16]	Nov. 18, 2031
Principal	[2],[3],[16]	$ 3,437
Cost	[2],[3],[4],[16]	3,403
Fair Value	[1],[2],[3],[16]	$ 3,403
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Chartwell Cumming Holding Corporation Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 11/16/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[20]	5.25%
Maturity Date	[2],[3],[20]	Nov. 16, 2027
Principal	[2],[3],[20]	$ 445
Cost	[2],[3],[4],[20]	431
Fair Value	[1],[2],[3],[20]	$ 445
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Chartwell Cumming Holding Corporation Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.75% Maturity Date 11/16/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[12],[13]			5.75%
Maturity Date	[6],[7],[12]			Nov. 16, 2027
Principal	[6],[7],[12]			$ 450
Cost	[6],[7],[8],[12]			432
Fair Value	[6],[7],[9],[12]			$ 443
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Chartwell Cumming Holding Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 11/16/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[20]	5.25%
Maturity Date	[2],[3],[20]	Nov. 16, 2027
Principal	[2],[3],[20]	$ 6,704
Cost	[2],[3],[4],[20]	6,496
Fair Value	[1],[2],[3],[20]	$ 6,704
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Chartwell Cumming Holding Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 5.75% Maturity Date 11/16/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[12],[13]			5.75%
Maturity Date	[6],[7],[12]			Nov. 16, 2027
Principal	[6],[7],[12]			$ 6,773
Cost	[6],[7],[8],[12]			6,506
Fair Value	[6],[7],[9],[12]			$ 6,671
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Eclipse Buyer, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 9/5/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.75%
Maturity Date	[2],[3],[10]	Sep. 05, 2031
Cost	[2],[3],[4],[10]	$ (4)
Fair Value	[1],[2],[3],[10]	$ (9)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Eclipse Buyer, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 4.75% Maturity Date 9/5/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.75%
Maturity Date	[2],[3],[10]	Sep. 05, 2031
Cost	[2],[3],[4],[10]	$ (1)
Fair Value	[1],[2],[3],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Eclipse Buyer, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 9/5/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	4.75%
Maturity Date	[2],[3],[14]	Sep. 05, 2031
Principal	[2],[3],[14]	$ 5,207
Cost	[2],[3],[4],[14]	5,157
Fair Value	[1],[2],[3],[14]	$ 5,155
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Foreside Financial Group, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 9/30/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.25%
Maturity Date	[2],[3],[10]	Sep. 30, 2027
Cost	[2],[3],[4],[10]	$ (8)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Foreside Financial Group, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.50% Maturity Date 9/30/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[17]			5.50%
Maturity Date	[6],[7],[17]			Sep. 30, 2027
Cost	[6],[7],[8],[17]			$ (19)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Foreside Financial Group, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 9/30/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	5.25%
Maturity Date	[2],[3],[14]	Sep. 30, 2027
Principal	[2],[3],[14]	$ 652
Cost	[2],[3],[4],[14]	634
Fair Value	[1],[2],[3],[14]	$ 652
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Foreside Financial Group, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.50% Maturity Date 9/30/2027
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[19]			5.50%
Maturity Date	[6],[7],[19]			Sep. 30, 2027
Principal	[6],[7],[19]			$ 54
Cost	[6],[7],[8],[19]			52
Fair Value	[6],[7],[9],[19]			$ 54
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services IG Investments Holdings, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 9/22/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.00%
Maturity Date	[2],[3],[10]	Sep. 22, 2028
Cost	[2],[3],[4],[10]	$ (1)
Fair Value	[1],[2],[3],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services IG Investments Holdings, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 9/22/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.00%
Maturity Date	[2],[3],[16]	Sep. 22, 2028
Principal	[2],[3],[16]	$ 5,860
Cost	[2],[3],[4],[16]	5,773
Fair Value	[1],[2],[3],[16]	$ 5,802
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services IG Investments Holdings, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 6.00% Maturity Date 9/22/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[19]			6.00%
Maturity Date	[6],[7],[19]			Sep. 22, 2028
Principal	[6],[7],[19]			$ 2,030
Cost	[6],[7],[8],[19]			1,970
Fair Value	[6],[7],[9],[19]			$ 2,030
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services IG Investments Holdings, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 6.00% Maturity Date 9/22/2028 1
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[19]			6.00%
Maturity Date	[6],[7],[19]			Sep. 22, 2028
Principal	[6],[7],[19]			$ 75
Cost	[6],[7],[8],[19]			72
Fair Value	[6],[7],[9],[19]			$ 75
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services IRI Group Holdings, Inc (f/k/a The NPD Group L.P.) Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 12/1/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.00%
Maturity Date	[2],[3],[16]	Dec. 01, 2028
Principal	[2],[3],[16]	$ 6,965
Cost	[2],[3],[4],[16]	6,807
Fair Value	[1],[2],[3],[16]	6,964
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services The NPD Group L.P. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.75% Maturity Date 12/1/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[12],[13]			5.75%
Maturity Date	[6],[7],[12]			Dec. 01, 2028
Principal	[6],[7],[12]			$ 6,987
Cost	[6],[7],[8],[12]			6,797
Fair Value	[6],[7],[9],[12]			6,987
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Total
Schedule of Investments [Line Items]
Principal	[6],[7]			16,369
Cost	[6],[7],[8]			15,810
Fair Value	[6],[7],[9]			$ 16,260
% of Member's Capital	[6],[7]			19.90%
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software
Schedule of Investments [Line Items]
Principal	[6],[7]			$ 25,380
Cost		54,539	[2],[3],[4]	24,808	[6],[7],[8]
Fair Value		$ 54,865	[1],[2],[3]	$ 24,865	[6],[7],[9]
% of Member's Capital		35.60%	[2],[3]	30.40%	[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Aptean, Inc Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 1/30/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.00%
Maturity Date	[2],[3],[16]	Jan. 30, 2031
Principal	[2],[3],[16]	$ 4,997
Cost	[2],[3],[4],[16]	4,952
Fair Value	[1],[2],[3],[16]	$ 4,997
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Aptean, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 1/30/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[16]	5.00%
Maturity Date	[2],[3],[10],[16]	Jan. 30, 2031
Principal	[2],[3],[10],[16]	$ 82
Cost	[2],[3],[4],[10],[16]	80
Fair Value	[1],[2],[3],[10],[16]	$ 82
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Aptean, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 5.25% Maturity Date 1/30/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.25%
Maturity Date	[2],[3],[10]	Jan. 30, 2031
Cost	[2],[3],[4],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Brave Parent Holdings, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 11/29/2030
Schedule of Investments [Line Items]
Reference Rate and Spread		5.00%	[2],[3],[10],[11],[14]	5.00%	[6],[7],[13],[17]
Maturity Date		Nov. 29, 2030	[2],[3],[10],[14]	Nov. 29, 2030	[6],[7],[17]
Principal	[2],[3],[10],[14]	$ 617
Cost		606	[2],[3],[4],[10],[14]	$ (8)	[6],[7],[8],[17]
Fair Value		$ 617	[1],[2],[3],[10],[14]	$ (11)	[6],[7],[9],[17]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Brave Parent Holdings, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 11/29/2030
Schedule of Investments [Line Items]
Reference Rate and Spread		5.00%	[2],[3],[10],[11]	5.00%	[6],[7],[13],[17]
Maturity Date		Nov. 29, 2030	[2],[3],[10]	Nov. 29, 2030	[6],[7],[17]
Cost		$ (1)	[2],[3],[4],[10]	$ (2)	[6],[7],[8],[17]
Fair Value	[6],[7],[9],[17]			$ (2)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Brave Parent Holdings, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 11/29/2030
Schedule of Investments [Line Items]
Reference Rate and Spread		5.00%	[2],[3],[11],[14]	5.00%	[6],[7],[12],[13]
Maturity Date		Nov. 29, 2030	[2],[3],[14]	Nov. 29, 2030	[6],[7],[12]
Principal		$ 9,365	[2],[3],[14]	$ 9,435	[6],[7],[12]
Cost		9,281	[2],[3],[4],[14]	9,342	[6],[7],[8],[12]
Fair Value		$ 9,364	[1],[2],[3],[14]	$ 9,341	[6],[7],[9],[12]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software CB Buyer, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 7/1/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.25%
Maturity Date	[2],[3],[10]	Jul. 01, 2031
Cost	[2],[3],[4],[10]	$ (9)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software CB Buyer, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 5.25% Maturity Date 7/1/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.25%
Maturity Date	[2],[3],[10]	Jul. 01, 2031
Cost	[2],[3],[4],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software CB Buyer, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 7/1/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[14]	5.25%
Maturity Date	[2],[3],[14]	Jul. 01, 2031
Principal	[2],[3],[14]	$ 6,847
Cost	[2],[3],[4],[14]	6,782
Fair Value	[1],[2],[3],[14]	$ 6,847
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Enverus Holdings, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.50% Maturity Date 12/24/2029
Schedule of Investments [Line Items]
Reference Rate and Spread		5.50%	[2],[3],[10],[11]	5.50%	[6],[7],[13],[17]
Maturity Date		Dec. 24, 2029	[2],[3],[10]	Dec. 24, 2029	[6],[7],[17]
Cost		$ (2)	[2],[3],[4],[10]	$ (3)	[6],[7],[8],[17]
Fair Value	[6],[7],[9],[17]			$ (6)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Enverus Holdings, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 5.50% Maturity Date 12/24/2029
Schedule of Investments [Line Items]
Reference Rate and Spread		5.50%	[2],[3],[10],[11],[14]	5.50%	[6],[7],[13],[17]
Maturity Date		Dec. 24, 2029	[2],[3],[10],[14]	Dec. 24, 2029	[6],[7],[17]
Principal	[2],[3],[10],[14]	$ 5
Cost		3	[2],[3],[4],[10],[14]	$ (2)	[6],[7],[8],[17]
Fair Value		$ 5	[1],[2],[3],[10],[14]	$ (2)	[6],[7],[9],[17]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Enverus Holdings, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.50% Maturity Date 12/24/2029
Schedule of Investments [Line Items]
Reference Rate and Spread		5.50%	[2],[3],[11],[14]	5.50%	[6],[7],[12],[13]
Maturity Date		Dec. 24, 2029	[2],[3],[14]	Dec. 24, 2029	[6],[7],[12]
Principal		$ 7,405	[2],[3],[14]	$ 7,461	[6],[7],[12]
Cost		7,308	[2],[3],[4],[14]	7,350	[6],[7],[8],[12]
Fair Value		$ 7,405	[1],[2],[3],[14]	$ 7,349	[6],[7],[9],[12]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software GS AcquisitionCo, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 5/25/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[16]	5.25%
Maturity Date	[2],[3],[10],[16]	May 25, 2028
Principal	[2],[3],[10],[16]	$ 238
Cost	[2],[3],[4],[10],[16]	235
Fair Value	[1],[2],[3],[10],[16]	$ 238
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software GS AcquisitionCo, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 5.25% Maturity Date 5/25/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.25%
Maturity Date	[2],[3],[10]	May 25, 2028
Cost	[2],[3],[4],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software GS AcquisitionCo, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 5/25/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.25%
Maturity Date	[2],[3],[16]	May 25, 2028
Principal	[2],[3],[16]	$ 2,167
Cost	[2],[3],[4],[16]	2,157
Fair Value	[1],[2],[3],[16]	$ 2,166
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Netwrix Corporation Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 6/11/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[16]	4.75%
Maturity Date	[2],[3],[10],[16]	Jun. 11, 2029
Principal	[2],[3],[10],[16]	$ 7
Cost	[2],[3],[4],[10],[16]	7
Fair Value	[1],[2],[3],[10],[16]	$ 6
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Netwrix Corporation Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 6/11/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[17]			5.00%
Maturity Date	[6],[7],[17]			Jun. 11, 2029
Cost	[6],[7],[8],[17]			$ (172)
Fair Value	[6],[7],[9],[17]			$ (174)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Netwrix Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 6/11/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	4.75%
Maturity Date	[2],[3],[16]	Jun. 11, 2029
Principal	[2],[3],[16]	$ 7,730
Cost	[2],[3],[4],[16]	7,495
Fair Value	[1],[2],[3],[16]	$ 7,710
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Netwrix Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 6/11/2029
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[15]			5.00%
Maturity Date	[6],[7],[15]			Jun. 11, 2029
Principal	[6],[7],[15]			$ 2,138
Cost	[6],[7],[8],[15]			2,059
Fair Value	[6],[7],[9],[15]			$ 2,058
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Rally Buyer, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.75% Maturity Date 7/19/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[17],[19]			5.75%
Maturity Date	[6],[7],[17],[19]			Jul. 19, 2028
Principal	[6],[7],[17],[19]			$ 934
Cost	[6],[7],[8],[17],[19]			912
Fair Value	[6],[7],[9],[17],[19]			$ 927
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Rally Buyer, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 6.00% (includes 1.75% PIK) Maturity Date 7/19/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	6.00%
Reference Rate and Spread Interest Rate, Paid in Kind	[2],[3],[11],[16]	1.75%
Maturity Date	[2],[3],[16]	Jul. 19, 2028
Principal	[2],[3],[16]	$ 1,241
Cost	[2],[3],[4],[16]	1,223
Fair Value	[1],[2],[3],[16]	$ 1,185
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Rally Buyer, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.75% Maturity Date 7/19/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[6],[7],[13],[19]			5.75%
Maturity Date	[6],[7],[19]			Jul. 19, 2028
Principal	[6],[7],[19]			$ 5,412
Cost	[6],[7],[8],[19]			5,332
Fair Value	[6],[7],[9],[19]			5,385
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Rally Buyer, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 6.00% (includes 1.75% PIK) Maturity Date 7/19/2028
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	6.00%
Reference Rate and Spread Interest Rate, Paid in Kind	[2],[3],[11],[16]	1.75%
Maturity Date	[2],[3],[16]	Jul. 19, 2028
Principal	[2],[3],[16]	$ 5,430
Cost	[2],[3],[4],[16]	5,365
Fair Value	[1],[2],[3],[16]	$ 5,186
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Sapphire Software Buyer, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 9/30/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	5.00%
Maturity Date	[2],[3],[10]	Sep. 30, 2031
Cost	[2],[3],[4],[10]	$ (1)
Fair Value	[1],[2],[3],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Sapphire Software Buyer, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% (includes 3.00% PIK) Maturity Date 9/30/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.00%
Reference Rate and Spread Interest Rate, Paid in Kind	[2],[3],[11],[16]	3.00%
Maturity Date	[2],[3],[16]	Sep. 30, 2031
Principal	[2],[3],[16]	$ 9,149
Cost	[2],[3],[4],[16]	9,061
Fair Value	[1],[2],[3],[16]	9,058
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Total non-controlled-non-affiliated Portfolio company debt investments
Schedule of Investments [Line Items]
Cost	[2],[3],[4],[22]	312,392
Fair Value	[1],[2],[3],[22]	$ 314,855
% of Member's Capital	[2],[3],[22]	204.10%
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors
Schedule of Investments [Line Items]
Principal	[6],[7]			10,047
Cost		$ 24,653	[2],[3],[4]	9,805	[6],[7],[8]
Fair Value		$ 24,952	[1],[2],[3]	$ 9,803	[6],[7],[9]
% of Member's Capital		16.20%	[2],[3]	12.00%	[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors Blackbird Purchaser, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.50% Maturity Date 12/19/2030
Schedule of Investments [Line Items]
Reference Rate and Spread		5.50%	[2],[3],[10],[11],[16]	5.50%	[6],[7],[13],[17]
Maturity Date		Dec. 19, 2030	[2],[3],[10],[16]	Dec. 19, 2030	[6],[7],[17]
Principal	[2],[3],[10],[16]	$ 702
Cost		667	[2],[3],[4],[10],[16]	$ (39)	[6],[7],[8],[17]
Fair Value		$ 702	[1],[2],[3],[10],[16]	$ (40)	[6],[7],[9],[17]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors Blackbird Purchaser, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 5.50% Maturity Date 12/19/2029
Schedule of Investments [Line Items]
Reference Rate and Spread		5.50%	[2],[3],[10],[11],[16]	5.50%	[6],[7],[13],[17]
Maturity Date		Dec. 19, 2029	[2],[3],[10],[16]	Dec. 19, 2029	[6],[7],[17]
Principal	[2],[3],[10],[16]	$ 38
Cost		35	[2],[3],[4],[10],[16]	$ (3)	[6],[7],[8],[17]
Fair Value		$ 38	[1],[2],[3],[10],[16]	$ (3)	[6],[7],[9],[17]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors Blackbird Purchaser, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.50% Maturity Date 12/19/2030
Schedule of Investments [Line Items]
Reference Rate and Spread		5.50%	[2],[3],[11],[16]	5.50%	[6],[7],[13],[19]
Maturity Date		Dec. 19, 2030	[2],[3],[16]	Dec. 19, 2030	[6],[7],[19]
Principal		$ 9,947	[2],[3],[16]	$ 10,047	[6],[7],[19]
Cost		9,769	[2],[3],[4],[16]	9,847	[6],[7],[8],[19]
Fair Value		$ 9,947	[1],[2],[3],[16]	9,846	[6],[7],[9],[19]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors PT Intermediate Holdings III, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 4/9/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.75%
Maturity Date	[2],[3],[10]	Apr. 09, 2030
Cost	[2],[3],[4],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors PT Intermediate Holdings III, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% (includes 1.75% PIK) Maturity Date 4/9/2030
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[16]	5.00%
Reference Rate and Spread Interest Rate, Paid in Kind	[2],[3],[11],[16]	1.75%
Maturity Date	[2],[3],[16]	Apr. 09, 2030
Principal	[2],[3],[16]	$ 8,382
Cost	[2],[3],[4],[16]	8,364
Fair Value	[1],[2],[3],[16]	$ 8,382
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors Vessco Midco Holdings, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/24/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11],[20]	4.75%
Maturity Date	[2],[3],[10],[20]	Jul. 24, 2031
Principal	[2],[3],[10],[20]	$ 475
Cost	[2],[3],[4],[10],[20]	464
Fair Value	[1],[2],[3],[10],[20]	$ 475
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors Vessco Midco Holdings, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 4.75% Maturity Date 7/24/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[10],[11]	4.75%
Maturity Date	[2],[3],[10]	Jul. 24, 2031
Cost	[2],[3],[4],[10]	$ (1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors Vessco Midco Holdings, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/24/2031
Schedule of Investments [Line Items]
Reference Rate and Spread	[2],[3],[11],[23]	4.75%
Maturity Date	[2],[3],[23]	Jul. 24, 2031
Principal	[2],[3],[23]	$ 5,408
Cost	[2],[3],[4],[23]	5,356
Fair Value	[1],[2],[3],[23]	5,408
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments Investments Total non-controlled-non-affiliated Portfolio Company investments
Schedule of Investments [Line Items]
Cost	[2],[3],[4]	316,371
Fair Value	[1],[2],[3]	$ 318,629
% of Member's Capital	[2],[3]	206.50%
Investment, Identifier [Axis]: Perkinelmer U.S. LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value	[1]	$ (1)
Investment, Identifier [Axis]: Petvet Care Centers, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value		(45)	[1]	(25)
Investment, Identifier [Axis]: Petvet Care Centers, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value		(5)	[1]	(3)
Investment, Identifier [Axis]: Qnnect, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value		(10)	[1]	(17)
Investment, Identifier [Axis]: Rally Buyer, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value				(3)
Investment, Identifier [Axis]: Redwood Services Group, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value	[1]	(2)
Investment, Identifier [Axis]: Sapphire Software Buyer, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	(1)
Investment, Identifier [Axis]: Trystar, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value	[1]	(26)
Investment, Identifier [Axis]: Trystar, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	(1)
Investment, Identifier [Axis]: Unfunded Portfolio Company Commitments
Schedule of Investments [Line Items]
Fair Value		(263)	[1]	$ (374)
Investment, Identifier [Axis]: Wildcat Topco, Inc Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Fair Value	[1]	(11)
Investment, Identifier [Axis]: Wildcat Topco, Inc Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Fair Value	[1]	$ (1)

[1] These investments were valued using unobservable inputs and are considered Level 3 investments.

[2] Unless otherwise indicated, all investments are non-controlled, non-affiliated investments. Non-controlled, non-affiliated investments are defined as investments in which the Company owns less than 5% of the portfolio company’s outstanding voting securities and does not have the power to exercise control over the management or policies of such portfolio company. As of December 31, 2024, all of the Company’s investments were non-controlled, non-affiliated.

[3] Unless otherwise indicated, issuers of debt and equity investments held by the Company are domiciled in the United States.

[4] Cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.

[5] All funded debt investments are income producing. As of December 31, 2023, there were no investments on non-accrual.

[6] Unless otherwise indicated, all investments are non-controlled, non-affiliated investments. Non-controlled, non-affiliated investments are defined as investments in which the Company owns less than 5% of the portfolio company’s outstanding voting securities and does not have the power to exercise control over the management or policies of such portfolio company. As of December 31, 2023, all of the Company’s investments were non-controlled, non-affiliated.

[7] Unless otherwise indicated, issuers of debt and equity investments held by the Company are domiciled in the United States.

[8] Cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.

[9] These investments were valued using unobservable inputs and are considered Level 3 investments.

[10] All or a portion of the position is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may be subject to unused commitment fees. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. For investments in delayed draw term loans and revolvers, the cost basis is adjusted for any market discount or original issue discount received on the total balance committed. As a result, the purchase of commitments not fully funded may result in a negative cost and fair value until funded. See the following table for more information on the Company’s unfunded commitments.

[11] Unless otherwise indicated, loan contains a variable rate structure, and may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the Canadian Overnight Repo Rate Average (“CORRA” or “C”), Secured Overnight Financing Rate (“SOFR” or “S”) or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate), at the borrower's option, and which reset periodically based on the terms of the loan agreement. SOFR and CORRA based contracts may include a credit spread adjustment that is charged in addition to the base rate and the stated spread. The terms in the Consolidated Schedule of Investments disclose the actual interest rate in effect as of the reporting period.

[12] The interest rate on these loans is subject to 1-month SOFR, which as of December 31, 2023 was 5.35%.

[13] Unless otherwise indicated, loan contains a variable rate structure, and may be subject to an interest rate floor. Variable rate loans bear interest at a rate that may be determined by reference to either the Secured Overnight Financing Rate (“SOFR” or “S”) or an alternate base rate (which can include the Federal Funds Effective Rate or the Prime Rate), at the borrower’s option, and which reset periodically based on the terms of the loan agreement. SOFR based contracts may include a credit spread adjustment that is charged in addition to the base rate and the stated spread. The terms in the Consolidated Schedule of Investments disclose the actual interest rate in effect as of the reporting period.

[14] The interest rate on these loans is subject to 1-month SOFR, which as of December 31, 2024 was 4.33%.

[15] The interest rate on these loans is subject to 6-month SOFR, which as of December 31, 2023 was 5.16%.

[16] The interest rate on these loans is subject to 3-month SOFR, which as of December 31, 2024 was 4.31%.

[17] All or a portion of the position is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may be subject to unused commitment fees. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. For investments in delayed draw term loans and revolvers, the cost basis is adjusted for any market discount or original issue discount received on the total balance committed. As a result, the purchase of commitments not fully funded may result in a negative cost and fair value until funded. See the following table for more information on the Company’s unfunded commitments.

[18] The interest rate on $0.1 million of principal loans is subject to 1-month SOFR, which as of December 31, 2024 was 4.33% and the interest rate on $0.1 million of principal loans is subject to 3-month SOFR, which as of December 31, 2024 was 4.31%.

[19] The interest rate on these loans is subject to 3-month SOFR, which as of December 31, 2023 was 5.33%.

[20] The interest rate on these loans is subject to 6-month SOFR, which as of December 31, 2024 was 4.25%.

[21] The interest rate on these loans is subject to 3-month CORRA, which as of December 31, 2024 was 3.15%.

[22] All funded debt investments are income producing. As of December 31, 2024, there were no investments on non-accrual.

[23] The interest rate on $3.2 million of principal loans is subject to 1-month SOFR, which as of December 31, 2024 was 4.33% and the interest rate on $2.3 million of principal loans is subject to 6-month SOFR, which as of December 31, 2024 was 4.25%.

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Consolidated Schedule of Investments - Company's Unfunded Commitments - USD ($) $ in Thousands		Dec. 31, 2024		Dec. 31, 2023
Schedule of Investments [Line Items]
Unfunded Commitment		$ 61,900		$ 18,600
Fair Value		$ 318,629		$ 106,888
Investment, Identifier [Axis]: AB Centers Acquisition Corporation Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Jul. 02, 2026
Unfunded Commitment		$ 1,333
Fair Value	[1]	$ (7)
Investment, Identifier [Axis]: AB Centers Acquisition Corporation Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Jul. 02, 2031
Unfunded Commitment		$ 145
Fair Value	[1]	$ (1)
Investment, Identifier [Axis]: ASP Meteor Acquisition Co LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date				Sep. 01, 2024
Unfunded Commitment				$ 646
Fair Value				$ (21)
Investment, Identifier [Axis]: AVSC Holding Corp. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Dec. 05, 2029
Unfunded Commitment		$ 140
Fair Value	[1]	$ (3)
Investment, Identifier [Axis]: Advarra Holdings, Inc Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Sep. 14, 2026
Unfunded Commitment		$ 491
Investment, Identifier [Axis]: Any Hour LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		May 23, 2026
Unfunded Commitment		$ 1,809
Fair Value	[1]	$ (27)
Investment, Identifier [Axis]: Any Hour LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		May 23, 2030
Unfunded Commitment		$ 77
Fair Value	[1]	$ (1)
Investment, Identifier [Axis]: Aptean, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Jan. 30, 2026
Unfunded Commitment		$ 228
Investment, Identifier [Axis]: Aptean, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Jan. 30, 2031
Unfunded Commitment		$ 152
Investment, Identifier [Axis]: Blackbird Purchaser, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Dec. 19, 2025		Dec. 19, 2025
Unfunded Commitment		$ 1,276		$ 1,983
Fair Value				$ (40)
Investment, Identifier [Axis]: Blackbird Purchaser, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Dec. 19, 2029		Dec. 19, 2029
Unfunded Commitment		$ 114		$ 152
Fair Value				$ (3)
Investment, Identifier [Axis]: Brave Parent Holdings, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		May 28, 2025		May 28, 2025
Unfunded Commitment		$ 450		$ 1,072
Fair Value				$ (11)
Investment, Identifier [Axis]: Brave Parent Holdings, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Nov. 29, 2030		Nov. 29, 2030
Unfunded Commitment		$ 152		$ 152
Fair Value				$ (2)
Investment, Identifier [Axis]: CB Buyer, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Jul. 01, 2026
Unfunded Commitment		$ 1,933
Investment, Identifier [Axis]: CB Buyer, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Jul. 01, 2031
Unfunded Commitment		$ 147
Investment, Identifier [Axis]: Capstone Acquisition Holdings, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Aug. 28, 2026
Unfunded Commitment		$ 729
Fair Value	[1]	$ (5)
Investment, Identifier [Axis]: Carr, Riggs and Ingram Capital, L.L.C. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Nov. 18, 2026
Unfunded Commitment		$ 1,743
Fair Value	[1]	$ (17)
Investment, Identifier [Axis]: Carr, Riggs and Ingram Capital, L.L.C. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Nov. 18, 2031
Unfunded Commitment		$ 82
Fair Value	[1]	$ (1)
Investment, Identifier [Axis]: Coding Solutions Acquisition, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Aug. 07, 2026
Unfunded Commitment		$ 1,478
Fair Value	[1]	$ (15)
Investment, Identifier [Axis]: Coding Solutions Acquisition, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Aug. 07, 2031
Unfunded Commitment		$ 17
Investment, Identifier [Axis]: DeLorean Purchaser, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Dec. 16, 2031
Unfunded Commitment		$ 130
Fair Value	[1]	$ (2)
Investment, Identifier [Axis]: Dwyer Instruments, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Nov. 20, 2026		Dec. 22, 2025
Unfunded Commitment		$ 161		$ 3,275
Fair Value		$ (2)	[1]	$ (66)
Investment, Identifier [Axis]: Dwyer Instruments, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Jul. 20, 2029
Unfunded Commitment		$ 151
Fair Value	[1]	$ (2)
Investment, Identifier [Axis]: Eclipse Buyer, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Sep. 06, 2026
Unfunded Commitment		$ 882
Fair Value	[1]	$ (9)
Investment, Identifier [Axis]: Eclipse Buyer, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Sep. 05, 2031
Unfunded Commitment		$ 140
Fair Value	[1]	$ (1)
Investment, Identifier [Axis]: Enverus Holdings, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Dec. 22, 2025		Dec. 22, 2025
Unfunded Commitment		$ 373		$ 373
Fair Value				$ (6)
Investment, Identifier [Axis]: Enverus Holdings, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Dec. 24, 2029		Dec. 24, 2029
Unfunded Commitment		$ 148		$ 152
Fair Value				$ (2)
Investment, Identifier [Axis]: Foreside Financial Group, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Mar. 13, 2026		May 26, 2024
Unfunded Commitment		$ 986		$ 704
Fair Value
Investment, Identifier [Axis]: GS AcquisitionCo, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Mar. 26, 2026
Unfunded Commitment		$ 834
Investment, Identifier [Axis]: GS AcquisitionCo, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		May 25, 2028
Unfunded Commitment		$ 148
Investment, Identifier [Axis]: Galway Borrower LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Feb. 06, 2026
Unfunded Commitment		$ 6,833
Investment, Identifier [Axis]: Galway Borrower LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Sep. 29, 2028
Unfunded Commitment		$ 140
Investment, Identifier [Axis]: Geo TopCo Corporation Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Oct. 15, 2026
Unfunded Commitment		$ 2,642
Fair Value	[1]	$ (26)
Investment, Identifier [Axis]: Geo TopCo Corporation Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Oct. 15, 2031
Unfunded Commitment		$ 93
Fair Value	[1]	$ (1)
Investment, Identifier [Axis]: Harvey Tool Company, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Apr. 15, 2026
Unfunded Commitment		$ 2,664
Fair Value	[1]	$ (7)
Investment, Identifier [Axis]: Harvey Tool Company, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Apr. 15, 2030
Unfunded Commitment		$ 148
Fair Value	[1]	$ (1)
Investment, Identifier [Axis]: Healthedge Software, Inc Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Jul. 16, 2031
Unfunded Commitment		$ 139
Investment, Identifier [Axis]: Higginbotham Insurance Agency, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Mar. 27, 2026
Unfunded Commitment		$ 4,106
Investment, Identifier [Axis]: IG Investments Holdings, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Sep. 22, 2028
Unfunded Commitment		$ 70
Fair Value	[1]	$ (1)
Investment, Identifier [Axis]: Integrity Marketing Acquisition, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Aug. 27, 2026
Unfunded Commitment		$ 3,074
Investment, Identifier [Axis]: Integrity Marketing Acquisition, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Aug. 25, 2028
Unfunded Commitment		$ 139
Investment, Identifier [Axis]: Kona Buyer, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Jul. 23, 2025
Unfunded Commitment		$ 1,233
Fair Value	[1]	$ (12)
Investment, Identifier [Axis]: Kona Buyer, LLC Investment Type First Lien Delayed Draw Term Loan One
Schedule of Investments [Line Items]
Commitment Expiration Date		Jul. 23, 2026
Unfunded Commitment		$ 1,541
Fair Value	[1]	$ (15)
Investment, Identifier [Axis]: Kona Buyer, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Jul. 23, 2031
Unfunded Commitment		$ 139
Fair Value	[1]	$ (1)
Investment, Identifier [Axis]: NRO Holdings III Corp. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Jan. 15, 2027
Unfunded Commitment		$ 59
Fair Value	[1]	$ (1)
Investment, Identifier [Axis]: NRO Holdings III Corp. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Jul. 15, 2030
Unfunded Commitment		$ 25
Fair Value	[1]	$ (1)
Investment, Identifier [Axis]: Netwrix Corporation Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Nov. 21, 2025		Jun. 09, 2024
Unfunded Commitment		$ 375		$ 4,654
Fair Value		(1)	[1]	(175)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments Equity Investments Common Stock Air Freight & Logistics Red Griffin TopCo, LLC Investment Type Common Stock
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3]	3,500
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments Equity Investments Preferred Stock Professional Services Eclipse Topco, Inc. Investment Type Preferred Stock
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3]	274
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments Equity Investments Total non-controlled-non-affiliated Portfolio Company equity investments
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3]	3,774
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments
Schedule of Investments [Line Items]
Fair Value	[4],[5],[6],[7]			106,888
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics
Schedule of Investments [Line Items]
Fair Value		6,224	[1],[2],[3]	7,967	[5],[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics Capstone Acquisition Holdings, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.50% Maturity Date 11/12/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(5)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics Capstone Acquisition Holdings, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 11/12/2027
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[9]			564
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics Capstone Acquisition Holdings, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 4.50% Maturity Date 11/12/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	4,629
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics Capstone Acquisition Holdings, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 11/12/2027
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[9]			656
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics Seko Global Logistics Network, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 12/30/2026
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[11]			6,176
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics Seko Global Logistics Network, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 12/30/2026
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[11]			571
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Air Freight & Logistics Seko Global Logistics Network, LLC Investment Type First Lien Term Loan, Last-out Reference Rate and Spread S + 7.00% (includes 5.00% PIK) Maturity Date 5/27/2030
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	1,600
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Chemicals
Schedule of Investments [Line Items]
Fair Value		6,665	[1],[2],[3]	5,880	[5],[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Chemicals ASP Meteor Acquisition Co LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.75% Maturity Date 9/1/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	1,266
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Chemicals ASP Meteor Acquisition Co LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 7.00% Maturity Date 9/1/2029
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[9],[13]			1,111
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Chemicals ASP Meteor Acquisition Co LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.75% Maturity Date 9/1/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	2,507
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Chemicals ASP Meteor Acquisition Co LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 7.00% Maturity Date 9/1/2029
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[9]			2,475
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Chemicals Aurora Plastics, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 8/10/2028
Schedule of Investments [Line Items]
Fair Value		966	[1],[2],[3],[10]	922	[5],[6],[7],[9]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Chemicals Aurora Plastics, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 8/10/2028
Schedule of Investments [Line Items]
Fair Value		1,926	[1],[2],[3],[10]	1,372	[5],[6],[7],[9]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3]	9,741
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies Geo TopCo Corporation Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 10/15/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(26)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies Geo TopCo Corporation Investment Type First Lien Revolver Reference Rate and Spread S + 4.75% Maturity Date 10/15/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[12]	45
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies Geo TopCo Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 10/15/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	7,063
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies NRO Holdings III Corp. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 7/15/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies NRO Holdings III Corp. Investment Type First Lien Revolver Reference Rate and Spread S + 5.25% Maturity Date 7/15/2030
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[10]	2
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies NRO Holdings III Corp. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 7/15/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	186
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies The Hiller Companies, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 6/20/2030
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[14]	160
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Commercial Services & Supplies The Hiller Companies, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 6/20/2030
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	2,312
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Diversified Consumer Services
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3]	15,314
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Diversified Consumer Services Any Hour LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 5/23/2030
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[12]	163
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Diversified Consumer Services Any Hour LLC Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 5/23/2030
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[12]	69
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Diversified Consumer Services Any Hour LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 5/23/2030
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	6,726
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Diversified Consumer Services Barbri Holdings, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 4/30/2030
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	8,036
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Diversified Consumer Services KL Stockton Intermediate II, LLC Investment Type First Lien Term Loan Reference Rate and Spread 13.00% PIK Maturity Date 5/23/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3]	320
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3]	12,972
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment Trystar, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.50% Maturity Date 8/6/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(26)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment Trystar, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 4.50% Maturity Date 8/6/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment Trystar, LLC Investment Type First Lien Term Loan One Reference Rate and Spread S + 4.50% Maturity Date 8/6/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	2,038
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment Trystar, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.50% Maturity Date 8/6/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	5,096
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment Wildcat Topco, Inc Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 11/17/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(11)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment Wildcat Topco, Inc Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 11/17/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electrical Equipment Wildcat Topco, Inc Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 11/17/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	5,877
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components
Schedule of Investments [Line Items]
Fair Value		12,707	[1],[2],[3]	7,068	[5],[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Delayed Draw Term Loan 1 Reference Rate and Spread S + 4.75% Maturity Date 7/20/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(2)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/20/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	2,084
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/20/2029 1
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	3,242
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.75% Maturity Date 7/21/2027
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[15]			2,084
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.75% Maturity Date 7/21/2027 1
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[13]			(65)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 4.75% Maturity Date 7/20/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Term Loan 1 Reference Rate and Spread S + 4.75% Maturity Date 7/20/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	1,226
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/20/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	880
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/20/2029 1
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	2,767
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.75% Maturity Date 7/21/2027
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[15]			880
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Dwyer Instruments, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.75% Maturity Date 7/21/2027 1
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[15]			2,753
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Qnnect, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 11/2/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[16]	146
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Qnnect, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 7.00% Maturity Date 11/2/2029
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[13],[15]			141
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Qnnect, LLC Investment Type First Lien Term Loan 1 Reference Rate and Spread S + 5.25% Maturity Date 11/2/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	1,110
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Qnnect, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 11/2/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[16]	1,255
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Electronic Equipment, Instruments & Components Qnnect, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 7.00% Maturity Date 11/2/2029
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[15]			1,275
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Financial Services
Schedule of Investments [Line Items]
Fair Value		8,934	[1],[2],[3]	552	[5],[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Financial Services SitusAMC Holdings Corporation Investment Type First Lien Term Loan One Reference Rate and Spread S + 5.50% Maturity Date 12/22/2027
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	8,382
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Financial Services SitusAMC Holdings Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 5.50% Maturity Date 12/22/2027
Schedule of Investments [Line Items]
Fair Value		552	[1],[2],[3],[12]	552	[5],[6],[7],[15]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care & Providers & Services
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7]			15,630
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care & Providers & Services Petvet Care Centers, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 6.00% Maturity Date 11/15/2030
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7]			(25)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care & Providers & Services Petvet Care Centers, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 6.00% Maturity Date 11/15/2029
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[13]			(3)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care & Providers & Services Petvet Care Centers, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 6.00% Maturity Date 11/15/2030
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[9]			9,555
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care & Providers & Services The GI Alliance Management, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 6.25% Maturity Date 9/15/2028
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[15]			6,103
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Equipment & Supplies
Schedule of Investments [Line Items]
Fair Value		7,991	[1],[2],[3]	6,689	[5],[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Equipment & Supplies PerkinElmer U.S. LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 6.75% Maturity Date 3/13/2029
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[9]			6,689
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Equipment & Supplies Perkinelmer U.S. LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 3/13/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[10]	1,386
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Equipment & Supplies Perkinelmer U.S. LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 3/13/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	6,605
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3]	38,718
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services AB Centers Acquisition Corporation Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 7/2/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[10]	91
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services AB Centers Acquisition Corporation Investment Type First Lien Revolver Reference Rate and Spread S + 5.25% Maturity Date 7/2/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services AB Centers Acquisition Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 7/2/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	7,835
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services AB Centers Acquisition Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 7/2/2031 1
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	1,138
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Coding Solutions Acquisition, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 8/7/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(15)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Coding Solutions Acquisition, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 8/7/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[16]	121
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Coding Solutions Acquisition, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 8/7/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[16]	9,602
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Petvet Care Centers, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 6.00% Maturity Date 11/15/2030
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(45)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Petvet Care Centers, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 6.00% Maturity Date 11/15/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(5)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Petvet Care Centers, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 6.00% Maturity Date 11/15/2030
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	9,315
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services The GI Alliance Management, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.50% Maturity Date 9/15/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[16]	855
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services The GI Alliance Management, LLC Investment Type First Lien Term Loan One Reference Rate and Spread S + 5.50% Maturity Date 9/15/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	931
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services The GI Alliance Management, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.50% Maturity Date 9/15/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[16]	6,102
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Providers & Services Vital Care Buyer, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.50% Maturity Date 7/30/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	2,794
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3]	16,152
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology DeLorean Purchaser, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 4.75% Maturity Date 12/16/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(2)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology DeLorean Purchaser, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 12/16/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	6,890
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology Healthedge Software, Inc Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/16/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	1,164
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology Healthedge Software, Inc Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/16/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	2,637
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology Kona Buyer, LLC Investment Type First Lien Delayed Draw Term Loan One Reference Rate and Spread S + 4.50% Maturity Date 7/23/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(15)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology Kona Buyer, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.50% Maturity Date 7/23/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[12]	292
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology Kona Buyer, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 4.50% Maturity Date 7/23/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Health Care Technology Kona Buyer, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.50% Maturity Date 7/23/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	5,187
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments IT Services
Schedule of Investments [Line Items]
Fair Value		19,258	[1],[2],[3]	7,037	[5],[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments IT Services Redwood Services Group, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.75% Maturity Date 6/15/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[12]	4,294
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments IT Services Redwood Services Group, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 6.25% Maturity Date 6/15/2029
Schedule of Investments [Line Items]
Fair Value		1,364	[1],[2],[3],[12]	1,392	[5],[6],[7],[9]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments IT Services Redwood Services Group, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 6.25% Maturity Date 6/15/2029
Schedule of Investments [Line Items]
Fair Value		5,532	[1],[2],[3],[12]	5,645	[5],[6],[7],[9]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments IT Services Victors Purchaser, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 4.75% Maturity Date 8/15/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[17]	21
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments IT Services Victors Purchaser, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 8/15/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	8,047
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance
Schedule of Investments [Line Items]
Fair Value		27,927	[1],[2],[3]	5,137	[5],[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Galway Borrower LLC Investment Type First Lien Delayed Draw Term Loan One Reference Rate and Spread S + 4.50% Maturity Date 9/29/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	95
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Galway Borrower LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.50% Maturity Date 9/29/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[12]	125
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Galway Borrower LLC Investment Type First Lien Revolver Reference Rate and Spread S + 4.50% Maturity Date 9/29/2028 1
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[12]	12
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Galway Borrower LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.50% Maturity Date 9/29/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	5,051
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Higginbotham Insurance Agency, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 11/24/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[10]	1,673
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Higginbotham Insurance Agency, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.50% Maturity Date 11/24/2028
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[9]			4,484
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Higginbotham Insurance Agency, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 4.50% Maturity Date 11/24/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	4,468
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance Integrity Marketing Acquisition, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 8/25/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	5,234
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance SG Acquisition, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 4/3/2030
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	11,269
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Insurance SG Acquisition, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.50% Maturity Date 1/27/2027
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[15]			653
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Life Sciences Tools & Services
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3]	9,729
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Life Sciences Tools & Services Advarra Holdings, Inc Investment Type First Lien Term Loan Reference Rate and Spread S + 4.50% Maturity Date 9/15/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	9,729
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Machinery
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3]	6,745
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Machinery Harvey Tool Company, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 10/26/2027
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(6)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Machinery Harvey Tool Company, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 10/26/2027
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	6,751
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3]	35,961
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services AVSC Holding Corp. Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 12/5/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(3)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services AVSC Holding Corp. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 12/5/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	6,856
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Carr, Riggs and Ingram Capital, L.L.C. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 11/18/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(17)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Carr, Riggs and Ingram Capital, L.L.C. Investment Type First Lien Revolver Reference Rate and Spread S + 4.75% Maturity Date 11/18/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	11
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Carr, Riggs and Ingram Capital, L.L.C. Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 11/18/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	3,403
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Chartwell Cumming Holding Corporation Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 11/16/2027
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[16]	445
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Chartwell Cumming Holding Corporation Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.75% Maturity Date 11/16/2027
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[9]			443
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Chartwell Cumming Holding Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 11/16/2027
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[16]	6,704
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Chartwell Cumming Holding Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 5.75% Maturity Date 11/16/2027
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[9]			6,671
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Eclipse Buyer, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 9/5/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(9)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Eclipse Buyer, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 4.75% Maturity Date 9/5/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Eclipse Buyer, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 9/5/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	5,155
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Foreside Financial Group, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 9/30/2027
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	652
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Foreside Financial Group, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.50% Maturity Date 9/30/2027
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[15]			54
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services IG Investments Holdings, LLC Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 9/22/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services IG Investments Holdings, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 9/22/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	5,802
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services IG Investments Holdings, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 6.00% Maturity Date 9/22/2028
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[15]			2,030
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services IG Investments Holdings, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 6.00% Maturity Date 9/22/2028 1
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[15]			75
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services IRI Group Holdings, Inc (f/k/a The NPD Group L.P.) Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 12/1/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	6,964
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services The NPD Group L.P. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.75% Maturity Date 12/1/2028
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[9]			6,987
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Professional Services Total
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7]			16,260
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software
Schedule of Investments [Line Items]
Fair Value		54,865	[1],[2],[3]	24,865	[5],[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Aptean, Inc Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 1/30/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	4,997
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Aptean, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 1/30/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[12]	82
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Brave Parent Holdings, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 11/29/2030
Schedule of Investments [Line Items]
Fair Value		617	[1],[2],[3],[8],[10]	(11)	[5],[6],[7],[13]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Brave Parent Holdings, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 11/29/2030
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[13]			(2)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Brave Parent Holdings, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 11/29/2030
Schedule of Investments [Line Items]
Fair Value		9,364	[1],[2],[3],[10]	9,341	[5],[6],[7],[9]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software CB Buyer, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 7/1/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[10]	6,847
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Enverus Holdings, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.50% Maturity Date 12/24/2029
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[13]			(6)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Enverus Holdings, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 5.50% Maturity Date 12/24/2029
Schedule of Investments [Line Items]
Fair Value		5	[1],[2],[3],[8],[10]	(2)	[5],[6],[7],[13]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Enverus Holdings, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.50% Maturity Date 12/24/2029
Schedule of Investments [Line Items]
Fair Value		7,405	[1],[2],[3],[10]	7,349	[5],[6],[7],[9]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software GS AcquisitionCo, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.25% Maturity Date 5/25/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[12]	238
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software GS AcquisitionCo, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.25% Maturity Date 5/25/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	2,166
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Netwrix Corporation Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 6/11/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[12]	6
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Netwrix Corporation Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.00% Maturity Date 6/11/2029
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[13]			(174)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Netwrix Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 6/11/2029
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	7,710
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Netwrix Corporation Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% Maturity Date 6/11/2029
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[11]			2,058
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Rally Buyer, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.75% Maturity Date 7/19/2028
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[13],[15]			927
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Rally Buyer, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 6.00% (includes 1.75% PIK) Maturity Date 7/19/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	1,185
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Rally Buyer, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.75% Maturity Date 7/19/2028
Schedule of Investments [Line Items]
Fair Value	[5],[6],[7],[15]			5,385
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Rally Buyer, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 6.00% (includes 1.75% PIK) Maturity Date 7/19/2028
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	5,186
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Sapphire Software Buyer, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 5.00% Maturity Date 9/30/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8]	(1)
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Software Sapphire Software Buyer, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% (includes 3.00% PIK) Maturity Date 9/30/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	9,058
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Total non-controlled-non-affiliated Portfolio company debt investments
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[18]	314,855
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors
Schedule of Investments [Line Items]
Fair Value		24,952	[1],[2],[3]	9,803	[5],[6],[7]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors Blackbird Purchaser, Inc. Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 5.50% Maturity Date 12/19/2030
Schedule of Investments [Line Items]
Fair Value		702	[1],[2],[3],[8],[12]	(40)	[5],[6],[7],[13]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors Blackbird Purchaser, Inc. Investment Type First Lien Revolver Reference Rate and Spread S + 5.50% Maturity Date 12/19/2029
Schedule of Investments [Line Items]
Fair Value		38	[1],[2],[3],[8],[12]	(3)	[5],[6],[7],[13]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors Blackbird Purchaser, Inc. Investment Type First Lien Term Loan Reference Rate and Spread S + 5.50% Maturity Date 12/19/2030
Schedule of Investments [Line Items]
Fair Value		9,947	[1],[2],[3],[12]	$ 9,846	[5],[6],[7],[15]
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors PT Intermediate Holdings III, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 5.00% (includes 1.75% PIK) Maturity Date 4/9/2030
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[12]	8,382
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors Vessco Midco Holdings, LLC Investment Type First Lien Delayed Draw Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/24/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[8],[16]	475
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments First Lien Debt Investments Trading Companies & Distributors Vessco Midco Holdings, LLC Investment Type First Lien Term Loan Reference Rate and Spread S + 4.75% Maturity Date 7/24/2031
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3],[19]	5,408
Investment, Identifier [Axis]: Non-Controlled/Non-Affiliated Portfolio Company Investments Investments Total non-controlled-non-affiliated Portfolio Company investments
Schedule of Investments [Line Items]
Fair Value	[1],[2],[3]	$ 318,629
Investment, Identifier [Axis]: PPV Intermediate Holdings, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Aug. 07, 2026
Unfunded Commitment		$ 6,986
Investment, Identifier [Axis]: PT Intermediate Holdings III, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Apr. 08, 2026
Unfunded Commitment		$ 592
Investment, Identifier [Axis]: Perkinelmer U.S. LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		May 10, 2026
Unfunded Commitment		$ 465
Fair Value	[1]	$ (1)
Investment, Identifier [Axis]: Petvet Care Centers, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Nov. 17, 2025		Nov. 17, 2025
Unfunded Commitment		$ 1,272		$ 1,272
Fair Value		$ (45)	[1]	$ (25)
Investment, Identifier [Axis]: Petvet Care Centers, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Nov. 15, 2029		Nov. 15, 2029
Unfunded Commitment		$ 152		$ 152
Fair Value		$ (5)	[1]	$ (3)
Investment, Identifier [Axis]: Qnnect, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		May 02, 2025		Nov. 01, 2024
Unfunded Commitment		$ 987		$ 3,480
Fair Value		$ (10)	[1]	$ (17)
Investment, Identifier [Axis]: Rally Buyer, Inc. Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date				Jul. 19, 2024
Unfunded Commitment				$ 539
Fair Value				(3)
Investment, Identifier [Axis]: Redwood Services Group, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Aug. 29, 2025
Unfunded Commitment		$ 228
Fair Value	[1]	$ (2)
Investment, Identifier [Axis]: SG Acquisition, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Apr. 03, 2030
Unfunded Commitment		$ 152
Investment, Identifier [Axis]: Sapphire Software Buyer, Inc. Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Sep. 30, 2031
Unfunded Commitment		$ 140
Fair Value	[1]	$ (1)
Investment, Identifier [Axis]: The GI Alliance Management, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Mar. 06, 2026
Unfunded Commitment		$ 2,911
Investment, Identifier [Axis]: The Hiller Companies, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Jun. 22, 2026
Unfunded Commitment		$ 477
Investment, Identifier [Axis]: The Hiller Companies, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Jun. 20, 2030
Unfunded Commitment		$ 148
Investment, Identifier [Axis]: Trystar, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Sep. 10, 2026
Unfunded Commitment		$ 2,574
Fair Value	[1]	$ (26)
Investment, Identifier [Axis]: Trystar, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Sep. 10, 2031
Unfunded Commitment		$ 140
Fair Value	[1]	(1)
Investment, Identifier [Axis]: Unfunded Portfolio Company Commitments
Schedule of Investments [Line Items]
Unfunded Commitment		61,938		18,606
Fair Value		$ (263)	[1]	$ (374)
Investment, Identifier [Axis]: Vessco Midco Holdings, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Jul. 24, 2026
Unfunded Commitment		$ 1,328
Investment, Identifier [Axis]: Vessco Midco Holdings, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Jul. 24, 2031
Unfunded Commitment		$ 140
Investment, Identifier [Axis]: Victors Purchaser, LLC Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Aug. 15, 2026
Unfunded Commitment		$ 1,916
Investment, Identifier [Axis]: Victors Purchaser, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Aug. 15, 2031
Unfunded Commitment		$ 121
Investment, Identifier [Axis]: Vital Care Buyer, LLC Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Jul. 30, 2031
Unfunded Commitment		$ 140
Investment, Identifier [Axis]: Wildcat Topco, Inc Investment Type First Lien Delayed Draw Term Loan
Schedule of Investments [Line Items]
Commitment Expiration Date		Nov. 16, 2026
Unfunded Commitment		$ 1,060
Fair Value	[1]	$ (11)
Investment, Identifier [Axis]: Wildcat Topco, Inc Investment Type First Lien Revolver
Schedule of Investments [Line Items]
Commitment Expiration Date		Nov. 15, 2030
Unfunded Commitment		$ 140
Fair Value	[1]	$ (1)

[1] These investments were valued using unobservable inputs and are considered Level 3 investments.

[2] Unless otherwise indicated, all investments are non-controlled, non-affiliated investments. Non-controlled, non-affiliated investments are defined as investments in which the Company owns less than 5% of the portfolio company’s outstanding voting securities and does not have the power to exercise control over the management or policies of such portfolio company. As of December 31, 2024, all of the Company’s investments were non-controlled, non-affiliated.

[3] Unless otherwise indicated, issuers of debt and equity investments held by the Company are domiciled in the United States.

[4] All funded debt investments are income producing. As of December 31, 2023, there were no investments on non-accrual.

[5] These investments were valued using unobservable inputs and are considered Level 3 investments.

[6] Unless otherwise indicated, all investments are non-controlled, non-affiliated investments. Non-controlled, non-affiliated investments are defined as investments in which the Company owns less than 5% of the portfolio company’s outstanding voting securities and does not have the power to exercise control over the management or policies of such portfolio company. As of December 31, 2023, all of the Company’s investments were non-controlled, non-affiliated.

[7] Unless otherwise indicated, issuers of debt and equity investments held by the Company are domiciled in the United States.

[8] All or a portion of the position is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may be subject to unused commitment fees. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. For investments in delayed draw term loans and revolvers, the cost basis is adjusted for any market discount or original issue discount received on the total balance committed. As a result, the purchase of commitments not fully funded may result in a negative cost and fair value until funded. See the following table for more information on the Company’s unfunded commitments.

[9] The interest rate on these loans is subject to 1-month SOFR, which as of December 31, 2023 was 5.35%.

[10] The interest rate on these loans is subject to 1-month SOFR, which as of December 31, 2024 was 4.33%.

[11] The interest rate on these loans is subject to 6-month SOFR, which as of December 31, 2023 was 5.16%.

[12] The interest rate on these loans is subject to 3-month SOFR, which as of December 31, 2024 was 4.31%.

[13] All or a portion of the position is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may be subject to unused commitment fees. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. For investments in delayed draw term loans and revolvers, the cost basis is adjusted for any market discount or original issue discount received on the total balance committed. As a result, the purchase of commitments not fully funded may result in a negative cost and fair value until funded. See the following table for more information on the Company’s unfunded commitments.

[14] The interest rate on $0.1 million of principal loans is subject to 1-month SOFR, which as of December 31, 2024 was 4.33% and the interest rate on $0.1 million of principal loans is subject to 3-month SOFR, which as of December 31, 2024 was 4.31%.

[15] The interest rate on these loans is subject to 3-month SOFR, which as of December 31, 2023 was 5.33%.

[16] The interest rate on these loans is subject to 6-month SOFR, which as of December 31, 2024 was 4.25%.

[17] The interest rate on these loans is subject to 3-month CORRA, which as of December 31, 2024 was 3.15%.

[18] All funded debt investments are income producing. As of December 31, 2024, there were no investments on non-accrual.

[19] The interest rate on $3.2 million of principal loans is subject to 1-month SOFR, which as of December 31, 2024 was 4.33% and the interest rate on $2.3 million of principal loans is subject to 6-month SOFR, which as of December 31, 2024 was 4.25%.

XML

Consolidated Schedule of Investments (Parenthetical) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Schedule of Investments [Line Items]
Percentage of owns of portfolio outstanding	5.00%
6-month SOFR [Member]
Schedule of Investments [Line Items]
Investment, interest rate	4.25%	5.16%
Debt instrument, principal amount	$ 2.3
1-month SOFR [Member]
Schedule of Investments [Line Items]
Investment, interest rate	4.33%	5.35%
Debt instrument, principal amount	$ 0.1
1-month SOFR One [Member]
Schedule of Investments [Line Items]
Investment, interest rate	4.33%
Debt instrument, principal amount	$ 3.2
3-month SOFR [Member]
Schedule of Investments [Line Items]
Investment, interest rate	4.31%	5.33%
Debt instrument, principal amount	$ 0.1
3-month CORRA [Member]
Schedule of Investments [Line Items]
Investment, interest rate	3.15%

XML

Pay vs Performance Disclosure - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024
Pay vs Performance Disclosure
Net Income (Loss)	$ 781	$ 9,110

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Award Timing Disclosure

12 Months Ended

Dec. 31, 2024

Award Timing Disclosures [Line Items]

Award Timing MNPI Disclosure

We do not grant unit options or other equity awards, and accordingly, we have no policy, program, practice, or plan pertaining to the timing of unit option grants with respect to the release of material non-public information. Furthermore, given that we do not directly compensate our executive officers, we also have not timed the release of material non-public information for the purpose of affecting the value of executive compensation.

Award Timing MNPI Considered

false

Award Timing, How MNPI Considered

we have no policy, program, practice, or plan pertaining to the timing of unit option grants with respect to the release of material non-public information. Furthermore, given that we do not directly compensate our executive officers, we also have not timed the release of material non-public information for the purpose of affecting the value of executive compensation.

MNPI Disclosure Timed for Compensation Value

false

XML

Insider Trading Arrangements	3 Months Ended
	Dec. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Rule 10b5-1 Arrangement Modified	false
Non-Rule 10b5-1 Arrangement Modified	false

XML

Insider Trading Policies and Procedures	12 Months Ended
	Dec. 31, 2024
Insider Trading Policies and Procedures [Line Items]
Insider Trading Policies and Procedures Adopted	true

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Cybersecurity Risk Management, Strategy, and Governance

12 Months Ended

Dec. 31, 2024

Cybersecurity Risk Management, Strategy, and Governance [Line Items]

Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]

Item 1C. Cybersecurity

Cybersecurity Risk Management and Strategy

As an externally managed closed-end management investment company that has elected to be regulated as a BDC under the Investment Company Act, our day-to-day operations are managed by the Investment Adviser, Administrator and our executive officers under the oversight of our Board of Directors. Our executive officers are senior professionals of the Investment Adviser. We obtain our cybersecurity program-related services as part of a larger set of services provided to the parent company of our Investment Adviser by JFG under written agreement. As such, we rely on JFG’s information systems infrastructure and JFG’s processes for assessing, identifying and managing material risks to our business from cybersecurity threats. Below are details JFG has provided to us regarding its cybersecurity program.

JFG’s Chief Information Security Officer (“CISO”) and his Global Information Security team (“GIS”) oversee JFG’s cybersecurity program and exercise overall responsibility for the strategic vision, design, development and implementation of, and adherence to, the program’s protocols. The comprehensive program includes policies and procedures designed to protect JFG systems, operations, and the data entrusted to it, from anticipated threats or hazards. The program applies seven layers of controls: governance, identification, protection, detection, response, recovery, and third-party vendor management. The CISO reviews the cybersecurity framework annually as well as on an event-driven basis, as necessary, and reviews the scope of cybersecurity measures periodically, including to accommodate changes in business practices that may implicate security-related issues. Protective measures, where appropriate, include, but are not limited to, physical and digital access controls, software security and patch management, identity verification, mobile device management, data loss prevention solutions, employee cybersecurity awareness communications and best practices training programs, security baselines and tools to detect and report anomalous activity, service provider risk assessments, network monitoring, hardware and software, and data erasure and media disposal. Measures, policies and standards are aligned with industry-leading frameworks, such as those promulgated by the International Organization for Standardization and the National Institute of Standards and Technology (“NIST”).

JFG tests its cybersecurity defenses regularly through automated vulnerability scanning to identify and remediate critical vulnerabilities. In addition, an independent vendor conducts annual penetration tests to validate its external security posture. For certain JFG businesses, JFG also conducts cyber incident tabletop exercises involving hypothetical cybersecurity incidents to test its cyber incident response processes. Tabletop exercises are conducted by JFG’s IT Risk team in collaboration with outside service providers as appropriate and members of JFG’s senior management and Legal and Compliance teams. Learnings from these tabletop exercises and any events that JFG experiences are reviewed, discussed, and incorporated into its cybersecurity risk management processes as appropriate.

In addition to JFG’s internal exercises to test aspects of its cybersecurity program, JFG annually engages an independent third party to assess information system risks and the maturity of our cyber security program. The independent third party assesses the cybersecurity program against the Cyber Risk Institute Cyber Profile, a financial sector-focused framework based on the NIST Cybersecurity Framework, the results of which are reported to the JFG Board of Directors (the “JFG Board”) and inform JFG’s program.

JFG has a comprehensive cybersecurity incident response and communication plan (the “IRP”), managed by the Security Operations Group, which is designed to inform appropriate risk management and business managers (including, as appropriate, our executive officers and other representatives of the Investment Adviser or its affiliates) of non-routine suspected or confirmed information security or cybersecurity events based on the expected risk an event presents. As appropriate, a team composed of individuals from several internal technical and managerial functions may be formed to investigate

and remediate such an event and determine the extent of external advisor support required, including from external counsel, forensic investigators, and law enforcement agencies. The IRP is reviewed at least annually.

JFG maintains a cybersecurity risk management process to identify and mitigate risks that impact the firm. This process includes reviewing risks discerned from time to time from both internal events and from external events, alerts and reports received from a broad variety of sources. Reports from external sources are also reviewed to formulate risk mitigation and remediation strategies. JFG’s CISO periodically discusses and reviews cybersecurity risks and related mitigants with JFG’s Chief Information Officer (“CIO”), the Head of IT Risk, and General Counsel and incorporates relevant cybersecurity risk updates and metrics. JFG adjusts and enhances its cybersecurity program in response to the evolving cybersecurity landscape and to align with regulatory and industry standards.

JFG employs a process designed to periodically assess the cybersecurity risks associated with the engagement of third-party vendors and service providers. This assessment is conducted on the basis of, among other factors, the types of products or services provided and the extent and type of data accessed or processed by the third party.

Cybersecurity is assessed by IT Risk and approved by the CIO as a component of JFG’s annual, enterprise-wide Risk Control Self Assessment (“RCSA”) managed by JFG’s Operational Risk Group. The RCSA process is independently verified by JFG’s Internal Audit Department.

Although since inception, we have not experienced a material information security breach incident, future incidents could have a material impact on our business strategy, results of operations or financial condition. For a discussion of how risks from cybersecurity threats affect our business, and our reliance on the JFG and its affiliates in managing these risks, see “Part 1. Item 1A. Risk Factors - Risk Related to our Business - Cybersecurity risks and cyber incidents may adversely affect our business or the business of our Portfolio Companies by causing a disruption to our operations or the operations of our Portfolio Companies, a compromise or corruption of our confidential information or the confidential information of our Portfolio Companies and/or damage to our business relationships or the business relationships of our Portfolio Companies, all of which could negatively impact the business, financial condition and operating results of us or our Portfolio Companies” in this annual report.

Cybersecurity Governance

JFG has a dedicated GIS team, led by its CISO, who reports to JFG’s CIO. The CISO works closely with JFG’s CIO, Chief Financial Officer, and the Chief Risk Officer’s (“CRO”) team and Legal and Compliance Departments, to develop and advance the firm’s cybersecurity strategy, which applies to us.

JFG’s CISO has extensive experience in cybersecurity and technology and is responsible for all aspects of cybersecurity across JFG’s global businesses. He has over twenty years’ experience managing cybersecurity in the financial and consulting services industries.

JFG conducts periodic cybersecurity risk assessments, including assessments of third-party vendors, and assists with the management and mitigation of identified cybersecurity risks. The CISO reviews the cybersecurity framework annually as well as on an event-driven basis as necessary, and reviews the scope of cybersecurity measures periodically, including to accommodate changes in business practices that may implicate security-related issues.

JFG’s cybersecurity program is periodically assessed by JFG’s Internal Audit Department. The results of these audits are reported to the Audit Committee of the JFG Board. Any resulting findings and associated actions to address issues are tracked and managed to completion. In addition, JFG’s IT Risk team provides Key Risk Indicators (“KRIs”) monthly to JFG’s Operational Risk Committee whose members include the CIO, CRO, Head of Internal Audit and the CISO and their representatives. The monthly presentation includes updates on key security incidents and trending of cybersecurity KRIs.

The JFG Board is responsible for the general oversight of all matters that affect JFG, including the myriad risks impacting it. The JFG Board fulfills its oversight role through the operations of its various committees and receives periodic reports on its committees’ activities.

The JFG Board’s Risk and Liquidity Oversight Committee oversees JFG’s enterprise risk management. Oversight includes reviewing and approving annually JFG’s risk management framework and overarching risk appetite statements; reviewing JFG’s technology, cybersecurity and privacy risk, legal and regulatory risk, and reputational risk, among other JFG major risk exposures; reviewing the steps management has taken to monitor and control such exposures; and reviewing JFG’s capital, liquidity and funding against established risk methodologies. The CISO keeps the JFG Board informed about JFG’s security posture and cybersecurity maturity program on a regular basis, providing updates about cybersecurity events, significant incidents, and new initiatives.

Our Board of Directors is responsible for understanding the primary risks to our business, including any cybersecurity risks. Our Board of Directors may receive periodic updates from our Chief Compliance Officer, our General Counsel, our Chief Operating Officer or from our Investment Adviser regarding the overall state of the Investment Adviser’s cybersecurity program, information on the current threat landscape, and risks from cybersecurity threats and cybersecurity incidents impacting our business.

Cybersecurity Risk Management Processes Integrated [Flag]

true

Cybersecurity Risk Management Processes Integrated [Text Block]

JFG’s Chief Information Security Officer (“CISO”) and his Global Information Security team (“GIS”) oversee JFG’s cybersecurity program and exercise overall responsibility for the strategic vision, design, development and implementation of, and adherence to, the program’s protocols. The comprehensive program includes policies and procedures designed to protect JFG systems, operations, and the data entrusted to it, from anticipated threats or hazards.

Cybersecurity Risk Management Third Party Engaged [Flag]

true

Cybersecurity Risk Third Party Oversight and Identification Processes [Flag]

true

Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag]

false

Cybersecurity Risk Board of Directors Oversight [Text Block]

JFG has a dedicated GIS team, led by its CISO, who reports to JFG’s CIO. The CISO works closely with JFG’s CIO, Chief Financial Officer, and the Chief Risk Officer’s (“CRO”) team and Legal and Compliance Departments, to develop and advance the firm’s cybersecurity strategy, which applies to us.

JFG’s CISO has extensive experience in cybersecurity and technology and is responsible for all aspects of cybersecurity across JFG’s global businesses. He has over twenty years’ experience managing cybersecurity in the financial and consulting services industries.

JFG conducts periodic cybersecurity risk assessments, including assessments of third-party vendors, and assists with the management and mitigation of identified cybersecurity risks. The CISO reviews the cybersecurity framework annually as well as on an event-driven basis as necessary, and reviews the scope of cybersecurity measures periodically, including to accommodate changes in business practices that may implicate security-related issues.

JFG’s cybersecurity program is periodically assessed by JFG’s Internal Audit Department. The results of these audits are reported to the Audit Committee of the JFG Board. Any resulting findings and associated actions to address issues are tracked and managed to completion. In addition, JFG’s IT Risk team provides Key Risk Indicators (“KRIs”) monthly to JFG’s Operational Risk Committee whose members include the CIO, CRO, Head of Internal Audit and the CISO and their representatives. The monthly presentation includes updates on key security incidents and trending of cybersecurity KRIs.

The JFG Board is responsible for the general oversight of all matters that affect JFG, including the myriad risks impacting it. The JFG Board fulfills its oversight role through the operations of its various committees and receives periodic reports on its committees’ activities.

The JFG Board’s Risk and Liquidity Oversight Committee oversees JFG’s enterprise risk management. Oversight includes reviewing and approving annually JFG’s risk management framework and overarching risk appetite statements; reviewing JFG’s technology, cybersecurity and privacy risk, legal and regulatory risk, and reputational risk, among other JFG major risk exposures; reviewing the steps management has taken to monitor and control such exposures; and reviewing JFG’s capital, liquidity and funding against established risk methodologies. The CISO keeps the JFG Board informed about JFG’s security posture and cybersecurity maturity program on a regular basis, providing updates about cybersecurity events, significant incidents, and new initiatives.

Our Board of Directors is responsible for understanding the primary risks to our business, including any cybersecurity risks. Our Board of Directors may receive periodic updates from our Chief Compliance Officer, our General Counsel, our Chief Operating Officer or from our Investment Adviser regarding the overall state of the Investment Adviser’s cybersecurity program, information on the current threat landscape, and risks from cybersecurity threats and cybersecurity incidents impacting our business.

Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block]

The JFG Board is responsible for the general oversight of all matters that affect JFG, including the myriad risks impacting it. The JFG Board fulfills its oversight role through the operations of its various committees and receives periodic reports on its committees’ activities.

Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block]

The JFG Board fulfills its oversight role through the operations of its various committees and receives periodic reports on its committees’ activities.

Cybersecurity Risk Role of Management [Text Block]

The JFG Board’s Risk and Liquidity Oversight Committee oversees JFG’s enterprise risk management. Oversight includes reviewing and approving annually JFG’s risk management framework and overarching risk appetite statements; reviewing JFG’s technology, cybersecurity and privacy risk, legal and regulatory risk, and reputational risk, among other JFG major risk exposures; reviewing the steps management has taken to monitor and control such exposures; and reviewing JFG’s capital, liquidity and funding against established risk methodologies. The CISO keeps the JFG Board informed about JFG’s security posture and cybersecurity maturity program on a regular basis, providing updates about cybersecurity events, significant incidents, and new initiatives.

Our Board of Directors is responsible for understanding the primary risks to our business, including any cybersecurity risks. Our Board of Directors may receive periodic updates from our Chief Compliance Officer, our General Counsel, our Chief Operating Officer or from our Investment Adviser regarding the overall state of the Investment Adviser’s cybersecurity program, information on the current threat landscape, and risks from cybersecurity threats and cybersecurity incidents impacting our business.

Cybersecurity Risk Management Positions or Committees Responsible [Flag]

true

Cybersecurity Risk Management Positions or Committees Responsible [Text Block]

Our Board of Directors is responsible for understanding the primary risks to our business, including any cybersecurity risks.

Cybersecurity Risk Management Expertise of Management Responsible [Text Block]

JFG’s CISO has extensive experience in cybersecurity and technology and is responsible for all aspects of cybersecurity across JFG’s global businesses. He has over twenty years’ experience managing cybersecurity in the financial and consulting services industries.

Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block]

The CISO reviews the cybersecurity framework annually as well as on an event-driven basis as necessary, and reviews the scope of cybersecurity measures periodically, including to accommodate changes in business practices that may implicate security-related issues.

Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag]

true

XML

Organization

12 Months Ended

Dec. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization

Note 1. Organization

Organization

Senior Credit Investments, LLC (the “Company,” “we,” “our,” or “us”) was formed as a Delaware limited liability company on December 8, 2022. The Company is a private, perpetually offered, externally managed, non-diversified, closed-end management investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “Investment Company Act”). The Company has elected to be treated, and expects to qualify annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). Our fiscal year ends on December 31.

Our investment objective is to generate both current income and capital appreciation by investing primarily in senior secured loans to U.S. companies in the upper middle market. We generally use the term “upper middle market” to refer to large companies with annual earnings before interest expense, income tax expense, depreciation and amortization, or “EBITDA,” greater than $75 million.

Jefferies Credit Management LLC (the “Investment Adviser”), an investment adviser that is registered with the Securities and Exchange Commission (“SEC”) under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), is our investment adviser. The Investment Adviser, subject to the overall supervision of our board of directors (the “Board of Directors” or the “Board”), will manage our day-to-day operations and provide investment advisory and management services to the Company.

The Company completed its acquisition of initial loans and commitments on December 4, 2023 (“inception”).

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Significant Accounting Policies

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Significant Accounting Policies

Note 2. Significant Accounting Policies

The following is a summary of the significant accounting and reporting policies used in preparing the consolidated financial statements.

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the requirements for reporting on Form 10-K and Article 6 of Regulation S-X. In the opinion of management, all adjustments considered necessary for the fair statement of the consolidated financial statements for the periods presented, have been included.

The Company follows the accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services — Investment Companies (“ASC 946”).

Use of Estimates

The preparation of consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the consolidated financial statements and the reported amounts of income, expenses, gains and losses during the reported periods. Changes in the economic environment, financial markets, credit worthiness of our Portfolio Companies and any other parameters used in determining these estimates could cause actual results to differ materially.

Consolidation

As provided under ASC 946, the Company will not consolidate its investment in a company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the consolidated financial statements include the accounts of the Company as well as its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated.

Industry Reclassification

During the year ended December 31, 2024, the Company changed the investment industry classification from those provided by Moody’s to those provided by MSCI and S&P. The Consolidated Schedule of Investments as of December 31, 2023, as well as the industry composition of investments at amortized cost and fair value as of December 31, 2023 disclosed in Note 4 to the consolidated financial statements, have been reclassified to conform to the classifications used to prepare the consolidated financial statements as of and for the year ended December 31, 2024.

Cash and Cash Equivalents and Restricted Cash

Cash equivalents include highly liquid investments, including money market funds, not held for resale with original maturities of three months or less. The Company deems that certain money market funds, U.S. Treasury bills, repurchase agreements, and other high-quality, short-term debt securities would qualify as cash equivalents.

Restricted cash represents the amount of principal and interest collections received as well as amounts in reserve to fund draws on the Senior Secured Credit Facility (as defined in Note 6 to the consolidated financial statements) that are all held at SCI BDC SPV I LLC.

Cash and cash equivalents and restricted cash are carried at cost, which approximates fair value. Cash and cash equivalents held as of December 31, 2024 and December 31, 2023 was $2.2 million and $39.1 million, respectively. Restricted cash held as of December 31, 2024 and December 31, 2023 was $6.7 million and $0.5 million, respectively.

Investments Transactions

Investments are recognized when we assume an obligation to acquire a financial instrument and assume the risks for gains and losses related to that instrument. Investments are derecognized when we assume an obligation to sell a financial instrument and forego the risks for gains or losses related to that instrument. Specifically, we record all security transactions on a trade date basis. Amounts for investments recognized or derecognized but not yet settled are reported as a receivable for investments sold and a payable for investments purchased, respectively, in the Consolidated Statements of Assets and Liabilities.

Fair Value Measurements

The Company applies ASC Topic 820, Fair Value Measurements (“ASC 820”), as amended, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is a market-based measurement, not an entity specific measurement. For some assets and liabilities, observable market transactions or market information might be available data. For other assets and liabilities, observable market transactions and market information might not be available. However, the objective of a fair value measurement in both cases is the same—to estimate the price when an orderly transaction to sell the asset or transfer the liability would take place between market participants at the measurement date under current market conditions (that is, an exit price at the measurement date from the perspective of a market participant that holds the asset or owes the liability).

ASC 820 establishes a hierarchal disclosure framework which ranks the observability of inputs used in measuring financial instruments at fair value. The observability of inputs is impacted by a number of factors, including the type of financial instruments and their specific characteristics. Financial instruments with readily available quoted prices, or for which fair value can be measured from quoted prices in active markets, generally will have a higher degree of market price observability and a lesser degree of judgment applied in determining fair value. The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these securities.

The three-level hierarchy for fair value measurement is defined as follows:

Level 1: inputs to the valuation methodology are quoted prices available in active markets for identical instruments as of the reporting date. The types of financial instruments included in Level 1 include unrestricted securities, including equities and derivatives, listed in active markets.

Level 2: inputs to the valuation methodology are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date. The type of financial instruments in this category includes less liquid and restricted securities listed in active markets, securities traded in other than active markets, government and agency securities, and certain over-the-counter derivatives where the fair value is based on observable inputs.

Level 3: inputs to the valuation methodology are unobservable and significant to overall fair value measurement. The inputs into the determination of fair value require significant management judgment or estimation. Financial instruments that are included in this category include investments in privately held entities and certain over-the-counter derivatives where the fair value is based on unobservable inputs.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given financial instrument 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 requires judgment and considers factors specific to the financial instrument.

Investment Valuation Process

The Board of Directors has designated the Investment Adviser as its “Valuation Designee” pursuant to Rule 2a-5 under the Investment Company Act, and in that role, the Investment Adviser is responsible for performing fair value determinations relating to all of the Company’s investments, including periodically assessing and managing any material valuation risks and establishing and applying fair value methodologies, in accordance with valuation policies and procedures that have been approved by the Company’s Board of Directors. Even though the Company’s Board of Directors designated the Company’s Investment Adviser as “Valuation Designee”, the Company’s Board of Directors continues to be responsible for overseeing the processes for determining fair valuation.

The majority of our investments fall within Level 3 of the fair value hierarchy, and as such, there is not readily available market values for most of the investments in our portfolio, and we value such investments at fair value as determined in good faith by the Valuation Designee under the direction of the Board of Directors using a documented valuation policy, described below, and a consistently applied valuation process. The factors that may be taken into account in pricing the investments at fair value include, as relevant, the nature and realizable value of any collateral, the Portfolio Company’s ability to make payments and its earnings and discounted cash flow, and the markets in which the Portfolio Company does business, comparison to publicly traded securities and other relevant factors. Available current market data are considered such as applicable market yields and multiples of publicly traded securities, comparison of financial ratios of peer companies, and changes in the interest rate environment and the credit markets that may affect the price at which similar investments would trade in their principal market, and other relevant factors. When an external event such as a

purchase transaction, public offering or subsequent equity sale occurs, the Valuation Designee will consider the pricing indicated by the external event to corroborate or revise its valuation.

With respect to investments for which market quotations are not readily available, or for which market quotations are deemed not reflective of the fair value, the valuation procedures adopted by our Board of Directors contemplates a multi-step valuation process each quarter, as described below:

(1)Our quarterly valuation process begins with each Portfolio Company or investment being initially valued by the investment professionals of our Investment Adviser, the Valuation Designee, responsible for the Portfolio Company or investment;

(2)We engage an independent valuation firm (the “Independent Valuation Adviser”) to provide independent valuations of the investments for which market quotations are not readily available, or are readily available but deemed not reflective of the fair value of an investment. The Independent Valuation Adviser independently values such investments using quantitative and qualitative information provided by the investment professionals of our Investment Adviser as well as any market quotations obtained from independent pricing services, brokers, dealers or market dealers. The Independent Valuation Adviser also provides analyses to support their valuation methodology and calculations. The Independent Valuation Adviser provides an opinion on a final range of values on such investments to the Valuation Designee. The Independent Valuation Adviser defines fair value in accordance with ASC 820 and utilizes valuation techniques including the market approach, the income approach or both;

(3)The Independent Valuation Adviser’s preliminary valuations are reviewed by our Investment Adviser, in its capacity as the Valuation Designee. The Independent Valuation Adviser’s ranges are compared to our Investment Adviser’s valuations to ensure our Investment Adviser’s valuations are reasonable;

(4)The Valuation Designee determines the valuations of our investments in good faith, within the meaning of the Investment Company Act, based on the input of the Independent Valuation Adviser, and provides the valuation determinations to the Audit Committee of the Board of Directors;

(5)The Audit Committee of our Board of Directors reviews valuation information provided by the Valuation Designee and the Independent Valuation Adviser. The Audit Committee then will discuss such valuation determinations; and

(6)Our Board of Directors further discusses the valuation determinations of the Valuation Designee, based on the input of the Independent Valuation Adviser.

Valuation of Other Financial Assets and Financial Liabilities

ASC 825, Financial Instruments, permits an entity to choose, at specified election dates, to measure certain assets and liabilities at fair value (the “Fair Value Option”). We have not elected the Fair Value Option to report selected financial assets and financial liabilities. Debt issued by the Company is reported at amortized cost (see Note 6 to the consolidated financial statements). The carrying value of all other financial assets and liabilities approximates fair value due to their short maturities or their close proximity of the originations to the measurement date.

Realized Gains or Losses

Security transactions are accounted for on a trade date basis. Realized gains or losses on investments are calculated by using the specific identification method. Securities that have been called by the issuer are recorded at the call price on the call effective date.

Investment Income Recognition

Interest Income

Interest income is recorded on an accrual basis and includes the accretion of discounts and amortization of premiums. Discounts from and premiums to par value on debt investments purchased are accreted/amortized into interest income over the life of the respective security using the effective interest method. The amortized cost of debt investments represents the original cost, including loan origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion of discounts and amortization of premiums, if any.

PIK Income

The Company may have loans in its portfolio that contain payment-in-kind (“PIK”) provisions. PIK represents interest that is accrued and recorded as interest income at the contractual rates, increases the loan principal on the respective capitalization dates, and is generally due at maturity. Such income is included in interest income in the Company’s statement of operations. If at any point the Company believes PIK is not expected to be realized, the investment generating PIK will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest is generally reversed through interest income. To maintain the Company’s status as a RIC, this non-cash source of income must be paid out to unitholders in the form of dividends, even though the Company has not yet collected cash. During the year ended December 31, 2024, PIK income earned was $0.3 million. During the period from December 4, 2023 (inception) to December 31, 2023, there were no loans generating PIK income.

Dividend Income

Dividend income on preferred equity securities are recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies. To the extent a preferred equity security contains PIK provisions, PIK dividends, computed at the contractual rate specified in each applicable agreement, are accrued and recorded as dividend income and added to the principal balance

of the preferred equity security. PIK dividends added to the principal balance are generally collected upon redemption of the equity. Dividend Income is recorded in Other income in our Consolidated Statements of Operations.

Fee Income

The Company may receive various fees in the ordinary course of business such as structuring, consent, waiver, amendment, syndication and commitment fees as well as fees for managerial assistance rendered by the Company to the Portfolio Companies. Such fees are recognized as income when earned or the services are rendered. Fee Income is recorded in Other income in our Consolidated Statements of Operations.

Non-Accrual Income

Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a loan is placed on non-accrual status. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in management’s judgment, are likely to remain current. Management may make exceptions to this treatment and determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. As of December 31, 2024 and December 31, 2023, there were no loans placed on non-accrual status.

Expenses

Expenses include management fees, performance-based incentive fees, interest expense, insurance expenses, administrative service fees, legal fees, Board of Directors’ fees, audit and tax service expenses, third-party valuation fees and other general and administrative expenses. Expenses are recognized on an accrual basis.

Organization Costs

Costs associated with the organization of the Company were expensed as incurred. These expenses consisted primarily of legal fees and other costs of organizing the Company.

Offering Costs

Costs associated with the offering of the Company’s units are capitalized as “deferred offering costs” on the Consolidated Statements of Assets and Liabilities and amortized on a straight-line basis over a twelve-month period from incurrence. These expenses consist primarily of legal fees and other costs incurred in connection with the Company’s continuous offering.

Deferred Financing Costs

Deferred financing costs represent fees and other direct incremental costs incurred in connection with the Company’s borrowings. These expenses are deferred and amortized into interest expense over the life of the related debt instrument using the straight-line method. Deferred financing costs related to revolving credit facilities are presented separately as an asset on the Company’s Consolidated Statements of Assets and Liabilities.

Administration Agreement

On October 27, 2023, the Company entered into an administration agreement (the “Administration Agreement”), under which Alter Domus (US) LLC (the “Administrator”) is responsible for providing various accounting and administrative services to us. In particular, pursuant to the Administration Agreement, the Administrator is responsible for providing or overseeing the performance of required administrative services and professional services rendered by others, which includes (but is not limited to), accounting, legal, compliance, operations, technology and investor relations, and preparation of financial reports provided to the Company’s unitholders and filed with the SEC.

Distributions

Distributions to common unitholders are recorded on the record date. The amount to be paid out as a distribution is determined by the Board of Directors and will depend on the Company’s earnings, financial condition, maintenance of our tax treatment as a RIC, compliance with applicable BDC regulations and such factors as the Board may deem relevant from time to time.

Unit Repurchases

In connection with the Company’s unit repurchase programs, the cost of units repurchased is charged to member’s capital on the trade date. There were no unit repurchases during the year ended December 31, 2024 or the period from December 4, 2023 (inception) to December 31, 2023.

Federal and State Income Taxes

We have elected to be treated as a RIC under the Code and operate in a manner so as to qualify for the tax treatment applicable to RICs. To qualify as a RIC, the Company must (among other requirements) meet certain source-of-income and asset diversification requirements and timely distribute to its unitholders at least 90% of its investment company taxable income as defined by the Code, for each year. The Company (among other requirements) intends to make the requisite distributions to its unitholders, which will generally relieve the Company from corporate-level income taxes. For income tax purposes, distributions made to unitholders are reported as ordinary income, capital gains, non-taxable return of capital, or a combination thereof. The tax character of distributions paid to unitholders may include return of capital, however, the exact amount cannot be determined until we file Form 1099s. The character of income and gains to be distributed is determined in accordance with income tax regulations that may differ from U.S. GAAP. Book and tax basis differences relating to unitholder dividend and distributions and other permanent book and tax difference are reclassified to Common units on the Consolidated Statements of Assets and Liabilities.

If we do not distribute (or are not deemed to have distributed) at least 98% of our annual ordinary income for the calendar year and 98.2% of our capital gain net income for the 1-year period ending on October 31 in that calendar year, we will generally be required to pay excise tax equal to 4% of the amount by which 98% of our annual ordinary income and 98.2% of our capital gains exceed the distributions from such taxable income for the year. To the extent that we determine that our estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such taxable income, we accrue excise taxes, if any, on estimated undistributed taxable income.

If we fail to satisfy the annual distribution requirement or otherwise fail to qualify as a RIC in any taxable year, we would be subject to tax on all of our taxable income at regular corporate rates. Distribution would generally be taxable to our individual and other non-corporate taxable unitholders as ordinary dividend income eligible for the reduced maximum rate applicable to qualified dividend income to the extent of our current and accumulated earnings and profits provided certain holding period and other requirements are met. Subject to certain limitation under the Code, corporate distributions would be eligible for the dividend-received deduction. To qualify again to be taxed as a RIC in a subsequent year, we would be required to distribute to our unitholders our accumulated earnings and profits attributable to non-RIC years. In addition, if we failed to qualify as a RIC for a period greater than two taxable years, then, in order to qualify as a RIC in a subsequent year, we would be required to elect to recognize and pay tax on any net built-in gain (the excess of aggregate gain, including items of income, over aggregate loss that would have been realized if we had been liquidated) or, alternatively, be subject to taxation on such built-in gain recognized for a period of five years.

We follow ASC 740, Income Taxes (“ASC 740”). ASC 740 provides guidance for how unrecognized tax benefits should be recognized, measured, presented, and disclosed in the consolidated financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing our tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. Penalties or interest, if applicable, that may be assessed relating to income taxes would be classified as other operating expenses in the consolidated financial statements. Management’s determinations regarding ASC 740 may be subject to review and adjustment at a later date based upon factors including, but not limited to, an on-going analysis of tax laws, regulations and interpretations thereof. The Company’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three fiscal years after they are filed.

Segment Reporting

In accordance with ASC Topic 280, Segment Reporting (“ASC 280”), the Company has determined that it has a single operating and reporting segment. Our Chief Executive Officer is the Company’s Chief Operating Decision Maker (“CODM”). While the Company lends to and separately evaluates the performance of each portfolio company in which it invests across various industries, the CODM evaluates and monitors performance of the business on an aggregated basis. Further, each investment is evaluated and managed using similar processes and shared operations support functions such as deal origination, underwriting, documentation, loan and compliance administration in addition to administrative functions of human resources, legal, finance and information technology. See Note 12 to the consolidated financial statements for additional information.

Recent Accounting Pronouncements

The Company considers the applicability and impact of all accounting standard updates (“ASU”) issued by the Financial Accounting Standards Board (the “FASB”). ASUs not listed were assessed by the Company and either determined to be not applicable or expected to have minimal impact on its consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which enhances disclosure requirements about significant segment expenses that are regularly provided to the CODM. ASU 2023-07, among other things, (i) requires a single segment public entity to provide all of the disclosures as required by ASC 280, (ii) requires a public entity to disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources and (iii) provides the ability for a public entity to elect more than one performance measure. ASU 2023-07 is effective for the fiscal years beginning after December 15, 2023, and interim periods beginning with the first quarter ended March 31, 2025. Early adoption is permitted and retrospective adoption is required for all prior periods presented. The Company has adopted ASU 2023-07 effective December 31, 2024 and concluded that the application of this guidance did not have any material impact on its consolidated financial statements. See Note 12 for more information on the effects of the adoption of ASU 2023-07.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”), which intends to improve the transparency of income tax disclosures. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be adopted on a prospective basis with the option to apply retrospectively. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (“ASU 2024-03”), which requires disaggregated disclosure of certain costs and expenses, including purchases of inventory, employee compensation, depreciation, amortization and depletion, within relevant income statement captions. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods beginning with the first quarter ended March 31, 2028. Early adoption and retrospective application is permitted. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its consolidated financial statements.

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Agreements and Related Party Transactions

12 Months Ended

Dec. 31, 2024

Related Party Transactions [Abstract]

Agreements and Related Party Transactions

Note 3. Agreements and Related Party Transactions

Investment Advisory Agreement

On September 25, 2023, the Company entered into an investment advisory agreement (the “Investment Advisory Agreement”) between the Company and the Investment Adviser. The Investment Adviser, subject to the overall supervision of the Board of Directors, manages our day-to-day operations and provides investment advisory and management services to the Company. The Investment Adviser is an indirect subsidiary of Jefferies Finance LLC (“JFIN”), a Delaware limited liability company, and a registered investment adviser under the Advisers Act. JFIN is a joint venture between (i) Jefferies Financial Group Inc. (a publicly traded company and the parent company for Jefferies LLC (“Jefferies”), a global securities and investment banking firm), and (ii) Massachusetts Mutual Life Insurance Company. The Investment Adviser, together with JFIN and its subsidiaries are referred to herein collectively as “Jefferies Finance.”

The Investment Advisory Agreement is effective for an initial two-year term and thereafter will continue for successive annual periods provided that such continuance is specifically approved annually by a majority of the Board of Directors or by the holders of a majority of the Company’s outstanding voting securities and, in each case, a majority of the independent directors. The Investment Advisory Agreement may, on 60 days’ written notice to the other party, be terminated in its entirety at any time without the payment of any penalty, by our Board of Directors, or by vote of a majority of our outstanding voting securities, on the one hand, or by the Investment Adviser, on the other hand. The Investment Advisory Agreement will automatically terminate in the event of its assignment within the meaning of the Investment Company Act and related SEC guidance and interpretations.

The Company will pay the Investment Adviser a fee for its services under the Investment Advisory Agreement consisting of two components: a management fee and an incentive fee. The cost of both the management fee and the incentive fee is subject to the Fee Waiver (defined below).

Management Fee

The management fee will be payable quarterly in arrears at an annual rate of 1.25% of our net assets. The management fee will be calculated based on the average value of our net assets at the end of the most recently completed calendar quarter. Net assets means the Company’s total assets less liabilities determined on a consolidated basis in accordance with U.S. GAAP.

Incentive Fee

The incentive fee will consist 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 a percentage of our income and a portion is based on a percentage of our capital gains, each as described below.

(1) Incentive Fee Based on Income

The portion of the incentive fee that is based on a percentage of our income is based on Pre-Incentive Fee Net Investment Income Returns. “Pre-Incentive Fee Net Investment Income Returns” means, as the context requires, either the dollar value of, or percentage rate of return on the value of our net assets at the end of the immediate preceding quarter from, interest income, dividend income and any other income (including any other fees (other than fees for providing managerial assistance), such as commitment, origination, structuring, diligence and consulting fees or other fees that we receive from Portfolio Companies) accrued during the calendar quarter, minus our operating expenses accrued for the quarter (including the management fee, expenses payable under an Administration Agreement with our Administrator, and any interest expense or fees on any credit facilities, but excluding the incentive fee and any unitholder servicing and/or distribution fees).

Pre-Incentive Fee Net Investment Income Returns include, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with PIK interest and zero coupon securities), accrued income that we have not yet received in cash. Pre-Incentive Fee Net Investment Income Returns do not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. The impact of expense support payments and recoupments are also excluded from Pre-Incentive Fee Net Investment Income Returns.

Pre-Incentive Fee Net Investment Income Returns, expressed as a rate of return on the value of our net assets at the end of the immediate preceding quarter, is compared to a “hurdle rate” of return of 1.75% per quarter (7.0% annualized).

We will pay the Investment Adviser an incentive fee quarterly in arrears with respect to our Pre-Incentive Fee Net Investment Income Returns in each calendar quarter as follows:

•No incentive fee based on Pre-Incentive Fee Net Investment Income Returns in any calendar quarter in which our Pre-Incentive Fee Net Investment Income Returns do not exceed the hurdle rate of 1.75% per quarter (7.0% annualized);

•100% of the dollar amount of our Pre-Incentive Fee Net Investment Income Returns with respect to that portion of such Pre-Incentive Fee Net Investment Income Returns, if any, that exceeds the hurdle rate but is less than a rate of return of 2.00% (8.00% annualized). We refer to this portion of our Pre-Incentive Fee Net Investment Income Returns (which exceeds the hurdle rate but is less than 2.00%) as the

“catch-up.” The “catch-up” is meant to provide the Investment Adviser with approximately 12.5% of our Pre-Incentive Fee Net Investment Income Returns as if a hurdle rate did not apply if this net investment income exceeds 2.00% in any calendar quarter; and

•12.5% of the dollar amount of our Pre-Incentive Fee Net Investment Income Returns, if any, that exceed a rate of return of 2.00% (8.00% annualized). This reflects that once the hurdle rate is reached and the catch-up is achieved, 12.5% of all Pre-Incentive Fee Net Investment Income Returns thereafter are allocated to the Investment Adviser.

These calculations are prorated for any period of less than three months and adjusted for any units issued or repurchased during the relevant quarter.

(2) Incentive Fee Based on Capital Gains

The second component of the incentive fee, the capital gains incentive fee, is payable at the end of each calendar quarter in arrears. The amount payable equals:

•12.5% of cumulative realized capital gains from inception through the end of such calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid incentive fee on capital gains as calculated in accordance with U.S. GAAP.

Each year, the fee paid for the capital gains incentive fee is net of the aggregate amount of any previously paid capital gains incentive fee for all prior periods. We will accrue, but will not pay, a capital gains incentive fee with respect to unrealized appreciation because a capital gains incentive fee would be owed to the Investment Adviser if we were to sell the relevant investment and realize a capital gain. In no event will the capital gains incentive fee payable pursuant to the Investment Advisory Agreement be in excess of the amount permitted by the Advisers Act, including Section 205 thereof.

The fees that are payable under the Investment Advisory Agreement for any partial period will be appropriately prorated. For the avoidance of doubt, the incentive fee will be calculated net of our expenses.

Fee Waiver Agreement

The Investment Adviser has contractually agreed to waive the management fee and the incentive fee through December 31, 2025 (the “Fee Waiver”), unless sooner terminated by (a) the vote of a majority of our Independent Directors and (b) by a vote of a majority of our Board of Directors, or of a majority of our outstanding voting securities, as defined in the Investment Company Act. Notwithstanding the foregoing, the Investment Adviser has contractually agreed that the waiver of the management fee and the incentive fee may not be modified or terminated unless approved by a vote of a majority of our voting securities, as defined in the Investment Company Act. Amounts waived pursuant to the Fee Waiver will not be subject to any right of future recoupment in favor of the Investment Adviser.

For the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023, the Company recognized $1.3 million and $0.1 million, respectively, of management fees, and $1.1 million and $0.2 million, respectively, of incentive fees before the impact of waived fees. For the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023, $1.3 million and $0.1 million, respectively, of management fees were waived, and $1.1 million and $0.2 million, respectively, of incentive fees were waived.

As of December 31, 2024 and December 31, 2023, management and incentive fees payable were $0.0 million.

Co-Investment Exemptive Relief

Together with the Investment Adviser, we received an exemptive order from the SEC that permits us to participate in co-investment transactions with certain affiliates of the Investment Adviser and certain funds managed and controlled by the Investment Adviser and its affiliates in transactions that involve the negotiation of certain terms of the securities or loans to be purchased (in addition to price-related terms), subject to certain terms and conditions. Co-investment transactions involving the negotiation of only price-related terms will be entered into in reliance on SEC staff no-action letters. We intend to co-invest, from time to time, with other Accounts (as defined below) (including co-investment or other vehicles in which the Investment Adviser or its personnel invest and that co-invest with such other Accounts) in portfolio investments that are suitable for both the Company and such other Accounts. “Accounts” means Jefferies Finance’s own accounts, accounts of Jefferies Finance’s clients, including separately managed accounts (or separate accounts), pooled investment vehicles and collateralized loan obligations that are sponsored, managed or advised by Jefferies Finance or other Affiliate Investment Advisers (as defined below). “Affiliate Investment Advisers” means Accounts advised by our Investment Adviser or investment advisers that are affiliated with us. Even if the Company and such other Accounts invest in the same securities, conflicts of interest may still arise. For example, it is possible that as a result of legal, tax, political, regulatory, accounting or other considerations, the terms of such investment (including with respect to price and timing) for the Company and/or such other Accounts may not be the same. Additionally, the Company and/or such other Accounts may have different expected termination dates and/or investment objectives (including target return profiles) and the Investment Adviser, as a result, may have conflicting goals with respect to the price and timing of disposition opportunities.

JFIN Bridge Loan Agreement

On December 4, 2023, the Company entered into a loan agreement (the “Bridge Facility”) with the Company as the borrower and JFIN as the lender. Under the Bridge Facility, JFIN loaned the Company an aggregate principal amount of $71.7 million. Such principal amount and interest accrued thereon was repaid in its entirety on December 7, 2023, and the Bridge Facility was subsequently terminated.

Warehouse Portfolio Transaction

On December 4, 2023, the Company acquired an initial portfolio of loans and commitments for $71.7 million pursuant to a sale and contribution agreement, dated June 30, 2023, by and among the Company and JFIN and certain of its wholly-owned subsidiaries.

JFIN Investment

On March 3, 2023, Jefferies Credit Partners LLC, an affiliate of the Investment Adviser, purchased 1,000 common units for $1,000.

Due to Investment Adviser

Prior to the commencement of operations on December 7, 2023, the Investment Adviser bore all organization and offering expenses in connection with the formation of the Company and the initial closing of the private offering. Following the commencement of operations, the Company will reimburse the Investment Adviser for these organization and offering costs up to a maximum aggregate amount of $1.5 million. Due to Investment Adviser of approximately $0.0 million and $1.6 million as of December 31, 2024 and December 31, 2023, respectively, in the Consolidated Statements of Assets and Liabilities included primarily the reimbursement amount owed for organization and offering costs.

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Investments

12 Months Ended

Dec. 31, 2024

Schedule of Investments [Abstract]

Investments

Note 4. Investments

The composition of the Company’s investment portfolio at cost and fair value as of December 31, 2024 was as follows (in thousands):

	Amortized Cost		% of Total Investments at Amortized Cost			Fair Value		% of Total Investments at Fair Value
First Lien Debt (1)	$	312,392		98.7	%	$	314,855		98.8	%
Common Stock		3,694		1.2	%		3,500		1.1	%
Preferred Stock		285		0.1	%		274		0.1	%
Total	$	316,371		100.0	%	$	318,629		100.0	%

(1)First lien debt consists of first lien term loans, first lien, last-out term loans, first lien delayed draw term loans and first lien revolvers.

The composition of the Company’s investment portfolio at cost and fair value as of December 31, 2023 was as follows (in thousands):

	Amortized Cost		% of Total Investments at Amortized Cost			Fair Value		% of Total Investments at Fair Value
First Lien Debt (1)	$	105,495		100.0	%	$	106,888		100.0	%
Total	$	105,495		100.0	%	$	106,888		100.0	%

(1)First lien debt consists of first lien term loans, first lien delayed draw term loans and first lien revolvers.

The industry composition of investments as of December 31, 2024 at amortized cost and fair value was as follows (in thousands):

	December 31, 2024
	Investments at Amortized Cost		% of Investments at Amortized Cost			Investments at Fair Value		% of Investments at Fair Value
Software	$	54,539		17.2	%	$	54,865		17.2	%
Health Care Providers & Services		38,626		12.3	%		38,718		12.1	%
Professional Services		35,829		11.3	%		36,235		11.4	%
Insurance		27,611		8.7	%		27,927		8.8	%
Trading Companies & Distributors		24,653		7.8	%		24,952		7.8	%
IT Services		19,060		6.0	%		19,258		6.0	%
Health Care Technology		16,136		5.1	%		16,152		5.0	%
Diversified Consumer Services		15,331		4.8	%		15,314		4.8	%
Electrical Equipment		12,995		4.1	%		12,972		4.1	%
Electronic Equipment, Instruments & Components		12,628		4.0	%		12,707		4.0	%
Air Freight & Logistics		9,779		3.1	%		9,724		3.1	%
Commercial Services & Supplies		9,729		3.1	%		9,741		3.1	%
Life Sciences Tools & Services		9,681		3.1	%		9,729		3.1	%
Financial Services		8,883		2.8	%		8,934		2.8	%
Health Care Equipment & Supplies		7,794		2.5	%		7,991		2.5	%
Machinery		6,697		2.1	%		6,745		2.1	%
Chemicals		6,400		2.0	%		6,665		2.1	%
Total	$	316,371		100.0	%	$	318,629		100.0	%

The industry composition of investments as of December 31, 2023 at amortized cost and fair value was as follows (in thousands):

	December 31, 2023
	Investments at Amortized Cost		% of Investments at Amortized Cost			Investments at Fair Value		% of Investments at Fair Value
Software	$	24,808		23.5	%	$	24,865		23.3	%
Professional Services		15,810		15.0	%		16,260		15.2	%
Health Care Providers & Services		15,584		14.8	%		15,630		14.6	%
Trading Companies & Distributors		9,805		9.3	%		9,803		9.2	%
Air Freight & Logistics		7,866		7.5	%		7,967		7.4	%
Electronic Equipment, Instruments & Components		6,996		6.6	%		7,068		6.6	%
IT Services		6,862		6.5	%		7,037		6.6	%
Health Care Equipment & Supplies		6,458		6.1	%		6,689		6.3	%
Chemicals		5,768		5.5	%		5,880		5.5	%
Insurance		5,004		4.7	%		5,137		4.8	%
Financial Services		534		0.5	%		552		0.5	%
Total	$	105,495		100.0	%	$	106,888		100.0	%

The geographic composition of investments as of December 31, 2024 at cost and fair value was as follows (in thousands):

	December 31, 2024
	Amortized Cost		Fair Value		% of Total Investments at Fair Value			Fair Value as % of Net Assets
United States	$	316,371	$	318,629		100.0	%		206.5	%
Total	$	316,371	$	318,629		100.0	%		206.5	%

The geographic composition of investments as of December 31, 2023 at cost and fair value was as follows (in thousands):

	December 31, 2023
	Amortized Cost		Fair Value		% of Total Investments at Fair Value			Fair Value as % of Net Assets
United States	$	105,495	$	106,888		100.0	%		130.7	%
Total	$	105,495	$	106,888		100.0	%		130.7	%

As of December 31, 2024 and December 31, 2023, there were no investments in the portfolio on non-accrual status.

As of December 31, 2024 and December 31, 2023, on a fair value basis, 99.9% and 100.0% of debt investments, respectively, bore interest at a variable rate that may be determined by reference to either the CORRA, SOFR or an alternative base rate.

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Fair Value Measurements

12 Months Ended

Dec. 31, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurements

Note 5. Fair Value Measurements

The following table presents the fair value of investments as of December 31, 2024, disaggregated into the three levels of the fair value hierarchy in accordance with ASC 820 (in thousands):

	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
First Lien Debt (1)	$	—	$	—	$	314,855	$	314,855
Common Stock		—		—		3,500		3,500
Preferred Stock		—		—		274		274
Total	$	—	$	—	$	318,629	$	318,629

(1)First lien debt consists of first lien term loans, first lien, last-out term loans, first lien delayed draw term loans and first lien revolvers.

The following table presents the fair value of investments as of December 31, 2023, disaggregated into the three levels of the fair value hierarchy in accordance with ASC 820 (in thousands):

	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
First Lien Debt (1)	$	—	$	—	$	106,888	$	106,888
Total	$	—	$	—	$	106,888	$	106,888

(1)First lien debt consists of first lien term loans, first lien delayed draw term loans and first lien revolvers.

The following tables present change for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 in the fair value of investments for which Level 3 inputs were used to determine fair value (in thousands):

	Year Ended December 31, 2024
	First Lien Debt			Preferred Stock			Common Stock			Total
Fair value, beginning of period	$	106,888		$	—		$	—		$	106,888
Purchases of investments (1)		215,715			274			3,694			219,683
Proceeds from principal repayments and sales of investments (1)		(10,248	)		—			—			(10,248	)
Accretion of discount/amortization of premium (1)		3,414			—			—			3,414
Payment-in-kind interest and fees capitalized		406			11			—			417
Net realized gain (loss) on investments		(2,390	)		—			—			(2,390	)
Net change in unrealized appreciation (depreciation)		1,070			(11	)		(194	)		865
Fair value, end of period	$	314,855		$	274		$	3,500		$	318,629
Net change in unrealized appreciation (depreciation) related to financial instruments still held as of December 31, 2024	$	1,070		$	(11	)	$	(194	)	$	865

(1)Includes reorganizations and restructuring of investments.

	For the period from December 4, 2023 (Inception) to December 31, 2023
	First Lien Debt			Preferred Stock		Common Stock		Total
Fair value, beginning of period	$	—		$	—	$	—	$	—
Purchases of investments		110,637			—		—		110,637
Proceeds from principal repayments and sales of investments		(5,443	)		—		—		(5,443	)
Accretion of discount/amortization of premium		42			—		—		42
Payment-in-kind interest and fees capitalized		—			—		—		—
Net realized gain		259			—		—		259
Net change in unrealized appreciation (depreciation)		1,393			—		—		1,393
Fair value, end of period	$	106,888		$	—	$	—	$	106,888
Net change in unrealized appreciation (depreciation) related to financial instruments still held as of December 31, 2023	$	1,393		$	—	$	—	$	1,393

Transfers between levels, if any, are recognized at the beginning of the period in which the transfers occur. For the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023, there were no transfers into or out of Level 3.

The following tables present quantitative information about the significant unobservable inputs of the Company’s Level 3 financial instruments as of December 31, 2024 and December 31, 2023. The tables are not intended to be all-inclusive but instead capture the significant unobservable inputs relevant to the Company’s determination of fair value.

	December 31, 2024
					Range
	Fair Value (in thousands)		Valuation Technique	Unobservable Input	Low	High	Weighted Average (1)
Investments in first lien debt	$	314,855	Yield analysis	Discount rate	8.0%	12.8%	9.0%
Investments in common stock		3,500	Market approach	Transaction multiples	12.2x	12.2x	12.2x
		—	Market approach	Market multiples	14.1x	14.1x	14.1x
		—	Discounted cash flows	Discount rate	15.2%	15.2%	15.2%
Investments in preferred stock		274	Yield analysis	Discount rate	17.1%	17.1%	17.1%
	$	318,629

(1)Weighted averages are calculated based on fair value of investments.

	December 31, 2023
					Range
	Fair Value (in thousands)		Valuation Technique	Unobservable Input	Low	High	Weighted Average (1)
Investments in first lien debt	$	106,888	Yield analysis	Discount rate	8.6%	11.9%	9.7%

(1)Weighted averages are calculated based on fair value of investments.

The significant unobservable input used in the yield analysis and discounted cash flows is the discount rate based on comparable market yields. Significant increases or decreases in discount rates would result in a significantly lower or higher fair value measurement. The significant unobservable inputs used in the market approach are based on market comparable transactions and market multiples of publicly traded comparable companies. Increases or decreases in market comparable transactions or market multiples would result in an increase or decrease, in the fair value.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Additionally, the fair value of the Company’s investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that the Company may ultimately realize. Further, such investments are generally subject to legal and other restrictions on resale or otherwise are less liquid than publicly traded securities. If the Company was required to liquidate a portfolio investment in a forced or liquidation sale, it could realize significantly less than the value at which the Company has recorded it. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the unrealized appreciation or depreciation reflected in the valuations currently assigned.

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Debt

12 Months Ended

Dec. 31, 2024

Debt Disclosure [Abstract]

Debt

Note 6. Debt

In accordance with the Investment Company Act, with certain limitations, the Company is allowed to borrow amounts such that its asset coverage, as defined in the Investment Company Act, is at least 150% after such borrowing. As of December 31, 2024 and December 31, 2023, the Company’s asset coverage was 188.9% and 223.4%, respectively.

The Company’s outstanding debt obligations as of December 31, 2024 were as follows (in thousands):

	December 31, 2024
	Aggregate Principal Committed		Outstanding Principal		Carrying Value		Fair Value (1)		Unused Portion (2)		Amount Available (3)
Senior Secured Credit Facility	$	300,000	$	173,603	$	173,603	$	172,735	$	126,397	$	11,535
Total Debt Obligations	$	300,000	$	173,603	$	173,603	$	172,735	$	126,397	$	11,535

(1)The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of December 31, 2024.

(2)The unused portion is the amount upon which commitment fees, if any, are based.

(3)The amount available reflects any limitations related to each respective credit facility’s borrowing base.

The Company’s outstanding debt obligations as of December 31, 2023 were as follows (in thousands):

	December 31, 2023
	Aggregate Principal Committed		Outstanding Principal		Carrying Value		Fair Value (1)		Unused Portion (2)		Amount Available (3)
Senior Secured Credit Facility	$	200,000	$	66,294	$	66,294	$	65,631	$	133,706	$	79
Total Debt Obligations	$	200,000	$	66,294	$	66,294	$	65,631	$	133,706	$	79

(1)The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of December 31, 2023.

(2)The unused portion is the amount upon which commitment fees, if any, are based.

(3)The amount available reflects any limitations related to each respective credit facility’s borrowing base.

The following table summarizes the average and maximum debt outstanding, and the interest and debt issuance cost for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands):

	Year Ended			For the period from December 4, 2023 (inception) to
	December 31, 2024			December 31, 2023
Average debt outstanding	$	101,219		$	60,753
Maximum amount of debt outstanding	$	173,603		$	71,713
Weighted average annualized interest cost (1)		8.41	%		8.90	%
Annualized amortized debt issuance cost		0.17	%		0.23	%
Total annualized interest cost		8.58	%		9.13	%
Weighted average 1-month SOFR rate		5.11	%		5.38	%

(1)Includes the stated interest expense and commitment fees on the unused portion of the Senior Secured Credit Facility. Commitment fees for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 were $0.6 million and $0.1 million, respectively.

The components of interest expense for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 were as follows (in thousands):

	Year Ended December 31, 2024		For the period from December 4, 2023 (Inception) to December 31, 2023
Borrowing interest expense	$	7,947	$	366
Facility undrawn and unused fees		553		49
Amortization of financing costs and debt issuance costs		521		36
Total interest expense	$	9,021	$	451

Senior Secured Credit Facility

On December 7, 2023, the Company’s wholly owned, consolidated subsidiary, SCI BDC SPV I LLC (the “SPV”), entered into a loan and security agreement (the “Senior Secured Credit Facility”), with the SPV as borrower, JPMorgan Chase Bank, National Association, as the administrative agent, the lenders from time to time parties thereto (the “Lenders”), the Company as the portfolio manager, and The Bank of New York Mellon Trust Company, National Association, as the collateral administrator, the collateral agent and securities intermediary.

The aggregate lender commitments under the Senior Secured Credit Facility are $200 million with an additional $200 million committed beginning 12 months from the effective date, and an uncommitted accordion feature that would allow the SPV to borrow up to an additional $100 million. On December 31, 2024 the Senior Secured Credit Facility was amended to (a) increase in the maximum facility amount to $300.0 million on the effective date of the Amendment, (b) extend the reinvestment period under the Credit Agreement to December 7, 2028, (c) extend the scheduled termination date to December 7, 2029, and (d) a scheduled increase in the maximum facility amount under the Credit Agreement to $400.0 million on June 7, 2025. The Senior Secured Credit Facility matures on December 7, 2029, unless there is an earlier termination or an acceleration following an event of default. In connection with the Senior Secured Credit Facility, the Company has also entered into an equity commitment letter with the SPV, for the benefit of the Lenders, pursuant to which the Company may be required to contribute cash proceeds to the SPV upon the occurrence of a “Market Value Event” or an “Event of Default.”

Borrowings under the Senior Secured Credit Facility will bear interest at Term SOFR or a Base Rate, in each case plus an applicable margin equal to 2.15% for borrowings that reference Term SOFR and 1.15% for borrowings that reference the Base Rate. The Company will also pay a fee of 0.50% on average daily undrawn amounts under the Senior Secured Credit Facility for the first 12 months from the effective date, 0.65% from December 8, 2024 through June 7, 2025, and 0.75% thereafter. In addition, under the Senior Secured Credit Facility, the Company is required to utilize a minimum amount of the financing commitments (such amount, the “Minimum Utilization Amount”), with unused amounts below such Minimum Utilization Amount accruing a fee.

The Senior Secured Credit Facility is secured by all of the SPV’s assets. The SPV’s assets and liabilities are not available to satisfy debts and obligations of Senior Credit Investments LLC. Assets and liabilities of the SPV as of December 31, 2024 and December 31, 2023 are as follows (in thousands):

	December 31, 2024		December 31, 2023
Assets
Investments at fair value (1)	$	309,489	$	106,898
Restricted cash		6,698		468
Interest receivable		1,860		485
Deferred financing costs		3,502		2,561
Prepaid expenses and other assets		42		119
Total assets	$	321,591	$	110,531
Liabilities
Debt	$	173,603	$	66,294
Interest payable		2,922		368
Accrued expenses and other liabilities		52		22
Total liabilities	$	176,577	$	66,684

(1)Investments at fair value do not include certain investments which are not held at the SPV.

Both the SPV and the Company have made customary representations and warranties and are required to comply with various covenants, reporting requirements and other customary requirements for similar credit facilities. As of December 31, 2024 and December 31, 2023, the Company was in compliance with all covenants and other requirements of the Senior Secured Credit Facility.

JFIN Bridge Loan Agreement

On December 4, 2023, the Company entered into the Bridge Facility with the Company as the borrower and JFIN as the lender, under which JFIN loaned the Company an aggregate principal amount of $71.7 million. Such principal amount and interest accrued was repaid in its entirety on December 7, 2023, and the Bridge Facility was subsequently terminated.

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Member's Capital

12 Months Ended

Dec. 31, 2024

Partners' Capital Notes [Abstract]

Member's Capital

Note 7. Member’s Capital

Under the terms of our limited liability agreement, the Company is authorized to issue up to 1,000,000,000 common units.

On March 3, 2023, Jefferies Credit Partners LLC, an affiliate of the Investment Adviser, purchased 1,000 common units of the Company for $1,000.

The following table summarizes the total common units issued and proceeds received related to the Company’s capital drawdowns for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands, except unit amounts):

Unit Issuance Date	Number of Units Issued		Aggregate Proceeds
December 7, 2023		29,958	$	55,998
December 27, 2023		13,618		25,000
July 18, 2024		8,007		15,000
August 15, 2024		4,002		7,500
September 3, 2024		6,778		12,500
October 1, 2024		2,694		5,000
October 16, 2024		2,681		5,000
November 13, 2024		5,482		10,000
December 2, 2024		11,028		20,000
Total		84,248	$	155,998

The following table summarizes transactions in common units Issued and proceeds received during the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands, except unit amounts):

	Year Ended December 31, 2024				For the period from December 4, 2023 (inception) to December 31, 2023
	Units		Amount		Units		Amount
Proceeds from units sold		40,672	$	75,000		43,576	$	80,998
Total		40,672	$	75,000		43,576	$	80,998

Net Asset Value per Unit and Offering Price

The Company determines NAV for its units as of the last day of each calendar month. Units are issued at an offering price equivalent to the most recent NAV per unit available, which will be the prior calendar day NAV per unit. The following table summarizes each month-end NAV per unit during the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023:

For the Month Ended	NAV Per Unit
December 31, 2023	$	1,834.62
January 31, 2024	$	1,846.89
February 29, 2024	$	1,856.35
March 31, 2024	$	1,859.46
April 30, 2024	$	1,874.90
May 31, 2024	$	1,849.67
June 30, 2024	$	1,864.36
July 31, 2024	$	1,866.19
August 31, 2024	$	1,844.16
September 30, 2024	$	1,856.08
October 31, 2024	$	1,814.21
November 30, 2024	$	1,813.58
December 31, 2024	$	1,810.37

Distributions

The Board authorizes and declares distribution amounts per unit. The following table presents distributions that were declared during the year ended December 31, 2024 (in thousands, except per unit data):

Declaration Date	Record Date	Payment Date	Per Unit		Amount
March 28, 2024	March 28, 2024	April 5, 2024	$	5.6624	$	252
May 13, 2024	May 28, 2024	June 6, 2024		37.1568		1,657
August 13, 2024	August 28, 2024	September 6, 2024		35.7895		2,025
October 31, 2024	October 31, 2024	November 13, 2024		62.9280		4,325
November 27, 2024	November 29, 2024	December 12, 2024		18.9414		1,406
December 27, 2024	December 27, 2024	January 30, 2025		22.2167		1,894
			$	182.6948	$	11,559

There were no distributions declared during the period from December 4, 2023 (inception) to December 31, 2023:

Dividend Reinvestment Plan

We have adopted a dividend reinvestment plan, pursuant to which we will reinvest all cash dividends or other distributions authorized by the Board of Directors and declared by the Company on behalf of unitholders who affirmatively elect to reinvest their dividends or other distributions. As a result, if the Board of Directors authorizes, and we declare, a cash dividend or other distribution, then unitholders who have elected to participate in our dividend reinvestment plan will have their cash distributions automatically reinvested in additional common units, rather than receiving the cash dividend or other distribution. Distributions on fractional units will be credited to each participating unitholder’s account to three decimal places.

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Net Increase in Net Assets Per Unit

12 Months Ended

Dec. 31, 2024

Earnings Per Unit [Abstract]

Net Increase in Net Assets Per Unit

Note 8. Net Increase in Net Assets Per Unit

The following sets forth the computation of basic and diluted earnings per unit for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands, except unit and per unit data):

	Year Ended December 31, 2024		For the period from December 4, 2023 (Inception) to December 31, 2023
Net increase in member's capital resulting from operations	$	9,110	$	781
Weighted average units outstanding		54,851		30,180
Net increase in net assets per unit resulting from operations - basic and diluted	$	166.09	$	25.88

Diluted net increase in net assets per unit resulting from operations is equal to basic net increase in net assets per unit resulting from operations because there were no common unit equivalents outstanding during the period presented.

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Commitments and Contingencies

12 Months Ended

Dec. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 9. Commitments and Contingencies

In the normal course of business, the Company enters into contracts that provide a variety of general indemnifications. Any exposure to the Company under these arrangements could involve future claims that may be made against the Company. Currently, no such claims exist or are expected to arise and, accordingly, the Company has not accrued any liability in connection with such indemnifications.

The Company has commitments to fund various revolving and first lien senior secured delayed draw term loans. As of December 31, 2024 and December 31, 2023, the total unfunded commitments were $61.9 million and $18.6 million, respectively.

The Company has entered into an equity commitment letter with the SPV, in connection with the Company’s Senior Secured Credit Facility. See Note 6 to the consolidated financial statements for additional information.

From time to time, the Company may become a party to certain legal proceedings incidental to the normal course of its business. As of December 31, 2024, management is not aware of any pending or threatened material litigation.

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Tax Information

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Tax Information

Note 10. Tax Information

For income tax purposes, distributions made to unitholders are reported as ordinary income, capital gains, non-taxable return of capital, or a combination thereof. The final determination of the tax character of distributions will not be made until we file our tax return for each tax year and the tax characteristics of all distributions will be reported to unitholders on Form 1099 or Form 1042-S after the end of each calendar year. The tax character of distributions paid to unitholders during the tax years ended December 31, 2024 and December 31, 2023 were as follows (in thousands):

	Year Ended December 31,		Year Ended December 31,
	2024		2023
Ordinary income	$	11,559	$	—
Capital gains		—		—
Return of capital		—		—
Total distributions paid to unitholders	$	11,559	$	—

Taxable income generally differs from net increase in net assets resulting from operations for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses, and generally excludes net unrealized appreciation or depreciation, as unrealized appreciation or depreciation are generally not included in taxable income until they are realized.

The following table shows the components of accumulated distributable earnings (losses) on a tax basis for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands):

	Year Ended December 31, 2024			For the period from December 4, 2023 (inception) to December 31, 2023
Undistributed ordinary income	$	104		$	257
Late year loss deferrals		(1,748	)
Other temporary differences		(759	)		(813	)
Unrealized appreciation (depreciation)		1,416			1,393
Total accumulated under-distributed (over-distributed) earnings	$	(987	)	$	837

As of December 31, 2024 and December 31, 2023, the Company’s aggregate unrealized appreciation and depreciation on investments based on cost for U.S. federal income tax purposes was as follows (in thousands):

	December 31, 2024			December 31, 2023
Tax Cost	$	317,213		$	105,495
Gross unrealized appreciation	$	2,155		$	1,467
Gross unrealized depreciation		(739	)		(74	)
Net unrealized investment appreciation (depreciation)	$	1,416		$	1,393

In general, we may make certain reclassifications to the components of member’s capital as a result of permanent book-to-tax differences and book-to-tax differences relating to nondeductible expenses. As of December 31, 2024, we adjusted undistributed net investment income by less than $0.1 million to $10.6 million and common units by $0.6 million to $155.3 million. As of December 31, 2023, we adjusted undistributed net investment income by less than $0.1 million to $0.8 million and common units by $0.1 million to $80.9 million. Total earnings and NAV were not affected.

To the extent that the Company determines that its estimated current year annual taxable income will exceed its estimated current year distributions from such taxable income, the Company accrues excise tax on estimated excess taxable income. For the year ended December 31, 2024, no excise tax

was recorded. For the period from December 4, 2023 (inception) to December 31, 2023, less than $0.1 million was recorded for U.S. federal excise tax, which is included in Other general and administrative expenses on the Consolidated Statement of Operations.

Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. Based on its analysis of its tax position for the current year, the Company has concluded that it does not have any unrecognized tax benefits that met the recognition or measurement criteria of ASC 740 and therefore, the Company did not record an expense related to unrecognized tax benefits on the Company’s consolidated financial statements.

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Financial Highlights

12 Months Ended

Dec. 31, 2024

Investment Company [Abstract]

Financial Highlights

Note 11. Financial Highlights

The following are the financial highlights for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands, except unit and per unit data):

	Year Ended December 31, 2024			For the period from December 4, 2023 (Inception) to December 31, 2023
Per Unit Data:
Net asset value at beginning of period	$	1,834.62		$	1.00
Net investment income (1)		193.92			(28.86	)
Net realized gains (losses) and unrealized appreciation (depreciation) (2)(8)		(35.48	)		1,862.48
Net increase (decrease) in member’s capital from operations		1,993.06			1,834.62
Distributions declared (3)		(182.69	)		-
Net asset value at end of period	$	1,810.37		$	1,834.62
Total return based on net asset value (4)		8.6	%	N/M
Units outstanding, end of period		85,248			44,576
Weighted average units outstanding		54,851			30,180
Ratio/Supplemental Data:
Member’s capital at end of period	$	154,331		$	81,780
Annualized ratio of net expenses to average member’s capital (5)		11.6	%		16.2	%
Annualized ratio of net expenses before voluntary waivers to average member’s capital (5)(6)		13.8	%		17.9	%
Annualized ratio of net investment income to average member’s capital (5)		10.4	%		5.6	%
Portfolio turnover rate (7)		0.0	%		12.0	%
Asset coverage ratio, end of period		188.9	%		223.4	%
Capital Commitments Data:
Capital commitments, end of period	$	300,000		$	300,000
Funded capital commitments, end of period	$	155,998		$	80,998
% of capital commitments funded		52.0	%		27.0	%

(1)The per unit data was derived by using the weighted average units outstanding during the period.

(2)The amount shown does not correspond with the aggregate amount for the period as it includes the effect of the timing of capital transactions.

(3)The per unit data for distributions was derived using the actual units outstanding at the date of the relevant transaction (refer to Note 7).

(4)Total return is calculated as the change in NAV per unit during the period, plus distributions per unit (assuming distributions are reinvested in accordance with the Company’s distribution reinvestment plan) divided by the beginning NAV per unit.

(5)Net expenses include interest expense and all other company operating expenses. Amounts are annualized with the exception of certain non-recurring expenses. Operating expenses may vary in the future based on the amount of capital raised and other unpredictable variables.

(6)Voluntary waivers include management fees and incentive fees.

(7)For the year ended December 31, 2024, there were no portfolio companies that repaid loans in full. Portfolio turnover rate for the period from December 4, 2023 (inception) to December 31, 2023 includes two portfolio companies which repaid loans in full between when the initial acquisition of a portfolio of loans and commitments was entered into on June 30, 2023, and when the transaction closed on December 4, 2023. See Note 3 to the consolidated financial statements for additional information.

(8)For the period from December 4, 2023, to December 31, 2023, the Company recorded $1.7 million of net realized gain and changes in unrealized appreciation, the majority of which occurred upon the Company’s initial acquisition of loans and commitments on December 4, 2023. See Note 3 of the consolidated financial statements for additional information.

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Segment Reporting

12 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

Segment Reporting

Note 12. Segment Reporting

The Company operates through a single operating and reporting segment with an investment objective to generate both current income and capital appreciation by investing primarily in senior secured loans to U.S. companies in the upper middle market. The CODM uses our consolidated net

investment income and net increase (decrease) in net assets resulting from operations as reported in the Consolidated Statements of Operations to assess the Company’s performance. Net Investment Income is comprised of consolidated total investment income and consolidated total net operating expenses, which are considered the key segment measures of profit or loss received by the CODM. In addition to other factors and metrics, the CODM utilizes net investment income as a key metric in determining distributions to be paid to the Company’s unitholders. As the Company’s operations comprise a single reporting segment, the segment assets are reflected on the accompanying Consolidated Statements of Assets and Liabilities as “total assets” and the significant segment expenses are listed on the accompanying Consolidated Statements of Operations.

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Subsequent Events

12 Months Ended

Dec. 31, 2024

Subsequent Events [Abstract]

Subsequent Events

Note 13. Subsequent Events

Management has evaluated subsequent events through the date of issuance of these consolidated financial statements and has determined that there are no subsequent events outside the ordinary scope of business that require adjustment to, or disclosure in, the consolidated financial statements other than those disclosed below.

The Company received $22.5 million of proceeds relating to the issuance of units for subscriptions effective after December 31, 2024.

On January 30, 2025, the Company’s Board of Directors declared a distribution of $16.8030 per common unit, which was paid on February 21, 2025 to unitholders of record as of January 31, 2025.

On February 26, 2025, the Company’s Board of Directors declared a distribution of $15.9745 per common unit, which was paid on March 17, 2025 to unitholders of record as of February 28, 2025.

On March 21, 2025, the Company entered into a credit agreement (the “Revolving Credit Facility”), by and among the Company, as borrower, and Sumitomo Mitsui Trust Bank, Limited, New York Branch, as the administrative agent, arranger and lender.

The Revolving Credit Facility provides for borrowings in U.S. dollars in an initial aggregate amount of up to $75 million with an option for the Company to request, at one or more times, that the administrative agent, in its sole and absolute discretion, provide up to an aggregate amount of $100 million.

Availability under the Revolving Credit Facility will terminate on the earlier of March 20, 2026, which may be extended for up to two additional one-year periods, subject to the consent of the administrative agent and extending lender, and the date of termination of the revolving commitments thereunder.

Borrowings under the Revolving Credit Facility are subject to compliance with a borrowing base test. Amounts drawn under the Revolving Credit Facility will bear interest at one-month or three-month SOFR plus 2.50%. During the period commencing on March 21, 2025 and ending on the earlier of March 20, 2026 and the date of termination of all of the revolving commitments under the Revolving Credit Facility, the Company will pay a non-use fee of 0.30% per annum, payable quarterly in arrears, based on the average daily amount of the unused commitments during the immediately preceding quarter.

In connection with the Revolving Credit Facility, the Company made certain representations and warranties and must comply with various covenants and reporting requirements that are customary for facilities of this type. The Revolving Credit Facility contains events of default customary for facilities of this type. Upon the occurrence of an event of default, the administrative agent, at the request of the required lenders, may terminate the commitments and declare the outstanding advances and all other obligations under the Revolving Credit Facility immediately due and payable.

The Company’s obligations under the Revolving Credit Facility are secured by the Company’s right to call capital from certain of its investors, its right to receive capital contributions from certain of its investors, the bank account into which such capital contributions are funded and all proceeds of any and all of the foregoing.

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Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the requirements for reporting on Form 10-K and Article 6 of Regulation S-X. In the opinion of management, all adjustments considered necessary for the fair statement of the consolidated financial statements for the periods presented, have been included.

The Company follows the accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services — Investment Companies (“ASC 946”).

Use of Estimates

Use of Estimates

The preparation of consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the consolidated financial statements and the reported amounts of income, expenses, gains and losses during the reported periods. Changes in the economic environment, financial markets, credit worthiness of our Portfolio Companies and any other parameters used in determining these estimates could cause actual results to differ materially.

Consolidation

Consolidation

As provided under ASC 946, the Company will not consolidate its investment in a company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the consolidated financial statements include the accounts of the Company as well as its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated.

Industry Reclassification

Industry Reclassification

During the year ended December 31, 2024, the Company changed the investment industry classification from those provided by Moody’s to those provided by MSCI and S&P. The Consolidated Schedule of Investments as of December 31, 2023, as well as the industry composition of investments at amortized cost and fair value as of December 31, 2023 disclosed in Note 4 to the consolidated financial statements, have been reclassified to conform to the classifications used to prepare the consolidated financial statements as of and for the year ended December 31, 2024.

Cash and Cash Equivalents and Restricted Cash

Cash and Cash Equivalents and Restricted Cash

Cash equivalents include highly liquid investments, including money market funds, not held for resale with original maturities of three months or less. The Company deems that certain money market funds, U.S. Treasury bills, repurchase agreements, and other high-quality, short-term debt securities would qualify as cash equivalents.

Restricted cash represents the amount of principal and interest collections received as well as amounts in reserve to fund draws on the Senior Secured Credit Facility (as defined in Note 6 to the consolidated financial statements) that are all held at SCI BDC SPV I LLC.

Cash and cash equivalents and restricted cash are carried at cost, which approximates fair value. Cash and cash equivalents held as of December 31, 2024 and December 31, 2023 was $2.2 million and $39.1 million, respectively. Restricted cash held as of December 31, 2024 and December 31, 2023 was $6.7 million and $0.5 million, respectively.

Investments Transactions

Investments Transactions

Investments are recognized when we assume an obligation to acquire a financial instrument and assume the risks for gains and losses related to that instrument. Investments are derecognized when we assume an obligation to sell a financial instrument and forego the risks for gains or losses related to that instrument. Specifically, we record all security transactions on a trade date basis. Amounts for investments recognized or derecognized but not yet settled are reported as a receivable for investments sold and a payable for investments purchased, respectively, in the Consolidated Statements of Assets and Liabilities.

Fair Value Measurements

Fair Value Measurements

The Company applies ASC Topic 820, Fair Value Measurements (“ASC 820”), as amended, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is a market-based measurement, not an entity specific measurement. For some assets and liabilities, observable market transactions or market information might be available data. For other assets and liabilities, observable market transactions and market information might not be available. However, the objective of a fair value measurement in both cases is the same—to estimate the price when an orderly transaction to sell the asset or transfer the liability would take place between market participants at the measurement date under current market conditions (that is, an exit price at the measurement date from the perspective of a market participant that holds the asset or owes the liability).

ASC 820 establishes a hierarchal disclosure framework which ranks the observability of inputs used in measuring financial instruments at fair value. The observability of inputs is impacted by a number of factors, including the type of financial instruments and their specific characteristics. Financial instruments with readily available quoted prices, or for which fair value can be measured from quoted prices in active markets, generally will have a higher degree of market price observability and a lesser degree of judgment applied in determining fair value. The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these securities.

The three-level hierarchy for fair value measurement is defined as follows:

Level 1: inputs to the valuation methodology are quoted prices available in active markets for identical instruments as of the reporting date. The types of financial instruments included in Level 1 include unrestricted securities, including equities and derivatives, listed in active markets.

Level 2: inputs to the valuation methodology are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date. The type of financial instruments in this category includes less liquid and restricted securities listed in active markets, securities traded in other than active markets, government and agency securities, and certain over-the-counter derivatives where the fair value is based on observable inputs.

Level 3: inputs to the valuation methodology are unobservable and significant to overall fair value measurement. The inputs into the determination of fair value require significant management judgment or estimation. Financial instruments that are included in this category include investments in privately held entities and certain over-the-counter derivatives where the fair value is based on unobservable inputs.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given financial instrument 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 requires judgment and considers factors specific to the financial instrument.

Investment Valuation Process

Investment Valuation Process

The Board of Directors has designated the Investment Adviser as its “Valuation Designee” pursuant to Rule 2a-5 under the Investment Company Act, and in that role, the Investment Adviser is responsible for performing fair value determinations relating to all of the Company’s investments, including periodically assessing and managing any material valuation risks and establishing and applying fair value methodologies, in accordance with valuation policies and procedures that have been approved by the Company’s Board of Directors. Even though the Company’s Board of Directors designated the Company’s Investment Adviser as “Valuation Designee”, the Company’s Board of Directors continues to be responsible for overseeing the processes for determining fair valuation.

The majority of our investments fall within Level 3 of the fair value hierarchy, and as such, there is not readily available market values for most of the investments in our portfolio, and we value such investments at fair value as determined in good faith by the Valuation Designee under the direction of the Board of Directors using a documented valuation policy, described below, and a consistently applied valuation process. The factors that may be taken into account in pricing the investments at fair value include, as relevant, the nature and realizable value of any collateral, the Portfolio Company’s ability to make payments and its earnings and discounted cash flow, and the markets in which the Portfolio Company does business, comparison to publicly traded securities and other relevant factors. Available current market data are considered such as applicable market yields and multiples of publicly traded securities, comparison of financial ratios of peer companies, and changes in the interest rate environment and the credit markets that may affect the price at which similar investments would trade in their principal market, and other relevant factors. When an external event such as a

purchase transaction, public offering or subsequent equity sale occurs, the Valuation Designee will consider the pricing indicated by the external event to corroborate or revise its valuation.

With respect to investments for which market quotations are not readily available, or for which market quotations are deemed not reflective of the fair value, the valuation procedures adopted by our Board of Directors contemplates a multi-step valuation process each quarter, as described below:

(1)Our quarterly valuation process begins with each Portfolio Company or investment being initially valued by the investment professionals of our Investment Adviser, the Valuation Designee, responsible for the Portfolio Company or investment;

(2)We engage an independent valuation firm (the “Independent Valuation Adviser”) to provide independent valuations of the investments for which market quotations are not readily available, or are readily available but deemed not reflective of the fair value of an investment. The Independent Valuation Adviser independently values such investments using quantitative and qualitative information provided by the investment professionals of our Investment Adviser as well as any market quotations obtained from independent pricing services, brokers, dealers or market dealers. The Independent Valuation Adviser also provides analyses to support their valuation methodology and calculations. The Independent Valuation Adviser provides an opinion on a final range of values on such investments to the Valuation Designee. The Independent Valuation Adviser defines fair value in accordance with ASC 820 and utilizes valuation techniques including the market approach, the income approach or both;

(3)The Independent Valuation Adviser’s preliminary valuations are reviewed by our Investment Adviser, in its capacity as the Valuation Designee. The Independent Valuation Adviser’s ranges are compared to our Investment Adviser’s valuations to ensure our Investment Adviser’s valuations are reasonable;

(4)The Valuation Designee determines the valuations of our investments in good faith, within the meaning of the Investment Company Act, based on the input of the Independent Valuation Adviser, and provides the valuation determinations to the Audit Committee of the Board of Directors;

(5)The Audit Committee of our Board of Directors reviews valuation information provided by the Valuation Designee and the Independent Valuation Adviser. The Audit Committee then will discuss such valuation determinations; and

(6)Our Board of Directors further discusses the valuation determinations of the Valuation Designee, based on the input of the Independent Valuation Adviser.

Valuation of Other Financial Assets and Financial Liabilities

Valuation of Other Financial Assets and Financial Liabilities

ASC 825, Financial Instruments, permits an entity to choose, at specified election dates, to measure certain assets and liabilities at fair value (the “Fair Value Option”). We have not elected the Fair Value Option to report selected financial assets and financial liabilities. Debt issued by the Company is reported at amortized cost (see Note 6 to the consolidated financial statements). The carrying value of all other financial assets and liabilities approximates fair value due to their short maturities or their close proximity of the originations to the measurement date.

Realized Gains or Losses

Realized Gains or Losses

Security transactions are accounted for on a trade date basis. Realized gains or losses on investments are calculated by using the specific identification method. Securities that have been called by the issuer are recorded at the call price on the call effective date.

Investment Income Recognition

Investment Income Recognition

Interest Income

Interest income is recorded on an accrual basis and includes the accretion of discounts and amortization of premiums. Discounts from and premiums to par value on debt investments purchased are accreted/amortized into interest income over the life of the respective security using the effective interest method. The amortized cost of debt investments represents the original cost, including loan origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion of discounts and amortization of premiums, if any.

PIK Income

The Company may have loans in its portfolio that contain payment-in-kind (“PIK”) provisions. PIK represents interest that is accrued and recorded as interest income at the contractual rates, increases the loan principal on the respective capitalization dates, and is generally due at maturity. Such income is included in interest income in the Company’s statement of operations. If at any point the Company believes PIK is not expected to be realized, the investment generating PIK will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest is generally reversed through interest income. To maintain the Company’s status as a RIC, this non-cash source of income must be paid out to unitholders in the form of dividends, even though the Company has not yet collected cash. During the year ended December 31, 2024, PIK income earned was $0.3 million. During the period from December 4, 2023 (inception) to December 31, 2023, there were no loans generating PIK income.

Dividend Income

Dividend income on preferred equity securities are recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies. To the extent a preferred equity security contains PIK provisions, PIK dividends, computed at the contractual rate specified in each applicable agreement, are accrued and recorded as dividend income and added to the principal balance

of the preferred equity security. PIK dividends added to the principal balance are generally collected upon redemption of the equity. Dividend Income is recorded in Other income in our Consolidated Statements of Operations.

Fee Income

The Company may receive various fees in the ordinary course of business such as structuring, consent, waiver, amendment, syndication and commitment fees as well as fees for managerial assistance rendered by the Company to the Portfolio Companies. Such fees are recognized as income when earned or the services are rendered. Fee Income is recorded in Other income in our Consolidated Statements of Operations.

Non-Accrual Income

Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a loan is placed on non-accrual status. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in management’s judgment, are likely to remain current. Management may make exceptions to this treatment and determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. As of December 31, 2024 and December 31, 2023, there were no loans placed on non-accrual status.

Expenses

Expenses

Expenses include management fees, performance-based incentive fees, interest expense, insurance expenses, administrative service fees, legal fees, Board of Directors’ fees, audit and tax service expenses, third-party valuation fees and other general and administrative expenses. Expenses are recognized on an accrual basis.

Organization Costs

Organization Costs

Costs associated with the organization of the Company were expensed as incurred. These expenses consisted primarily of legal fees and other costs of organizing the Company.

Offering Costs

Offering Costs

Costs associated with the offering of the Company’s units are capitalized as “deferred offering costs” on the Consolidated Statements of Assets and Liabilities and amortized on a straight-line basis over a twelve-month period from incurrence. These expenses consist primarily of legal fees and other costs incurred in connection with the Company’s continuous offering.

Deferred Financing Costs

Deferred Financing Costs

Deferred financing costs represent fees and other direct incremental costs incurred in connection with the Company’s borrowings. These expenses are deferred and amortized into interest expense over the life of the related debt instrument using the straight-line method. Deferred financing costs related to revolving credit facilities are presented separately as an asset on the Company’s Consolidated Statements of Assets and Liabilities.

Administration Agreement

Administration Agreement

On October 27, 2023, the Company entered into an administration agreement (the “Administration Agreement”), under which Alter Domus (US) LLC (the “Administrator”) is responsible for providing various accounting and administrative services to us. In particular, pursuant to the Administration Agreement, the Administrator is responsible for providing or overseeing the performance of required administrative services and professional services rendered by others, which includes (but is not limited to), accounting, legal, compliance, operations, technology and investor relations, and preparation of financial reports provided to the Company’s unitholders and filed with the SEC.

Distributions

Distributions

Distributions to common unitholders are recorded on the record date. The amount to be paid out as a distribution is determined by the Board of Directors and will depend on the Company’s earnings, financial condition, maintenance of our tax treatment as a RIC, compliance with applicable BDC regulations and such factors as the Board may deem relevant from time to time.

Unit Repurchases

Unit Repurchases

In connection with the Company’s unit repurchase programs, the cost of units repurchased is charged to member’s capital on the trade date. There were no unit repurchases during the year ended December 31, 2024 or the period from December 4, 2023 (inception) to December 31, 2023.

Federal and State Income Taxes

Federal and State Income Taxes

We have elected to be treated as a RIC under the Code and operate in a manner so as to qualify for the tax treatment applicable to RICs. To qualify as a RIC, the Company must (among other requirements) meet certain source-of-income and asset diversification requirements and timely distribute to its unitholders at least 90% of its investment company taxable income as defined by the Code, for each year. The Company (among other requirements) intends to make the requisite distributions to its unitholders, which will generally relieve the Company from corporate-level income taxes. For income tax purposes, distributions made to unitholders are reported as ordinary income, capital gains, non-taxable return of capital, or a combination thereof. The tax character of distributions paid to unitholders may include return of capital, however, the exact amount cannot be determined until we file Form 1099s. The character of income and gains to be distributed is determined in accordance with income tax regulations that may differ from U.S. GAAP. Book and tax basis differences relating to unitholder dividend and distributions and other permanent book and tax difference are reclassified to Common units on the Consolidated Statements of Assets and Liabilities.

If we do not distribute (or are not deemed to have distributed) at least 98% of our annual ordinary income for the calendar year and 98.2% of our capital gain net income for the 1-year period ending on October 31 in that calendar year, we will generally be required to pay excise tax equal to 4% of the amount by which 98% of our annual ordinary income and 98.2% of our capital gains exceed the distributions from such taxable income for the year. To the extent that we determine that our estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such taxable income, we accrue excise taxes, if any, on estimated undistributed taxable income.

If we fail to satisfy the annual distribution requirement or otherwise fail to qualify as a RIC in any taxable year, we would be subject to tax on all of our taxable income at regular corporate rates. Distribution would generally be taxable to our individual and other non-corporate taxable unitholders as ordinary dividend income eligible for the reduced maximum rate applicable to qualified dividend income to the extent of our current and accumulated earnings and profits provided certain holding period and other requirements are met. Subject to certain limitation under the Code, corporate distributions would be eligible for the dividend-received deduction. To qualify again to be taxed as a RIC in a subsequent year, we would be required to distribute to our unitholders our accumulated earnings and profits attributable to non-RIC years. In addition, if we failed to qualify as a RIC for a period greater than two taxable years, then, in order to qualify as a RIC in a subsequent year, we would be required to elect to recognize and pay tax on any net built-in gain (the excess of aggregate gain, including items of income, over aggregate loss that would have been realized if we had been liquidated) or, alternatively, be subject to taxation on such built-in gain recognized for a period of five years.

We follow ASC 740, Income Taxes (“ASC 740”). ASC 740 provides guidance for how unrecognized tax benefits should be recognized, measured, presented, and disclosed in the consolidated financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing our tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. Penalties or interest, if applicable, that may be assessed relating to income taxes would be classified as other operating expenses in the consolidated financial statements. Management’s determinations regarding ASC 740 may be subject to review and adjustment at a later date based upon factors including, but not limited to, an on-going analysis of tax laws, regulations and interpretations thereof. The Company’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three fiscal years after they are filed.

Segment Reporting

Segment Reporting

In accordance with ASC Topic 280, Segment Reporting (“ASC 280”), the Company has determined that it has a single operating and reporting segment. Our Chief Executive Officer is the Company’s Chief Operating Decision Maker (“CODM”). While the Company lends to and separately evaluates the performance of each portfolio company in which it invests across various industries, the CODM evaluates and monitors performance of the business on an aggregated basis. Further, each investment is evaluated and managed using similar processes and shared operations support functions such as deal origination, underwriting, documentation, loan and compliance administration in addition to administrative functions of human resources, legal, finance and information technology. See Note 12 to the consolidated financial statements for additional information.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

The Company considers the applicability and impact of all accounting standard updates (“ASU”) issued by the Financial Accounting Standards Board (the “FASB”). ASUs not listed were assessed by the Company and either determined to be not applicable or expected to have minimal impact on its consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which enhances disclosure requirements about significant segment expenses that are regularly provided to the CODM. ASU 2023-07, among other things, (i) requires a single segment public entity to provide all of the disclosures as required by ASC 280, (ii) requires a public entity to disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources and (iii) provides the ability for a public entity to elect more than one performance measure. ASU 2023-07 is effective for the fiscal years beginning after December 15, 2023, and interim periods beginning with the first quarter ended March 31, 2025. Early adoption is permitted and retrospective adoption is required for all prior periods presented. The Company has adopted ASU 2023-07 effective December 31, 2024 and concluded that the application of this guidance did not have any material impact on its consolidated financial statements. See Note 12 for more information on the effects of the adoption of ASU 2023-07.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”), which intends to improve the transparency of income tax disclosures. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be adopted on a prospective basis with the option to apply retrospectively. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (“ASU 2024-03”), which requires disaggregated disclosure of certain costs and expenses, including purchases of inventory, employee compensation, depreciation, amortization and depletion, within relevant income statement captions. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods beginning with the first quarter ended March 31, 2028. Early adoption and retrospective application is permitted. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its consolidated financial statements.

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Investments (Tables)

12 Months Ended

Dec. 31, 2024

Investment Portfolio [Member]

Schedule of Investments [Line Items]

Schedule of Composition of Investment Portfolio

The composition of the Company’s investment portfolio at cost and fair value as of December 31, 2024 was as follows (in thousands):

	Amortized Cost		% of Total Investments at Amortized Cost			Fair Value		% of Total Investments at Fair Value
First Lien Debt (1)	$	312,392		98.7	%	$	314,855		98.8	%
Common Stock		3,694		1.2	%		3,500		1.1	%
Preferred Stock		285		0.1	%		274		0.1	%
Total	$	316,371		100.0	%	$	318,629		100.0	%

(1)First lien debt consists of first lien term loans, first lien, last-out term loans, first lien delayed draw term loans and first lien revolvers.

The composition of the Company’s investment portfolio at cost and fair value as of December 31, 2023 was as follows (in thousands):

	Amortized Cost		% of Total Investments at Amortized Cost			Fair Value		% of Total Investments at Fair Value
First Lien Debt (1)	$	105,495		100.0	%	$	106,888		100.0	%
Total	$	105,495		100.0	%	$	106,888		100.0	%

(1)First lien debt consists of first lien term loans, first lien delayed draw term loans and first lien revolvers.

Industry [Member]

Schedule of Investments [Line Items]

Schedule of Composition of Investment Portfolio

The industry composition of investments as of December 31, 2024 at amortized cost and fair value was as follows (in thousands):

	December 31, 2024
	Investments at Amortized Cost		% of Investments at Amortized Cost			Investments at Fair Value		% of Investments at Fair Value
Software	$	54,539		17.2	%	$	54,865		17.2	%
Health Care Providers & Services		38,626		12.3	%		38,718		12.1	%
Professional Services		35,829		11.3	%		36,235		11.4	%
Insurance		27,611		8.7	%		27,927		8.8	%
Trading Companies & Distributors		24,653		7.8	%		24,952		7.8	%
IT Services		19,060		6.0	%		19,258		6.0	%
Health Care Technology		16,136		5.1	%		16,152		5.0	%
Diversified Consumer Services		15,331		4.8	%		15,314		4.8	%
Electrical Equipment		12,995		4.1	%		12,972		4.1	%
Electronic Equipment, Instruments & Components		12,628		4.0	%		12,707		4.0	%
Air Freight & Logistics		9,779		3.1	%		9,724		3.1	%
Commercial Services & Supplies		9,729		3.1	%		9,741		3.1	%
Life Sciences Tools & Services		9,681		3.1	%		9,729		3.1	%
Financial Services		8,883		2.8	%		8,934		2.8	%
Health Care Equipment & Supplies		7,794		2.5	%		7,991		2.5	%
Machinery		6,697		2.1	%		6,745		2.1	%
Chemicals		6,400		2.0	%		6,665		2.1	%
Total	$	316,371		100.0	%	$	318,629		100.0	%

The industry composition of investments as of December 31, 2023 at amortized cost and fair value was as follows (in thousands):

	December 31, 2023
	Investments at Amortized Cost		% of Investments at Amortized Cost			Investments at Fair Value		% of Investments at Fair Value
Software	$	24,808		23.5	%	$	24,865		23.3	%
Professional Services		15,810		15.0	%		16,260		15.2	%
Health Care Providers & Services		15,584		14.8	%		15,630		14.6	%
Trading Companies & Distributors		9,805		9.3	%		9,803		9.2	%
Air Freight & Logistics		7,866		7.5	%		7,967		7.4	%
Electronic Equipment, Instruments & Components		6,996		6.6	%		7,068		6.6	%
IT Services		6,862		6.5	%		7,037		6.6	%
Health Care Equipment & Supplies		6,458		6.1	%		6,689		6.3	%
Chemicals		5,768		5.5	%		5,880		5.5	%
Insurance		5,004		4.7	%		5,137		4.8	%
Financial Services		534		0.5	%		552		0.5	%
Total	$	105,495		100.0	%	$	106,888		100.0	%

Geographic [Member]

Schedule of Investments [Line Items]

Schedule of Composition of Investment Portfolio

The geographic composition of investments as of December 31, 2024 at cost and fair value was as follows (in thousands):

	December 31, 2024
	Amortized Cost		Fair Value		% of Total Investments at Fair Value			Fair Value as % of Net Assets
United States	$	316,371	$	318,629		100.0	%		206.5	%
Total	$	316,371	$	318,629		100.0	%		206.5	%

The geographic composition of investments as of December 31, 2023 at cost and fair value was as follows (in thousands):

	December 31, 2023
	Amortized Cost		Fair Value		% of Total Investments at Fair Value			Fair Value as % of Net Assets
United States	$	105,495	$	106,888		100.0	%		130.7	%
Total	$	105,495	$	106,888		100.0	%		130.7	%

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Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2024

Fair Value Disclosures [Abstract]

Schedule of Fair Value of Investments

The following table presents the fair value of investments as of December 31, 2024, disaggregated into the three levels of the fair value hierarchy in accordance with ASC 820 (in thousands):

	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
First Lien Debt (1)	$	—	$	—	$	314,855	$	314,855
Common Stock		—		—		3,500		3,500
Preferred Stock		—		—		274		274
Total	$	—	$	—	$	318,629	$	318,629

(1)First lien debt consists of first lien term loans, first lien, last-out term loans, first lien delayed draw term loans and first lien revolvers.

The following table presents the fair value of investments as of December 31, 2023, disaggregated into the three levels of the fair value hierarchy in accordance with ASC 820 (in thousands):

	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
First Lien Debt (1)	$	—	$	—	$	106,888	$	106,888
Total	$	—	$	—	$	106,888	$	106,888

(1)First lien debt consists of first lien term loans, first lien delayed draw term loans and first lien revolvers.

Schedule of Changes in Fair Value of Investments

The following tables present change for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 in the fair value of investments for which Level 3 inputs were used to determine fair value (in thousands):

	Year Ended December 31, 2024
	First Lien Debt			Preferred Stock			Common Stock			Total
Fair value, beginning of period	$	106,888		$	—		$	—		$	106,888
Purchases of investments (1)		215,715			274			3,694			219,683
Proceeds from principal repayments and sales of investments (1)		(10,248	)		—			—			(10,248	)
Accretion of discount/amortization of premium (1)		3,414			—			—			3,414
Payment-in-kind interest and fees capitalized		406			11			—			417
Net realized gain (loss) on investments		(2,390	)		—			—			(2,390	)
Net change in unrealized appreciation (depreciation)		1,070			(11	)		(194	)		865
Fair value, end of period	$	314,855		$	274		$	3,500		$	318,629
Net change in unrealized appreciation (depreciation) related to financial instruments still held as of December 31, 2024	$	1,070		$	(11	)	$	(194	)	$	865

(1)Includes reorganizations and restructuring of investments.

	For the period from December 4, 2023 (Inception) to December 31, 2023
	First Lien Debt			Preferred Stock		Common Stock		Total
Fair value, beginning of period	$	—		$	—	$	—	$	—
Purchases of investments		110,637			—		—		110,637
Proceeds from principal repayments and sales of investments		(5,443	)		—		—		(5,443	)
Accretion of discount/amortization of premium		42			—		—		42
Payment-in-kind interest and fees capitalized		—			—		—		—
Net realized gain		259			—		—		259
Net change in unrealized appreciation (depreciation)		1,393			—		—		1,393
Fair value, end of period	$	106,888		$	—	$	—	$	106,888
Net change in unrealized appreciation (depreciation) related to financial instruments still held as of December 31, 2023	$	1,393		$	—	$	—	$	1,393

Summary of Unobservable Inputs Of The Company's Level 3 Financial Instruments

The following tables present quantitative information about the significant unobservable inputs of the Company’s Level 3 financial instruments as of December 31, 2024 and December 31, 2023. The tables are not intended to be all-inclusive but instead capture the significant unobservable inputs relevant to the Company’s determination of fair value.

	December 31, 2024
					Range
	Fair Value (in thousands)		Valuation Technique	Unobservable Input	Low	High	Weighted Average (1)
Investments in first lien debt	$	314,855	Yield analysis	Discount rate	8.0%	12.8%	9.0%
Investments in common stock		3,500	Market approach	Transaction multiples	12.2x	12.2x	12.2x
		—	Market approach	Market multiples	14.1x	14.1x	14.1x
		—	Discounted cash flows	Discount rate	15.2%	15.2%	15.2%
Investments in preferred stock		274	Yield analysis	Discount rate	17.1%	17.1%	17.1%
	$	318,629

(1)Weighted averages are calculated based on fair value of investments.

	December 31, 2023
					Range
	Fair Value (in thousands)		Valuation Technique	Unobservable Input	Low	High	Weighted Average (1)
Investments in first lien debt	$	106,888	Yield analysis	Discount rate	8.6%	11.9%	9.7%

(1)Weighted averages are calculated based on fair value of investments.

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Debt (Tables)

12 Months Ended

Dec. 31, 2024

Debt Disclosure [Abstract]

Schedule of Outstanding Debt Obligations

The Company’s outstanding debt obligations as of December 31, 2024 were as follows (in thousands):

	December 31, 2024
	Aggregate Principal Committed		Outstanding Principal		Carrying Value		Fair Value (1)		Unused Portion (2)		Amount Available (3)
Senior Secured Credit Facility	$	300,000	$	173,603	$	173,603	$	172,735	$	126,397	$	11,535
Total Debt Obligations	$	300,000	$	173,603	$	173,603	$	172,735	$	126,397	$	11,535

(1)The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of December 31, 2024.

(2)The unused portion is the amount upon which commitment fees, if any, are based.

(3)The amount available reflects any limitations related to each respective credit facility’s borrowing base.

The Company’s outstanding debt obligations as of December 31, 2023 were as follows (in thousands):

	December 31, 2023
	Aggregate Principal Committed		Outstanding Principal		Carrying Value		Fair Value (1)		Unused Portion (2)		Amount Available (3)
Senior Secured Credit Facility	$	200,000	$	66,294	$	66,294	$	65,631	$	133,706	$	79
Total Debt Obligations	$	200,000	$	66,294	$	66,294	$	65,631	$	133,706	$	79

(1)The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of December 31, 2023.

(2)The unused portion is the amount upon which commitment fees, if any, are based.

(3)The amount available reflects any limitations related to each respective credit facility’s borrowing base.

Summary of Average and Maximum Debt Outstanding, Interest and Debt Issuance Cost

The following table summarizes the average and maximum debt outstanding, and the interest and debt issuance cost for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands):

	Year Ended			For the period from December 4, 2023 (inception) to
	December 31, 2024			December 31, 2023
Average debt outstanding	$	101,219		$	60,753
Maximum amount of debt outstanding	$	173,603		$	71,713
Weighted average annualized interest cost (1)		8.41	%		8.90	%
Annualized amortized debt issuance cost		0.17	%		0.23	%
Total annualized interest cost		8.58	%		9.13	%
Weighted average 1-month SOFR rate		5.11	%		5.38	%

(1)Includes the stated interest expense and commitment fees on the unused portion of the Senior Secured Credit Facility. Commitment fees for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 were $0.6 million and $0.1 million, respectively.

Schedule of Components of Interest Expense

The components of interest expense for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 were as follows (in thousands):

	Year Ended December 31, 2024		For the period from December 4, 2023 (Inception) to December 31, 2023
Borrowing interest expense	$	7,947	$	366
Facility undrawn and unused fees		553		49
Amortization of financing costs and debt issuance costs		521		36
Total interest expense	$	9,021	$	451

Schedule of Senior Secured Credit Facility Secured

The Senior Secured Credit Facility is secured by all of the SPV’s assets. The SPV’s assets and liabilities are not available to satisfy debts and obligations of Senior Credit Investments LLC. Assets and liabilities of the SPV as of December 31, 2024 and December 31, 2023 are as follows (in thousands):

	December 31, 2024		December 31, 2023
Assets
Investments at fair value (1)	$	309,489	$	106,898
Restricted cash		6,698		468
Interest receivable		1,860		485
Deferred financing costs		3,502		2,561
Prepaid expenses and other assets		42		119
Total assets	$	321,591	$	110,531
Liabilities
Debt	$	173,603	$	66,294
Interest payable		2,922		368
Accrued expenses and other liabilities		52		22
Total liabilities	$	176,577	$	66,684

(1)Investments at fair value do not include certain investments which are not held at the SPV.

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Member's Capital (Tables)

12 Months Ended

Dec. 31, 2024

Partners' Capital Notes [Abstract]

Schedule of Common Units Issued and Proceeds Recieved Related to Company' s Capital Drawdowns

The following table summarizes the total common units issued and proceeds received related to the Company’s capital drawdowns for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands, except unit amounts):

Unit Issuance Date	Number of Units Issued		Aggregate Proceeds
December 7, 2023		29,958	$	55,998
December 27, 2023		13,618		25,000
July 18, 2024		8,007		15,000
August 15, 2024		4,002		7,500
September 3, 2024		6,778		12,500
October 1, 2024		2,694		5,000
October 16, 2024		2,681		5,000
November 13, 2024		5,482		10,000
December 2, 2024		11,028		20,000
Total		84,248	$	155,998

Schedule of Transactions in Common Units of Beneficial Interest

The following table summarizes transactions in common units Issued and proceeds received during the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands, except unit amounts):

	Year Ended December 31, 2024				For the period from December 4, 2023 (inception) to December 31, 2023
	Units		Amount		Units		Amount
Proceeds from units sold		40,672	$	75,000		43,576	$	80,998
Total		40,672	$	75,000		43,576	$	80,998

Schedule of Net Asset Value Per Unit

The following table summarizes each month-end NAV per unit during the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023:

For the Month Ended	NAV Per Unit
December 31, 2023	$	1,834.62
January 31, 2024	$	1,846.89
February 29, 2024	$	1,856.35
March 31, 2024	$	1,859.46
April 30, 2024	$	1,874.90
May 31, 2024	$	1,849.67
June 30, 2024	$	1,864.36
July 31, 2024	$	1,866.19
August 31, 2024	$	1,844.16
September 30, 2024	$	1,856.08
October 31, 2024	$	1,814.21
November 30, 2024	$	1,813.58
December 31, 2024	$	1,810.37

Schedule of Distributions Declared

The following table presents distributions that were declared during the year ended December 31, 2024 (in thousands, except per unit data):

Declaration Date	Record Date	Payment Date	Per Unit		Amount
March 28, 2024	March 28, 2024	April 5, 2024	$	5.6624	$	252
May 13, 2024	May 28, 2024	June 6, 2024		37.1568		1,657
August 13, 2024	August 28, 2024	September 6, 2024		35.7895		2,025
October 31, 2024	October 31, 2024	November 13, 2024		62.9280		4,325
November 27, 2024	November 29, 2024	December 12, 2024		18.9414		1,406
December 27, 2024	December 27, 2024	January 30, 2025		22.2167		1,894
			$	182.6948	$	11,559

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Net Increase in Net Assets Per Unit (Tables)

12 Months Ended

Dec. 31, 2024

Earnings Per Unit [Abstract]

Schedule of Basic And Diluted Earnings Per Unit

The following sets forth the computation of basic and diluted earnings per unit for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands, except unit and per unit data):

	Year Ended December 31, 2024		For the period from December 4, 2023 (Inception) to December 31, 2023
Net increase in member's capital resulting from operations	$	9,110	$	781
Weighted average units outstanding		54,851		30,180
Net increase in net assets per unit resulting from operations - basic and diluted	$	166.09	$	25.88

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Tax Information (Tables)

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Schedule Of Tax Character Of Distributions Paid To Stockholders

The tax character of distributions paid to unitholders during the tax years ended December 31, 2024 and December 31, 2023 were as follows (in thousands):

	Year Ended December 31,		Year Ended December 31,
	2024		2023
Ordinary income	$	11,559	$	—
Capital gains		—		—
Return of capital		—		—
Total distributions paid to unitholders	$	11,559	$	—

Schedule of Distributions Declared

The following table presents distributions that were declared during the year ended December 31, 2024 (in thousands, except per unit data):

Declaration Date	Record Date	Payment Date	Per Unit		Amount
March 28, 2024	March 28, 2024	April 5, 2024	$	5.6624	$	252
May 13, 2024	May 28, 2024	June 6, 2024		37.1568		1,657
August 13, 2024	August 28, 2024	September 6, 2024		35.7895		2,025
October 31, 2024	October 31, 2024	November 13, 2024		62.9280		4,325
November 27, 2024	November 29, 2024	December 12, 2024		18.9414		1,406
December 27, 2024	December 27, 2024	January 30, 2025		22.2167		1,894
			$	182.6948	$	11,559

Schedule of Components of Accumulated Losses on a Tax Basis

The following table shows the components of accumulated distributable earnings (losses) on a tax basis for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands):

	Year Ended December 31, 2024			For the period from December 4, 2023 (inception) to December 31, 2023
Undistributed ordinary income	$	104		$	257
Late year loss deferrals		(1,748	)
Other temporary differences		(759	)		(813	)
Unrealized appreciation (depreciation)		1,416			1,393
Total accumulated under-distributed (over-distributed) earnings	$	(987	)	$	837

Schedule of Federal Income Tax Note

As of December 31, 2024 and December 31, 2023, the Company’s aggregate unrealized appreciation and depreciation on investments based on cost for U.S. federal income tax purposes was as follows (in thousands):

	December 31, 2024			December 31, 2023
Tax Cost	$	317,213		$	105,495
Gross unrealized appreciation	$	2,155		$	1,467
Gross unrealized depreciation		(739	)		(74	)
Net unrealized investment appreciation (depreciation)	$	1,416		$	1,393

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Financial Highlights (Tables)

12 Months Ended

Dec. 31, 2024

Investment Company [Abstract]

Schedule of Financial Highlights

The following are the financial highlights for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 (in thousands, except unit and per unit data):

	Year Ended December 31, 2024			For the period from December 4, 2023 (Inception) to December 31, 2023
Per Unit Data:
Net asset value at beginning of period	$	1,834.62		$	1.00
Net investment income (1)		193.92			(28.86	)
Net realized gains (losses) and unrealized appreciation (depreciation) (2)(8)		(35.48	)		1,862.48
Net increase (decrease) in member’s capital from operations		1,993.06			1,834.62
Distributions declared (3)		(182.69	)		-
Net asset value at end of period	$	1,810.37		$	1,834.62
Total return based on net asset value (4)		8.6	%	N/M
Units outstanding, end of period		85,248			44,576
Weighted average units outstanding		54,851			30,180
Ratio/Supplemental Data:
Member’s capital at end of period	$	154,331		$	81,780
Annualized ratio of net expenses to average member’s capital (5)		11.6	%		16.2	%
Annualized ratio of net expenses before voluntary waivers to average member’s capital (5)(6)		13.8	%		17.9	%
Annualized ratio of net investment income to average member’s capital (5)		10.4	%		5.6	%
Portfolio turnover rate (7)		0.0	%		12.0	%
Asset coverage ratio, end of period		188.9	%		223.4	%
Capital Commitments Data:
Capital commitments, end of period	$	300,000		$	300,000
Funded capital commitments, end of period	$	155,998		$	80,998
% of capital commitments funded		52.0	%		27.0	%

(1)The per unit data was derived by using the weighted average units outstanding during the period.

(2)The amount shown does not correspond with the aggregate amount for the period as it includes the effect of the timing of capital transactions.

(3)The per unit data for distributions was derived using the actual units outstanding at the date of the relevant transaction (refer to Note 7).

(4)Total return is calculated as the change in NAV per unit during the period, plus distributions per unit (assuming distributions are reinvested in accordance with the Company’s distribution reinvestment plan) divided by the beginning NAV per unit.

(5)Net expenses include interest expense and all other company operating expenses. Amounts are annualized with the exception of certain non-recurring expenses. Operating expenses may vary in the future based on the amount of capital raised and other unpredictable variables.

(6)Voluntary waivers include management fees and incentive fees.

(7)For the year ended December 31, 2024, there were no portfolio companies that repaid loans in full. Portfolio turnover rate for the period from December 4, 2023 (inception) to December 31, 2023 includes two portfolio companies which repaid loans in full between when the initial acquisition of a portfolio of loans and commitments was entered into on June 30, 2023, and when the transaction closed on December 4, 2023. See Note 3 to the consolidated financial statements for additional information.

(8)For the period from December 4, 2023, to December 31, 2023, the Company recorded $1.7 million of net realized gain and changes in unrealized appreciation, the majority of which occurred upon the Company’s initial acquisition of loans and commitments on December 4, 2023. See Note 3 of the consolidated financial statements for additional information.

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Organization (Additional Information) (Details) $ in Millions	12 Months Ended
	Dec. 31, 2024 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Minimum EBITDA to classify companies as upper middle market	$ 75

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Significant Accounting Policies (Additional Information) (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024
Accounting Policies [Abstract]
Cash and cash equivalents	$ 39,094	$ 2,162
Restricted cash	500	6,700
Payment-in-kind interest income	$ 0	$ 349
Distrubution of taxable income, percentage		90.00%
Investment company, pay excise tax equal to percentage of amount of annual income and capital gains exceed distribution from taxable income		4.00%
Minimum ordinary income distribution percentage		98.00%
Minimum capital gains distribution percentage		98.20%

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Agreements and Related Party Transactions (Additional Information) (Details) - USD ($) $ in Thousands				1 Months Ended	12 Months Ended
	Dec. 07, 2023	Dec. 04, 2023	Mar. 03, 2023	Dec. 31, 2023	Dec. 31, 2024
Related Party Transaction [Line Items]
Management fee, annual rate					1.25%
Pre-incentive fee net investment income returns, description					No incentive fee based on Pre-Incentive Fee Net Investment Income Returns in any calendar quarter in which our Pre-Incentive Fee Net Investment Income Returns do not exceed the hurdle rate of 1.75% per quarter (7.0% annualized);
Pre-incentive fee net investment income returns per quarter percentage on net asset value					1.75%
Pre-incentive fee net investment income returns per annual percentage on net asset value					7.00%
Percentage of cumulative pre-incentive fee net return					12.50%
Management fees				$ 60	$ 1,256
Management fees waived				100	1,300
Due to investment Adviser				1,625	$ 0
Purchase of investments warehouse portfolio		$ 71,700
Jefferies Credit Partners LLC [Member]
Related Party Transaction [Line Items]
Common stock units sold			1,000
Proceeds from sale of common units			$ 1,000
Investment Advisory Agreement [Member]
Related Party Transaction [Line Items]
Agreement effective term					2 years
Agreement termination, description					The Investment Advisory Agreement may, on 60 days’ written notice to the other party, be terminated in its entirety at any time without the payment of any penalty
Maximum [Member]
Related Party Transaction [Line Items]
Organization and offering costs	$ 1,500
Incentive Fee Based on Income [Member]
Related Party Transaction [Line Items]
Percentage of pre-incentive fee net investment income					12.50%
Catch up pre-incentive fee net investment income returns per quarter percentage on net asset value					2.00%
Catch up pre-incentive fee net investment income returns per annum percentage on net asset value					8.00%
Catch-up portion adviser, percentage					12.50%
Catch-up investment income, percentage					2.00%
Incentive Fee Based on Income [Member] | Maximum [Member]
Related Party Transaction [Line Items]
Percentage of pre-incentive fee net investment income					100.00%
Incentive Fee Based on Income [Member] | Minimum [Member]
Related Party Transaction [Line Items]
Catch up pre-incentive fee net investment income returns per quarter percentage on net asset value					2.00%
Catch up pre-incentive fee net investment income returns per annum percentage on net asset value					8.00%
Incentive Fee from Net Investment Income [Member]
Related Party Transaction [Line Items]
Incentive fee				200	$ 1,100
Incentive fees waived				200	1,100
Incentive Fee Based on Cumulative Net Realized Gains [Member]
Related Party Transaction [Line Items]
Management and incentive fees payable				$ 0	$ 0
JFIN Bridge Loan Agreement [Member]
Related Party Transaction [Line Items]
Debt instrument, principal amount		$ 71,700
Debt instrument, maturity date		Dec. 07, 2023

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Investments (Additional Information) (Details)	Dec. 31, 2024	Dec. 31, 2023
Schedule of Investments [Abstract]
Percentage of total investments at variable rate	99.90%	100.00%

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Investment - Schedule of Composition of The Investment Portfolio (Details) - USD ($) $ in Thousands	Dec. 31, 2024		Dec. 31, 2023
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 316,371		$ 105,495
% of Total Investments at Amortized Cost	100.00%		100.00%
Fair Value	$ 318,629		$ 106,888
Investments At Fair Value Percentage	100.00%		100.00%
First Lien Debt [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 312,392	[1]	$ 105,495	[2]
% of Total Investments at Amortized Cost	98.70%	[1]	100.00%	[2]
Fair Value	$ 314,855	[1]	$ 106,888	[2]
Investments At Fair Value Percentage	98.80%	[1]	100.00%	[2]
Common Stock [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 3,694
% of Total Investments at Amortized Cost	1.20%
Fair Value	$ 3,500
Investments At Fair Value Percentage	1.10%
Preferred Stock [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 285
% of Total Investments at Amortized Cost	0.10%
Fair Value	$ 274
Investments At Fair Value Percentage	0.10%

[1] First lien debt consists of first lien term loans, first lien, last-out term loans, first lien delayed draw term loans and first lien revolvers.

[2] First lien debt consists of first lien term loans, first lien delayed draw term loans and first lien revolvers.

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Investments - Schedule of Industry Composition of Investments (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 316,371	$ 105,495
% of Investments at Amortized Cost	100.00%	100.00%
Fair Value	$ 318,629	$ 106,888
% of Investments at Fair Value	100.00%	100.00%
Software [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 54,539	$ 24,808
% of Investments at Amortized Cost	17.20%	23.50%
Fair Value	$ 54,865	$ 24,865
% of Investments at Fair Value	17.20%	23.30%
Health Care Providers & Services [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 38,626	$ 15,584
% of Investments at Amortized Cost	12.30%	14.80%
Fair Value	$ 38,718	$ 15,630
% of Investments at Fair Value	12.10%	14.60%
Professional Services [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 35,829	$ 15,810
% of Investments at Amortized Cost	11.30%	15.00%
Fair Value	$ 36,235	$ 16,260
% of Investments at Fair Value	11.40%	15.20%
Insurance [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 27,611	$ 5,004
% of Investments at Amortized Cost	8.70%	4.70%
Fair Value	$ 27,927	$ 5,137
% of Investments at Fair Value	8.80%	4.80%
Trading Companies & Distributors [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 24,653	$ 9,805
% of Investments at Amortized Cost	7.80%	9.30%
Fair Value	$ 24,952	$ 9,803
% of Investments at Fair Value	7.80%	9.20%
IT Services [Memebr]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 19,060	$ 6,862
% of Investments at Amortized Cost	6.00%	6.50%
Fair Value	$ 19,258	$ 7,037
% of Investments at Fair Value	6.00%	6.60%
Health Care Technology [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 16,136
% of Investments at Amortized Cost	5.10%
Fair Value	$ 16,152
% of Investments at Fair Value	5.00%
Diversified Consumer Services [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 15,331
% of Investments at Amortized Cost	4.80%
Fair Value	$ 15,314
% of Investments at Fair Value	4.80%
Electrical Equipment [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 12,995
% of Investments at Amortized Cost	4.10%
Fair Value	$ 12,972
% of Investments at Fair Value	4.10%
Electronic Equipment, Instruments & Components [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 12,628	$ 6,996
% of Investments at Amortized Cost	4.00%	6.60%
Fair Value	$ 12,707	$ 7,068
% of Investments at Fair Value	4.00%	6.60%
Air Freight & Logistics [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 9,779	$ 7,866
% of Investments at Amortized Cost	3.10%	7.50%
Fair Value	$ 9,724	$ 7,967
% of Investments at Fair Value	3.10%	7.40%
Commercial Services & Supplies [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 9,729
% of Investments at Amortized Cost	3.10%
Fair Value	$ 9,741
% of Investments at Fair Value	3.10%
Life Sciences Tools & Services [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 9,681
% of Investments at Amortized Cost	3.10%
Fair Value	$ 9,729
% of Investments at Fair Value	3.10%
Financial Services [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 8,883	$ 534
% of Investments at Amortized Cost	2.80%	0.50%
Fair Value	$ 8,934	$ 552
% of Investments at Fair Value	2.80%	0.50%
Health Care Equipment & Supplies [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 7,794	$ 6,458
% of Investments at Amortized Cost	2.50%	6.10%
Fair Value	$ 7,991	$ 6,689
% of Investments at Fair Value	2.50%	6.30%
Machinery [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 6,697
% of Investments at Amortized Cost	2.10%
Fair Value	$ 6,745
% of Investments at Fair Value	2.10%
Chemicals [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 6,400	$ 5,768
% of Investments at Amortized Cost	2.00%	5.50%
Fair Value	$ 6,665	$ 5,880
% of Investments at Fair Value	2.10%	5.50%

XML

Investment - Schedule of Geographic Composition of Investments (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 316,371	$ 105,495
Fair Value	$ 318,629	$ 106,888
% of Investments at Fair Value	100.00%	100.00%
Fair Value as % of Net Assets	206.50%	130.70%
United States [Member]
Schedule of Investments [Line Items]
Investments at Amortized Cost	$ 316,371	$ 105,495
Fair Value	$ 318,629	$ 106,888
% of Investments at Fair Value	100.00%	100.00%
Fair Value as % of Net Assets	206.50%	130.70%

XML

Fair Value Measurements - Schedule of Fair Value of Investments (Details) - USD ($) $ in Thousands	Dec. 31, 2024		Dec. 31, 2023
Schedule of Investments [Line Items]
Fair Value	$ 318,629		$ 106,888
Fair Value, Inputs, Level 1 [Member]
Schedule of Investments [Line Items]
Fair Value	0		0
Fair Value, Inputs, Level 2 [Member]
Schedule of Investments [Line Items]
Fair Value	0		0
Fair Value, Inputs, Level 3 [Member]
Schedule of Investments [Line Items]
Fair Value	318,629		106,888
Common Stock [Member]
Schedule of Investments [Line Items]
Fair Value	3,500
Common Stock [Member] | Fair Value, Inputs, Level 1 [Member]
Schedule of Investments [Line Items]
Fair Value	0
Common Stock [Member] | Fair Value, Inputs, Level 2 [Member]
Schedule of Investments [Line Items]
Fair Value	0
Common Stock [Member] | Fair Value, Inputs, Level 3 [Member]
Schedule of Investments [Line Items]
Fair Value	3,500
Preferred Stock [Member]
Schedule of Investments [Line Items]
Fair Value	274
Preferred Stock [Member] | Fair Value, Inputs, Level 1 [Member]
Schedule of Investments [Line Items]
Fair Value	0
Preferred Stock [Member] | Fair Value, Inputs, Level 2 [Member]
Schedule of Investments [Line Items]
Fair Value	0
Preferred Stock [Member] | Fair Value, Inputs, Level 3 [Member]
Schedule of Investments [Line Items]
Fair Value	274
First Lien Debt [Member]
Schedule of Investments [Line Items]
Fair Value	314,855	[1]	106,888	[2]
First Lien Debt [Member] | Fair Value, Inputs, Level 1 [Member]
Schedule of Investments [Line Items]
Fair Value	0	[1]	0	[2]
First Lien Debt [Member] | Fair Value, Inputs, Level 2 [Member]
Schedule of Investments [Line Items]
Fair Value	0	[1]	0	[2]
First Lien Debt [Member] | Fair Value, Inputs, Level 3 [Member]
Schedule of Investments [Line Items]
Fair Value	$ 314,855	[1]	$ 106,888	[2]

[1] First lien debt consists of first lien term loans, first lien, last-out term loans, first lien delayed draw term loans and first lien revolvers.

[2] First lien debt consists of first lien term loans, first lien delayed draw term loans and first lien revolvers.

XML

Fair Value Measurements - Schedule of Changes in Fair Value of Investments (Details) - Fair Value, Inputs, Level 3 [Member] - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024
Schedule of Investments [Line Items]
Fair value, beginning of period	$ 0	$ 106,888
Purchases of investments	110,637	219,683	[1]
Proceeds from principal repayments and sales of investments	(5,443)	(10,248)	[1]
Accretion of discount/amortization of premium	42	3,414	[1]
Payment-in-kind interest and fees capitalized	0	417
Net realized gain (loss) on investments	259	(2,390)
Net change in unrealized appreciation (depreciation)	1,393	865
Fair value, end of period	106,888	318,629
Net change in unrealized appreciation related to financial instruments still held as of December 31, 2023	$ 1,393	$ 865
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Unrealized Gain (Loss) on Investments	Unrealized Gain (Loss) on Investments
Preferred Stock [Member]
Schedule of Investments [Line Items]
Fair value, beginning of period	$ 0	$ 0
Purchases of investments	0	274	[1]
Proceeds from principal repayments and sales of investments	0	0	[1]
Accretion of discount/amortization of premium	0	0	[1]
Payment-in-kind interest and fees capitalized	0	11
Net realized gain (loss) on investments	0	0
Net change in unrealized appreciation (depreciation)	0	(11)
Fair value, end of period	$ 0	274
Net change in unrealized appreciation related to financial instruments still held as of December 31, 2023		$ (11)
Fair Value, Asset, Recurring Basis, Still Held, Unrealized Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Unrealized Gain (Loss) on Investments	Unrealized Gain (Loss) on Investments
Common Stock [Member]
Schedule of Investments [Line Items]
Fair value, beginning of period	$ 0	$ 0
Purchases of investments	0	3,694	[1]
Proceeds from principal repayments and sales of investments	0	0	[1]
Accretion of discount/amortization of premium	0	0	[1]
Payment-in-kind interest and fees capitalized	0	0
Net realized gain (loss) on investments	0	0
Net change in unrealized appreciation (depreciation)	0	(194)
Fair value, end of period	0	3,500
Net change in unrealized appreciation related to financial instruments still held as of December 31, 2023		$ (194)
Fair Value, Asset, Recurring Basis, Still Held, Unrealized Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Unrealized Gain (Loss) on Investments	Unrealized Gain (Loss) on Investments
First Lien Debt [Member]
Schedule of Investments [Line Items]
Fair value, beginning of period	$ 0	$ 106,888
Purchases of investments	110,637	215,715	[1]
Proceeds from principal repayments and sales of investments	(5,443)	(10,248)	[1]
Accretion of discount/amortization of premium	42	3,414	[1]
Payment-in-kind interest and fees capitalized	0	406
Net realized gain (loss) on investments	259	(2,390)
Net change in unrealized appreciation (depreciation)	1,393	1,070
Fair value, end of period	106,888	314,855
Net change in unrealized appreciation related to financial instruments still held as of December 31, 2023	$ 1,393	$ 1,070
Fair Value, Asset, Recurring Basis, Still Held, Unrealized Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Unrealized Gain (Loss) on Investments	Unrealized Gain (Loss) on Investments

[1] Includes reorganizations and restructuring of investments.

XML

Fair Value Measurements - Summary of Unobservable Inputs of the Company's Level 3 Financial Instruments (Details) $ in Thousands		Dec. 31, 2024 USD ($)		Dec. 31, 2023 USD ($)
Schedule of Investments [Line Items]
Fair Value		$ 318,629		$ 106,888
Common Stock [Member]
Schedule of Investments [Line Items]
Fair Value		3,500
Preferred Stock [Member]
Schedule of Investments [Line Items]
Fair Value		274
First Lien Debt [Member]
Schedule of Investments [Line Items]
Fair Value		314,855	[1]	106,888	[2]
Fair Value, Inputs, Level 3 [Member]
Schedule of Investments [Line Items]
Fair Value		318,629		106,888
Fair Value, Inputs, Level 3 [Member] | Common Stock [Member]
Schedule of Investments [Line Items]
Fair Value		3,500
Fair Value, Inputs, Level 3 [Member] | Preferred Stock [Member]
Schedule of Investments [Line Items]
Fair Value		274
Fair Value, Inputs, Level 3 [Member] | First Lien Debt [Member]
Schedule of Investments [Line Items]
Fair Value		314,855	[1]	106,888	[2]
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Discount Rate [Member] | Valuation Technique Yield Analysis [Member] | Preferred Stock [Member]
Schedule of Investments [Line Items]
Fair Value		274
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Discount Rate [Member] | Valuation Technique Yield Analysis [Member] | First Lien Debt [Member]
Schedule of Investments [Line Items]
Fair Value		$ 314,855		$ 106,888
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Discount Rate [Member] | Valuation Technique Yield Analysis [Member] | Maximum [Member] | Preferred Stock [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input		17.1
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Discount Rate [Member] | Valuation Technique Yield Analysis [Member] | Maximum [Member] | First Lien Debt [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input		12.8		11.9
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Discount Rate [Member] | Valuation Technique Yield Analysis [Member] | Minimum [Member] | Preferred Stock [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input		17.1
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Discount Rate [Member] | Valuation Technique Yield Analysis [Member] | Minimum [Member] | First Lien Debt [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input		8		8.6
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Discount Rate [Member] | Valuation Technique Yield Analysis [Member] | Weighted Average [Member] | Preferred Stock [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input	[3]	17.1
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Discount Rate [Member] | Valuation Technique Yield Analysis [Member] | Weighted Average [Member] | First Lien Debt [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input		9	[3]	9.7	[4]
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Discount Rate [Member] | Valuation Technique Discounted Cash Flows [Member] | Common Stock [Member]
Schedule of Investments [Line Items]
Fair Value		$ 0
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Discount Rate [Member] | Valuation Technique Discounted Cash Flows [Member] | Maximum [Member] | Common Stock [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input		15.2
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Discount Rate [Member] | Valuation Technique Discounted Cash Flows [Member] | Minimum [Member] | Common Stock [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input		15.2
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Discount Rate [Member] | Valuation Technique Discounted Cash Flows [Member] | Weighted Average [Member] | Common Stock [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input	[3]	15.2
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Transaction Multiples [Member] | Valuation Technique Market Approach [Member] | Common Stock [Member]
Schedule of Investments [Line Items]
Fair Value		$ 3,500
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Transaction Multiples [Member] | Valuation Technique Market Approach [Member] | Maximum [Member] | Common Stock [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input		12.2
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Transaction Multiples [Member] | Valuation Technique Market Approach [Member] | Minimum [Member] | Common Stock [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input		12.2
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Transaction Multiples [Member] | Valuation Technique Market Approach [Member] | Weighted Average [Member] | Common Stock [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input	[3]	12.2
Fair Value, Inputs, Level 3 [Member] | Measurement Input Market Multiples [Member] | Valuation Technique Market Approach [Member] | Common Stock [Member]
Schedule of Investments [Line Items]
Fair Value		$ 0
Fair Value, Inputs, Level 3 [Member] | Measurement Input Market Multiples [Member] | Valuation Technique Market Approach [Member] | Maximum [Member] | Common Stock [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input		14.1
Fair Value, Inputs, Level 3 [Member] | Measurement Input Market Multiples [Member] | Valuation Technique Market Approach [Member] | Minimum [Member] | Common Stock [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input		14.1
Fair Value, Inputs, Level 3 [Member] | Measurement Input Market Multiples [Member] | Valuation Technique Market Approach [Member] | Weighted Average [Member] | Common Stock [Member]
Schedule of Investments [Line Items]
Quantitative Information on Unobservable input	[3]	14.1

[1] First lien debt consists of first lien term loans, first lien, last-out term loans, first lien delayed draw term loans and first lien revolvers.

[2] First lien debt consists of first lien term loans, first lien delayed draw term loans and first lien revolvers.

[3] Weighted averages are calculated based on fair value of investments.

[4] Weighted averages are calculated based on fair value of investments

XML

Debt (Additional Information) (Details) - USD ($) $ in Thousands			12 Months Ended
	Dec. 07, 2023	Dec. 04, 2023	Dec. 31, 2024	Jun. 07, 2025	Dec. 31, 2023
Debt Instrument [Line Items]
Asset coverage percentage			188.90%		223.40%
Aggregate lender commitments senior secured			$ 300,000		$ 200,000
Senior Secured Credit Facility [Member]
Debt Instrument [Line Items]
Aggregate lender commitments senior secured	$ 200,000		$ 300,000	$ 400,000	$ 200,000
Additional aggregate commitment credit facility	$ 100,000
Maturity date	Dec. 07, 2029
Description of debt instrument fee			The Company will also pay a fee of 0.50% on average daily undrawn amounts under the Senior Secured Credit Facility for the first 12 months from the effective date, 0.65% from December 8, 2024 through June 7, 2025, and 0.75% thereafter.
JFIN Bridge Loan Agreement [Member]
Debt Instrument [Line Items]
Debt aggregate principal amount		$ 71,700
Minimum [Member]
Debt Instrument [Line Items]
Required assets coverage percentage			150.00%
SOFR [Member]
Debt Instrument [Line Items]
Basis spread on variable rate			2.15%
Base Rate [Member]
Debt Instrument [Line Items]
Basis spread on variable rate			1.15%

XML

Debt - Summary Company's Outstanding Debt Obligations (Details) - USD ($) $ in Thousands	Dec. 31, 2024		Dec. 31, 2023
Debt Instrument [Line Items]
Aggregate Principal Committed	$ 300,000		$ 200,000
Outstanding Principal	173,603		66,294
Carrying Value	173,603		66,294
Fair Value	172,735	[1]	65,631	[2]
Unused Portion	126,397	[3]	133,706	[4]
Amount Available	11,535	[5]	79	[6]
Senior Secured Credit Facility [Member]
Debt Instrument [Line Items]
Aggregate Principal Committed	300,000		200,000
Outstanding Principal	173,603		66,294
Carrying Value	173,603		66,294
Fair Value	172,735	[1]	65,631	[2]
Unused Portion	126,397	[3]	133,706	[4]
Amount Available	$ 11,535	[5]	$ 79	[6]

[1] The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of December 31, 2024.

[2] The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of December 31, 2023.

[3] The unused portion is the amount upon which commitment fees, if any, are based.

[4] The unused portion is the amount upon which commitment fees, if any, are based.

[5] The amount available reflects any limitations related to each respective credit facility’s borrowing base.

[6] The amount available reflects any limitations related to each respective credit facility’s borrowing base.

XML

Debt - Summary of Average and Maximum Debt Outstanding and Interest and Debt Issuance Cost (Details) - USD ($) $ in Thousands		1 Months Ended	12 Months Ended
		Dec. 31, 2023	Dec. 31, 2024
Debt Instrument [Line Items]
Average debt outstanding		$ 60,753	$ 101,219
Maximum amount of debt outstanding		$ 71,713	$ 173,603
Weighted average annualized interest cost	[1]	8.90%	8.41%
Annualized amortized debt issuance cost		0.23%	0.17%
Total annualized interest cost		9.13%	8.58%
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration]		Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]	Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]
Weighted average 1-month SOFR rate		5.38%	5.11%

[1] Includes the stated interest expense and commitment fees on the unused portion of the Senior Secured Credit Facility. Commitment fees for the year ended December 31, 2024 and for the period from December 4, 2023 (inception) to December 31, 2023 were $0.6 million and $0.1 million, respectively.

XML

Debt - Summary of Average and Maximum Debt Outstanding and Interest and Debt Issuance Cost (Parenthetical) (Details) - USD ($) $ in Millions	1 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024
Debt Disclosure [Abstract]
Commitment Fee	$ 0.1	$ 0.6

XML

Debt - Summary of Components of Interest Expense (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024
Debt Disclosure [Abstract]
Borrowing interest expense	$ 366	$ 7,947
Facility undrawn and unused fees	49	553
Amortization of financing costs and debt issuance costs	36	521
Total interest expense	$ 451	$ 9,021

XML

Debt - Schedule of Senior Secured Credit Facility Secured (Details) - USD ($) $ in Thousands		Dec. 31, 2024	Dec. 31, 2023
Assets
Restricted cash		$ 6,698	$ 468
Interest receivable		1,946	529
Total assets		333,198	150,760
Liabilities
Debt		173,603	66,294
Interest payable		2,922	368
Accrued expenses and other liabilities		448	693
Total liabilities		178,867	68,980
Senior Secured Credit Facility [Member]
Assets
Investments at fair value	[1]	309,489	106,898
Restricted cash		6,698	468
Interest receivable		1,860	485
Deferred financing costs		3,502	2,561
Prepaid expenses and other assets		42	119
Total assets		321,591	110,531
Liabilities
Debt		173,603	66,294
Interest payable		2,922	368
Accrued expenses and other liabilities		52	22
Total liabilities		$ 176,577	$ 66,684

[1] Investments at fair value do not include certain investments which are not held at the SPV.

XML

Member's Capital (Additional Information) (Details) - USD ($) $ in Thousands											1 Months Ended	12 Months Ended	13 Months Ended
	Dec. 02, 2024	Nov. 13, 2024	Oct. 16, 2024	Oct. 01, 2024	Sep. 03, 2024	Aug. 15, 2024	Jul. 18, 2024	Dec. 27, 2023	Dec. 07, 2023	Mar. 03, 2023	Dec. 31, 2023	Dec. 31, 2024	Dec. 31, 2024
Capital Unit [Line Items]
Common units, authorized											1,000,000,000	1,000,000,000	1,000,000,000
Shares issued to related party, shares	11,028	5,482	2,681	2,694	6,778	4,002	8,007	13,618	29,958		43,576	40,672	84,248
Shares issued to related party, value	$ 20,000	$ 10,000	$ 5,000	$ 5,000	$ 12,500	$ 7,500	$ 15,000	$ 25,000	$ 55,998		$ 80,998	$ 75,000	$ 155,998
Distributions declared											$ 0
Jefferies Credit Partners LLC [Member]
Capital Unit [Line Items]
Shares issued to related party, shares										1,000
Shares issued to related party, value										$ 1,000
Limited Liability Agreement [Member]
Capital Unit [Line Items]
Common units, authorized												1,000,000,000	1,000,000,000

XML

Member's Capital - Summary of Common Units Issued and Proceeds Received Related to the Company's Capital Drawdowns (Details) - USD ($) $ in Thousands										1 Months Ended	12 Months Ended	13 Months Ended
	Dec. 02, 2024	Nov. 13, 2024	Oct. 16, 2024	Oct. 01, 2024	Sep. 03, 2024	Aug. 15, 2024	Jul. 18, 2024	Dec. 27, 2023	Dec. 07, 2023	Dec. 31, 2023	Dec. 31, 2024	Dec. 31, 2024
Partners' Capital [Abstract]
Proceeds from units sold, shares	11,028	5,482	2,681	2,694	6,778	4,002	8,007	13,618	29,958	43,576	40,672	84,248
Proceeds from units sold, amount	$ 20,000	$ 10,000	$ 5,000	$ 5,000	$ 12,500	$ 7,500	$ 15,000	$ 25,000	$ 55,998	$ 80,998	$ 75,000	$ 155,998

XML

Member's Capital - Summary of Transactions in Common Units of Beneficial Interest (Details) - USD ($) $ in Thousands											1 Months Ended	12 Months Ended	13 Months Ended
	Dec. 02, 2024	Nov. 13, 2024	Oct. 16, 2024	Oct. 01, 2024	Sep. 03, 2024	Aug. 15, 2024	Jul. 18, 2024	Dec. 27, 2023	Dec. 07, 2023	Dec. 04, 2023	Dec. 31, 2023	Dec. 31, 2024	Dec. 31, 2024
Partners' Capital Account, Sale of Units [Abstract]
Proceeds from units sold, shares	11,028	5,482	2,681	2,694	6,778	4,002	8,007	13,618	29,958		43,576	40,672	84,248
Total net increase, shares											43,576	40,672
Proceeds from units sold, amount	$ 20,000	$ 10,000	$ 5,000	$ 5,000	$ 12,500	$ 7,500	$ 15,000	$ 25,000	$ 55,998		$ 80,998	$ 75,000	$ 155,998
Total net increase, amount										$ 80,998	$ 80,998	$ 75,000

XML

Member's Capital - Summary of Net Asset Value Per Unit for Each Month End (Details) - $ / shares	Dec. 31, 2024	Nov. 30, 2024	Oct. 31, 2024	Sep. 30, 2024	Aug. 31, 2024	Jul. 31, 2024	Jun. 30, 2024	May 31, 2024	Apr. 30, 2024	Mar. 31, 2024	Feb. 29, 2024	Jan. 31, 2024	Dec. 31, 2023	Dec. 03, 2023
Partners' Capital [Abstract]
Net asset value per unit	$ 1,810.37	$ 1,813.58	$ 1,814.21	$ 1,856.08	$ 1,844.16	$ 1,866.19	$ 1,864.36	$ 1,849.67	$ 1,874.9	$ 1,859.46	$ 1,856.35	$ 1,846.89	$ 1,834.62	$ 1

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Member's Capital - Summary of Distribution Declared (Details) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2024 USD ($) $ / shares
Capital Unit [Line Items]
Distribution Per Unit | $ / shares	$ 182.6948
Distribution Amount | $	$ 11,559
Distribution Declaration Date March 28, 2024
Capital Unit [Line Items]
Distribution Per Unit | $ / shares	$ 5.6624
Distribution Amount | $	$ 252
Payment Date	Apr. 05, 2024
Record Date	Mar. 28, 2024
Declaration Date	Mar. 28, 2024
Distribution Declaration Date May 13, 2024
Capital Unit [Line Items]
Distribution Per Unit | $ / shares	$ 37.1568
Distribution Amount | $	$ 1,657
Payment Date	Jun. 06, 2024
Record Date	May 28, 2024
Declaration Date	May 13, 2024
Distribution Declaration Date August 13, 2024
Capital Unit [Line Items]
Distribution Per Unit | $ / shares	$ 35.7895
Distribution Amount | $	$ 2,025
Payment Date	Sep. 06, 2024
Record Date	Aug. 28, 2024
Declaration Date	Aug. 13, 2024
Distribution Declaration Date October 31, 2024
Capital Unit [Line Items]
Distribution Per Unit | $ / shares	$ 62.928
Distribution Amount | $	$ 4,325
Payment Date	Nov. 13, 2024
Record Date	Oct. 31, 2024
Declaration Date	Oct. 31, 2024
Distribution Declaration Date November 27, 2024
Capital Unit [Line Items]
Distribution Per Unit | $ / shares	$ 18.9414
Distribution Amount | $	$ 1,406
Payment Date	Dec. 12, 2024
Record Date	Nov. 29, 2024
Declaration Date	Nov. 27, 2024
Distribution Declaration Date December 27, 2024
Capital Unit [Line Items]
Distribution Per Unit | $ / shares	$ 22.2167
Distribution Amount | $	$ 1,894
Payment Date	Jan. 30, 2025
Record Date	Dec. 27, 2024
Declaration Date	Dec. 27, 2024

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Net Increase in Net Assets Per Unit - Summary of Computation of Basic and Diluted Earnings Per Unit (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024
Earnings Per Unit [Abstract]
Net Income (Loss)	$ 781	$ 9,110
Weighted Average Units Outstanding (Note 8)	30,180	54,851
Net increase in net assets per unit resulting from operations - basic	$ 25.88	$ 166.09
Net increase in net assets per unit resulting from operations - diluted	$ 25.88	$ 166.09

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Commitments and Contingencies (Additional Information) (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Unfunded commitments	$ 61.9	$ 18.6

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Tax Information (Additional Information) (Details) - USD ($) $ in Millions	1 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024	Dec. 31, 2023
Income Tax Examination [Line Items]
Current Excise Tax Expense	$ 0.1
Maximum [Member]
Income Tax Examination [Line Items]
Investment company, tax reclassification, increase (decrease)		$ 155.3	$ 80.9
Undistributed net investment income	0.8	10.6	0.8
Minimum [Member]
Income Tax Examination [Line Items]
Investment company, tax reclassification, increase (decrease)		0.6	0.1
Undistributed net investment income	$ 0.1	$ 0.1	$ 0.1

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Tax Information -Summary of tax character of distributions paid to stockholders during the tax years (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024
Income Tax Disclosure [Abstract]
Ordinary income	$ 0	$ 11,559
Capital gains	0	0
Return of capital	0	0
Total distributions paid to unitholders	$ 0	$ 11,559

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Tax Information - Summary of Components of Accumulated Losses on a Tax Basis (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Undistributed ordinary income	$ 104	$ 257
Late year loss deferrals	(1,748)
Other temporary differences	(759)	(813)
Unrealized appreciation (depreciation)	1,416	1,393
Tax Basis Total Accumulated Under (Over-Distributed Earnings, Total	$ (987)	$ 837

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Tax Information - Summary of Federal Income Tax Purposes (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Tax Cost	$ 317,213	$ 105,495
Gross unrealized appreciation	2,155	1,467
Gross unrealized depreciation	(739)	(74)
Net unrealized investment appreciation (depreciation)	$ 1,416	$ 1,393

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Financial Highlights - Schedule of Financial Highlights (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended	12 Months Ended
		Dec. 31, 2023	Dec. 31, 2024
Investment Company, Financial Highlights [Abstract]
Net asset value at beginning of period		$ 1	$ 1,834.62
Net investment income	[1]	(28.86)	193.92
Net realized gains (losses) and unrealized appreciation (depreciation)	[2],[3]	1,862.48	(35.48)
Net increase (decrease) in member's capital from operations		1,834.62	1,993.06
Distribution declared	[4]	0	(182.69)
Net asset value at end of period		$ 1,834.62	$ 1,810.37
Total return based on net asset value	[5]		8.60%
Units outstanding, end of period		44,576	85,248
Weighted average units outstanding		30,180	54,851
Member's capital at end of period		$ 81,780	$ 154,331
Annualized ratio of net expenses to average member's capital	[6]	16.20%	11.60%
Annualized ratio of net expenses before voluntary waivers to average member's capital	[6],[7]	17.90%	13.80%
Annualized ratio of net investment income to average member's capital	[6]	5.60%	10.40%
Portfolio turnover rate	[8]	12.00%	0.00%
Asset coverage ratio		223.40%	188.90%
Capital commitments		$ 300,000	$ 300,000
Funded capital commitments		$ 80,998	$ 155,998
% of capital commitments funded		27.00%	52.00%

[1] The per unit data was derived by using the weighted average units outstanding during the period

[2] For the period from December 4, 2023, to December 31, 2023, the Company recorded $1.7 million of net realized gain and changes in unrealized appreciation, the majority of which occurred upon the Company’s initial acquisition of loans and commitments on December 4, 2023. See Note 3 of the consolidated financial statements for additional information.

[3] The amount shown does not correspond with the aggregate amount for the period as it includes the effect of the timing of capital transactions.

[4] The per unit data for distributions was derived using the actual units outstanding at the date of the relevant transaction (refer to Note 7).

[5] Total return is calculated as the change in NAV per unit during the period, plus distributions per unit (assuming distributions are reinvested in accordance with the Company’s distribution reinvestment plan) divided by the beginning NAV per unit.

[6] Net expenses include interest expense and all other company operating expenses. Amounts are annualized with the exception of certain non-recurring expenses. Operating expenses may vary in the future based on the amount of capital raised and other unpredictable variables.

[7] Voluntary waivers include management fees and incentive fees.

[8] For the year ended December 31, 2024, there were no portfolio companies that repaid loans in full. Portfolio turnover rate for the period from December 4, 2023 (inception) to December 31, 2023 includes two portfolio companies which repaid loans in full between when the initial acquisition of a portfolio of loans and commitments was entered into on June 30, 2023, and when the transaction closed on December 4, 2023. See Note 3 to the consolidated financial statements for additional information

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Financial Highlights - Schedule of Financial Highlights (Parenthetical) (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024
Restructuring Cost and Reserve [Line Items]
Net realized gain and changes in unrealized appreciation	$ 1,393	$ 865
Acquisition [Member]
Restructuring Cost and Reserve [Line Items]
Net realized gain and changes in unrealized appreciation	$ 1,700

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Subsequent Events (Additional Information) (Details) - USD ($) $ / shares in Units, $ in Thousands					1 Months Ended	12 Months Ended
	Mar. 21, 2025	Feb. 26, 2025	Jan. 31, 2025	Jan. 30, 2025	Dec. 31, 2023	Dec. 31, 2024
Subsequent Event [Line Items]
Proceeds from issuance of common units					$ 80,998	$ 75,000
Line of Credit Facility, Maximum Borrowing Capacity					$ 200,000	$ 300,000
Subsequent Event [Member]
Subsequent Event [Line Items]
Proceeds from issuance of common units			$ 22,500
Aggregate amount of borrowings	$ 100,000
Subsequent Event [Member] | O2025 M1 Dividends Member
Subsequent Event [Line Items]
Dividends Payable, Date Declared				Jan. 30, 2025
Dividends Payable, Amount Per Share				$ 16.803
Dividends Payable, Date to be Paid				Feb. 21, 2025
Dividends Payable, Date of Record				Jan. 31, 2025
Subsequent Event [Member] | O2025 M2 Dividends Member
Subsequent Event [Line Items]
Dividends Payable, Date Declared		Feb. 26, 2025
Dividends Payable, Amount Per Share		$ 15.9745
Dividends Payable, Date to be Paid		Mar. 17, 2025
Dividends Payable, Date of Record		Feb. 28, 2025
Revolving Credit Facility [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Basis spread on variable rate	2.50%
Line of Credit Facility, Maximum Borrowing Capacity	$ 75,000
Termination date	Mar. 20, 2026