The Company is offering Common Shares on a continuous basis (the “Private Offering”) pursuant to the terms set forth in subscription agreements that it expects to enter into with investors in connection with the Private Offering (each, a “Subscription Agreement”). Although the Common Shares in the Private Offering are being sold under the exemption provided by Section 4(a)(2) of the Securities Act of 1933 (the “Securities Act”) only to investors that are “accredited investors” in accordance with Rule 506 of Regulation D promulgated under the Securities Act, and other exemptions of similar import in the laws of the states and jurisdictions where the offering will be made, there can be no assurance that it will not need to suspend the continuous offering for various reasons, including but not limited to regulatory review from the SEC and various state regulators, to the extent applicable.

Each investor in the Private Offering will make a capital commitment (a “Capital Commitment”) to purchase Common Shares pursuant to a Subscription Agreement. During the Commitment Period, investors in the Private Offering will be required to fund drawdowns to purchase Common Shares up to the amount of their respective Capital Commitment on an as-needed basis each time the Company delivers a drawdown notice to its investors. The Commitment Period will continue until the five-year anniversary of the date on which holders of the Common Shares are required to fund their initial drawdown (the “Commencement Date”). The Commencement Date occurred during the second quarter of 2024.

The Company is authorized to issue an unlimited number of Common Shares. As of June 30, 2024, the Company had issued 7,760,000 shares and all are outstanding. Also, as of June 30, 2024, the Company had executed subscription agreements for approximately $2.1 billion of Capital Commitments (of which $1.9 billion remained unfunded as of June 30, 2024).

The following table summarizes the total shares issued and aggregate offering proceeds related to the Company's capital drawdowns delivered pursuant to the Subscription Agreement as of June 30, 2024.


($ in thousands, except shares)	Number of		Aggregate
Share Issuance Date	Shares Issued		Offering Proceeds
31-Dec-23		400	$	10
7-May-24		7,759,600		193,990
Total		7,760,000	$	194,000