The Company has evaluated subsequent events through November 14, 2022, the date on which the consolidated financial statements were issued.

Distributions: On October 12, 2022, the Board declared the following distributions:

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Except as otherwise specified, references to “we,” “us” and “our” refer to Monroe Capital Income Plus ~~Corporation.~~Corporation and its consolidated subsidiaries; MC Advisors refers to Monroe Capital BDC Advisors, LLC, our investment adviser and a Delaware limited liability company; MC Management refers to Monroe Capital Management Advisors, LLC, our administrator and a Delaware limited liability company; and Monroe Capital refers to Monroe Capital LLC, a Delaware limited liability company, and its subsidiaries and affiliates. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes appearing in our annual report on Form 10-K (the “Annual Report”) for the year ended December 31, 2021, filed with the U.S. Securities and Exchange Commission (“SEC”) on March 14, 2022. The information contained in this section should also be read in conjunction with our unaudited consolidated financial statements and related notes and other financial information appearing elsewhere in this quarterly report on Form 10-Q (the “Quarterly Report”).

This Quarterly Report, including Management’s Discussion and Analysis of Financial Condition and Results of Operations, contains statements that constitute forward-looking statements, which relate to future events or our future performance or future financial condition. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about our company, our industry, our beliefs and our assumptions. The forward-looking statements contained in this Quarterly Report involve risks and uncertainties, including statements as to:

We use words such as “anticipates,” “believes,” “expects,” “intends,” “seeks,” “plans,” “estimates,” ~~“targets,” “expects”~~“targets” and similar expressions to identify forward-looking statements. The ~~forward looking~~forward-looking statements contained in this Quarterly Report involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth in ~~“Item~~“Part I—Item 1A. Risk Factors” ~~of amendment No. 1 to~~in our ~~Registration Statement on Form 10, filed with the U.S. Securities~~Annual Report and ~~Exchange Commission (“SEC”) on July 30, 2018 (File No. 000-55941), and “~~~~Part~~“Part II—Item 1A. Risk ~~Factors~~”Factors” in this Quarterly Report.

Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. Important assumptions include our ability to originate new loans and investments, certain margins and levels of profitability and the availability of additional capital. In light of these and other uncertainties, the inclusion of a projection or forward-looking ~~statement~~statements in this Quarterly Report should not be regarded as a representation by us that our plans and objectives will be achieved.

We have based the forward-looking statements included in this Quarterly Report on information available to us on the date of this Quarterly Report, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements in this Quarterly Report, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we may file in the future ~~may file~~ with the SEC, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and ~~current reports~~Current Reports on Form 8-K.

Monroe Capital Income Plus Corporation is an externally managed, closed-end, non-diversified management investment company ~~incorporated under the Maryland General Corporation Law on May 30, 2018. We intend to elect~~that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). ~~We also intend to elect~~In addition, for U.S. federal income tax purposes we have elected to be treated ~~and intend to qualify annually thereafter,~~ as a regulated investment company (“RIC”) under the ~~subchapter M of the~~U.S. Internal Revenue Code of 1986, as amended (the “Code”). We currently qualify and intend to continue to qualify annually to be treated as a RIC for U.S. federal income tax purposes.

As an emerging growth company, we intend to take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1933, as amended (the “Securities Act”) for complying with new or revised accounting standards.

We are a specialty finance company that is focused on providing financing solutions primarily to lower middle-market companies in the United States and Canada. We seek to provide investors with attractive risk-adjusted returns and downside protection associated with investing in asset based and secured corporate private credit opportunities in a manner that is decoupled from public markets’ volatility. We seek to provide attractive risk-adjusted returns and downside protection by investing primarily in secured private credit transactions and assets, targeting investments that have significant downside protection through a focus on asset coverage. We expect to invest primarily in: (i) senior secured and junior secured and unsecured loans, notes, bonds, preferred equity (including preferred partnership equity), convertible debt and other securities; (ii) unitranche secured loans (a combination of senior secured and junior secured debt in the same facility in which we syndicate a “first out” portion of the loan to an investor and retain a “last out” portion of the loan) and securities; (iii) asset-based loans and securities; (iv) small business loans and leases; (v) structured debt and structured equity; (vi) syndicated loans; (vii) securitized debt and subordinated notes of collateralized loan obligations facilities, asset-backed securities and other securitized products and warehouse loan facilities; (viii) opportunities to acquire illiquid investments from other third-party funds as a result of liquidity constraints resulting from investor redemptions and market dislocations; and (ix) capital investments in the secondary markets. As of September 30, ~~2018,~~2022, our portfolio included approximately 83.8% senior secured loans, 8.9% unitranche secured loans, 3.7% junior secured loans and 3.6% equity securities, compared to December 31, 2021, when our portfolio included approximately 90.5% senior secured loans, 4.3% unitranche secured loans, 2.6% junior secured loans and 2.6% equity securities. We expect that the companies in which we ~~have~~invest may be leveraged, often as a result of leveraged buy-outs or other recapitalization transactions, and, in certain cases, will not ~~commenced operations.~~be rated by national ratings agencies. If such companies were rated, we believe that they would typically receive a rating below investment grade (between BB and CCC under the Standard & Poor’s system) from the national rating agencies.

Our investment objective is to maximize the total return to our stockholders in the form of current income and capital appreciation through investment in senior, unitranche and junior secured debt and, to a lesser extent, subordinated debt and equity investments. We ~~seek to~~ use ~~our~~Monroe Capital’s extensive leveraged finance origination infrastructure and broad expertise in sourcing loans to invest in ~~primarily~~ senior secured, unitranche secured and junior secured debt of middle-market companies. Our ~~investments in senior, unitranche, junior secured debt and other investments generally will range between $2.0 million and $18.0 million each, although this~~ investment size ~~may~~will vary proportionately with the size of our capital base.

~~All investment professionals~~ We believe that our focus on lending to lower middle-market companies offers several advantages as compared to lending to larger companies, including more attractive economics, lower leverage, more comprehensive and restrictive covenants, more expansive events of ~~Monroe Capital BDC Advisors, LLC (“MC Advisors”) and/or its affiliates, when~~default, relatively small debt facilities that provide us with enhanced influence over our borrowers, direct access to borrower management and to the extent engaged in providing investment advisory and management services to us, and the compensation and routine overhead expenses of personnel allocable to these services to us, are provided and paid for by MC Advisors and not by us. We bear all other out-of-pocket costs and expenses of our operations and transactions, including, without limitation:

We intend to enter into certain contracts under which we will have material future commitments. We intend to enter into the Investment Advisory Agreement with MC Advisors in accordance with the 1940 Act. Under the Investment Advisory Agreement, MC Advisors will be responsible for sourcing, reviewing and structuring investment opportunities for us, underwriting and conducting diligence on our investments and monitoring our investment portfolio on an ongoing basis. For these services, we will pay (i) a base management fee equal to a percentage of our average invested assets and (ii) an incentive fee based on our performance.

We also intend to enter into the Administration Agreement with MC Management, pursuant to which MC Management will perform, or oversee the performance of, clerical, bookkeeping, recordkeeping, and other required administrative services, including managing the payment of expenses and the performance of administrative and professional services rendered by others. We will reimburse MC Management an amount equal to our allocable portion (subject to the review of our Board of Directors (the “Board”)) of its overhead resulting from its obligations under the Administration Agreement.

~~Other than contractual commitments and other legal contingencies incurred in the normal course of our business, we do not expect to have any off-balance sheet financings or liabilities.~~ improved information flow.

We ~~will record~~generate interest ~~and fee~~ income on ~~an accrual basis to~~ the ~~extent~~debt investments in portfolio company investments that we ~~expect~~originate or acquire. Our debt investments, whether in the form of senior secured, unitranche secured or junior secured debt, typically have an initial term of three to ~~collect such amounts. For loans~~seven years and bear interest at a fixed or floating rate. In some instances, we receive payments on our debt ~~securities with contractual~~investments based on scheduled amortization of the outstanding balances. In addition, we receive repayments of some of our debt investments prior to their scheduled maturity date. In some cases, our investments provide for deferred interest of payment-in-kind (“PIK”) ~~interest,~~interest. In addition, we ~~will not accrue PIK interest if~~may generate revenue in the ~~portfolio company valuation indicates that such PIK interest is not collectible. We will not accrue as a receivable interest on loans~~form of commitment, origination, amendment, structuring or due diligence fees, fees for providing managerial assistance and ~~debt securities if we have reason to doubt our ability to collect such interest.~~consulting fees. Loan origination fees, original issue discount and market discount or premium ~~will be~~are capitalized, and ~~then~~ we ~~will~~accrete or amortize such amounts using the effective interest method as interest income over the life of the investment. Upon the prepayment of a loan or debt security, any unamortized premium or discount or loan origination fees will be recorded as interest income. We ~~will~~ record prepayment premiums and prepayment gains (losses) on loans ~~and debt securities~~ as interest income. As the frequency or volume of the repayments which trigger these prepayment premiums and prepayment gains (losses) may fluctuate significantly from period to period, the associated interest income ~~when~~recorded may also fluctuate significantly from period to period. Interest and fee income is recorded on the accrual basis to the extent we ~~receive~~expect to collect such amounts. Interest income ~~will be~~is accrued based upon the outstanding principal amount and contractual terms of debt and preferred equity investments. Interest ~~will be~~is accrued on a daily basis. ~~All other income will be recorded into income when earned.~~ We ~~will~~ record fees on loans based on the determination of whether the fee is considered a yield enhancement or payment for a service. If the fee is considered a yield enhancement associated with a funding of cash on a loan, the fee ~~will~~is generally be deferred and recognized into interest income using the effective interest method if captured in the cost basis or using the straight-line method if the loan is unfunded and therefore there is no cost basis. If the fee is not considered a yield enhancement because a service was provided, and the fee is payment for that service, the fee is deemed earned and ~~will be~~ recognized as fee income in the period ~~earned.~~the service is completed.

Dividend income on preferred equity securities ~~will be~~is recorded as dividend income 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 ~~will be~~is recorded on the record date for private portfolio companies. Each distribution received from limited liability company (“LLC”) and limited partnership (“LP”) investments is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, we will not record distributions from equity investments in LLCs and LPs as dividend income unless there are sufficient accumulated tax-basis earnings and profits in the LLC or LP prior to the distribution. Distributions that are classified as a return of capital ~~will be~~are recorded as a reduction in the cost basis of the investment. The frequency and volume of the distributions on common equity securities and LLC and LP investments may fluctuate significantly from period to period.

Our primary operating expenses include the payment of base management and incentive fees to MC Advisors under the investment advisory agreement entered into on December 5, 2018 (the “Investment Advisory Agreement”), the payment of fees to MC Management for our allocable portion of overhead and other expenses under the administration agreement entered into on December 5, 2018 (the “Administration Agreement”), and other operating costs. See Note 6 to our consolidated financial statements and “Related Party Transactions” below for additional information on our Investment Advisory Agreement and Administration Agreement. Our expenses also include interest expense on indebtedness. We bear all other out-of-pocket costs and expenses of our operations and transactions.

We recognize realized gains or losses on investments, foreign currency forward contracts and foreign currency and other transactions based on the difference between the net proceeds from the disposition and the cost basis without regard to unrealized gains or losses previously recognized within net realized gain (loss) on the consolidated statements of operations. We record current period changes in fair value of investments, foreign currency forward contracts, foreign currency and other transactions within net change in unrealized gain (loss) on the consolidated statements of operations.

During the three months ended September 30, 2022, we invested $194.1 million in 20 new portfolio companies, and $69.5 million in 33 existing portfolio companies, and had $55.3 million in aggregate amount of sales and principal repayments, resulting in net investments of $208.3 million for the period.

During the nine months ended September 30, 2022, we invested $326.5 million in 31 new portfolio companies, and $152.0 million in 53 existing portfolio companies, and had $104.5 million in aggregate amount of sales and principal repayments, resulting in net investments of $374.0 million for the period.

During the three months ended September 30, 2021, we invested $139.0 million in 15 new portfolio companies, and $49.2 million in 19 existing portfolio companies, and had $25.4 million in aggregate amount of sales and principal repayments, resulting in net investments of $162.8 million for the period.

During the nine months ended September 30, 2021, we invested $313.5 million in 42 new portfolio companies, and $59.3 million in 23 existing portfolio companies, and had $59.8 million in aggregate amount of sales and principal repayments, resulting in net investments of $313.0 million for the period.

The following table shows the composition of our investment portfolio at fair value and as percentage of our total investments at fair value (in thousands):

Our portfolio composition remained relatively consistent with December 31, 2021. Our effective yields increased from December 31, 2021, driven primarily by increases in LIBOR and SOFR rates. The majority of our loans were above the interest rate floors at the end of the three months ended September 30, 2022.

The following table shows our portfolio composition by industry at fair value and as percentage of our total investments at fair value (in thousands):

MC Advisors’ portfolio management staff closely monitors all credits, with senior portfolio managers covering agented and more complex investments. MC Advisors segregates our capital markets investments by industry. The MC Advisors’ monitoring process and projections developed by Monroe Capital both have daily, weekly, monthly and quarterly components and related reports, each to evaluate performance against historical, budget and underwriting expectations. MC Advisors’ analysts will monitor performance using standard industry software tools to provide consistent disclosure of performance. When necessary, MC Advisors will update our internal risk ratings, borrowing base criteria and covenant compliance reports.

As part of the monitoring process, MC Advisors regularly assesses the risk profile of each of our investments and rates each of them based on an internal proprietary system that uses the categories listed below, which we refer to as MC Advisors’ investment performance risk rating. For any investment rated in grades 3, 4 or 5, MC Advisors, through its internal Portfolio Management Group (“PMG”), will increase its monitoring intensity and prepare regular updates for the investment committee, summarizing current operating results and material impending events and suggesting recommended actions. The PMG is responsible for oversight and management of any investments rated in grades 3, 4, or 5. MC Advisors monitors and, when appropriate, changes the investment ratings assigned to each investment in our portfolio. In connection with our valuation process, MC Advisors reviews these investment performance risk ratings on a quarterly basis. The investment performance risk rating system is described as follows:

Our investment performance risk ratings do not constitute any rating of investments by a nationally recognized statistical rating organization or reflect or represent any third-party assessment of any of our investments.

In the event of a delinquency or a decision to rate an investment Grade 4 or Grade 5, the PMG, in consultation with the investment committee, will develop an action plan. Such a plan may require a meeting with the borrower’s management or the lender group to discuss reasons for the default and the steps management is undertaking to address the under-performance, as well as amendments and waivers that may be required. In the event of a dramatic deterioration of a credit, MC Advisors and the PMG will form a team or engage outside advisors to analyze, evaluate and take further steps to preserve our value in the credit. In this regard, we would expect to explore all options, including in a private equity sponsored investment, assuming certain responsibilities for the private equity sponsor or a formal sale of the business with oversight of the sale process by us. The PMG and the investment committee have extensive experience in running debt work-out transactions and bankruptcies.

The following table shows the distribution of our investments on the 1 to 5 investment performance risk rating scale as of September 30, 2022 (in thousands):

The following table shows the distribution of our investments on the 1 to 5 investment performance risk rating scale as of December 31, 2021 (in thousands):

As of both September 30, 2022 and December 31, 2021, there were no borrowers with a loan or preferred equity securities on non-accrual status.

The increase in investment income of $13.5 million and $36.5 million during the three and nine months ended September 30, 2022, as compared to the three and nine months ended September 30, 2021, is primarily the result of an increase in interest income. The increase in interest income was primarily due to the growth of our investment portfolio and increases in effective rates on the portfolio as a result of the rising interest rate environment.

The composition of our interest and other debt financing expenses, average debt outstanding and average stated interest rates (i.e. the rate in effect plus spread) were as follows (in thousands):

The increase in total expenses of $6.3 and $16.5 million during the three and nine months ended September 30, 2022, as compared to the three and nine months ended September 30, 2021, respectively, is primarily a result of an increase in interest expense as average borrowings increased to support the growth of the portfolio and an increase in base management and incentive fees, net of fee waivers.

We have elected to be treated, currently qualify, and intend to continue to qualify annually as a RIC under Subchapter M of the Code and operate in a manner so as to qualify for the U.S. federal income tax treatment available to RICs. To maintain qualification as a RIC, we must, among other things, meet certain source-of-income and asset diversification requirements and distribute to stockholders, for each taxable year, at least 90% of our “investment company taxable income,” which is generally our net ordinary income plus the excess, if any, of realized net short-term capital gains over realized net long-term capital losses.

Depending on the level of taxable income earned in a tax year, we may choose to carry forward such taxable income in excess of current year dividend distributions from such current year taxable income into the next year and pay a 4% excise tax on such income, as required. To the extent that we determine that our estimated current year annual taxable income may exceed estimated current year dividend distributions, we accrue excise tax, if any, on estimated excess taxable income as such taxable income is earned. For both the three and nine months ended September 30, 2022, we recorded a net tax expense on the consolidated statements of operations of $1 thousand for U.S. federal excise tax. For the three and nine months ended September 30, 2021, we recorded a net expense on the consolidated statements of operations of $7 thousand and $14 thousand, respectively for U.S. federal excise tax, respectively.

Certain of our consolidated subsidiaries are subject to U.S. federal and state corporate-level income taxes. For the three and nine months ended September 30, 2022, we recorded a net tax expense of zero and $1 thousand, respectively on the consolidated statements of operations for these subsidiaries. For both the three and nine months ended September 30, 2021, we did not record a net tax expense on the consolidated statements of operations for these subsidiaries.

During the three months ended September 30, 2022 and 2021, we had sales of investments of zero and $0.9 million, respectively, resulting in zero and $79 thousand of net realized gain (loss) on investments, respectively. During the nine months ended September 30, 2022 and 2021, we had sales of investments of $15.8 million and $7.6 million, respectively, resulting in ($17) thousand and $151 thousand of net realized gain (loss) on investments, respectively.

We have entered and may continue to enter into foreign currency forward contracts to reduce our exposure to foreign currency exchange rate fluctuations. During the three months ended September 30, 2022 and 2021, we had $39 thousand and $17 thousand net realized gain (loss) on foreign currency forward contracts, respectively. During the nine months ended September 30, 2022 and 2021, we had $84 thousand and $14 thousand net realized gain (loss) on foreign currency forward contracts, respectively. During the three months ended September 30, 2022 and 2021, we had ($1) thousand and ($5) thousand of net realized gain (loss) on foreign currency and other transactions, respectively. During the nine months ended September 30, 2022 and 2021, we had ($14) thousand and ($46) thousand of net realized gain (loss) on foreign currency and other transactions, respectively.

For the three months ended September 30, 2022 and 2021, our investments had ($2.1) million and $2.5 million of net change in unrealized gain (loss), respectively. The net change in unrealized gain (loss) includes both unrealized gain on investments in our portfolio with mark-to-market gains during the periods and unrealized loss on investments in our portfolio with mark-to-market losses during the periods.

During the three months ended September 30, 2022, the net change in unrealized loss on investments was primarily attributable to overall market volatility and spread widening in the loan market. Additionally, $0.7 million in net change in unrealized loss on investments was attributable to portfolio companies that have underlying credit or fundamental performance concerns resulting in a risk rating of Grade 3, 4, or 5 on our investment performance risk rating scale that were still held as of September 30, 2022. We estimate a majority of the net unrealized gain on investments during the three months ended September 30, 2021 was attributable to broad market movements or improvements in fundamental performance at our portfolio companies.

For the nine months ended September 30, 2022 and 2021, our investments had ($5.5) million and $7.6 million of net change in unrealized gain (loss), respectively. During the nine months ended September 30, 2022, the net change in unrealized loss on investments was primarily attributable to overall market volatility and spread widening in the loan market. Additionally, $1.6 million in net change in unrealized loss on investments was attributable to portfolio companies that have underlying credit or fundamental performance concerns resulting in a risk rating of Grade 3, 4, or 5 on our investment performance risk rating scale that were still held as of September 30, 2022. We estimate approximately $6.9 million of the net unrealized gains on investments during the nine months ended September 30, 2021 was attributable to broad market movements and tightening of credit spreads in the loan markets. Approximately $0.7 million in net unrealized gains was attributable to portfolio companies that have underlying credit or fundamental performance concerns resulting in a risk rating of Grade 3, 4 or 5 on our investment performance risk rating scale.

For the three months ended September 30, 2022 and 2021, our foreign currency forward contracts had $1.5 million and $0.7 million of net change in unrealized gain (loss), respectively. For the nine months ended September 30, 2022 and 2021, our foreign currency forward contracts had $2.3 million and $0.9 million of net change in unrealized gain (loss), respectively.

For the three months ended September 30, 2022 and 2021, the net increase (decrease) in net assets resulting from operations was $11.7 million and $8.3 million, respectively. Based on the weighted average shares of common stock outstanding for the three months ended September 30, 2022 and 2021, our per share net increase (decrease) in net assets resulting from operations was $0.19 and $0.33, respectively. For the nine months ended September 30, 2022 and 2021, the net increase (decrease) in net assets resulting from operations was $28.4 million and $20.1 million, respectively. Based on the weighted average shares of common stock outstanding for the nine months ended September 30, 2022 and 2021, our per share net increase (decrease) in net assets resulting from operations was $0.56 and $1.00, respectively.

The $3.4 million and $8.3 million increases during the three and nine months ended September 30, 2022, as compared to the three and nine months ended September 30, 2021, respectively, is primarily the result of increased net investment income due to the significant portfolio growth and increases in effective rates on the portfolio as a result of the rising interest rate environment. The increases in net investment income were partially offset by net unrealized mark-to-market losses on investments primarily due to market volatility and spread widening during the three and nine months ended September 30, 2022, as compared to the three and nine months ended September 30, 2021, where investments in the portfolio experienced net mark-to-market gains primarily attributable to broad market movements and the tightening of credit spreads in the loan markets.

We generate cash primarily from (i) the net proceeds of private offerings, (ii) cash flows from our operations, and (iii) borrowings under our existing revolving credit facility and any financing arrangements we may enter into in the future. These financings may come in the form of borrowings from banks and issuances of senior securities. Our primary uses of cash are for (i) investments in portfolio companies and other investments to comply with certain portfolio diversification requirements, (ii) the cost of operations (including paying MC Advisors and reimbursements to MC Management), (iii) debt service of any borrowings, (iv) share repurchases under our share repurchase program and (v) cash distributions to our stockholders.

As of September 30, 2022, we had $4.7 million in cash, $31.8 million in restricted cash at MC Income Plus Financing SPV LLC (the “SPV”), $26.0 million in restricted cash at Monroe Capital Income Plus ABS Funding, LLC (the “2022 Issuer”). Additionally, we had $136.8 million debt outstanding on our revolving credit facility and $306.0 million debt outstanding on our 2022 ABS. We had $313.2 million available for additional borrowings on our revolving credit facility, subject to borrowing base availability. See “Borrowings” below for additional information.

In accordance with the 1940 Act, we are permitted to borrow amounts such that our asset coverage ratio, as defined in the 1940 Act, is at least 150% after such borrowing. As of September 30, 2022 and December 31, 2021, our asset coverage ratio based on aggregate borrowings outstanding was 249% and 206%, respectively.

For the nine months ended September 30, 2022 and 2021, we experienced a net increase in cash and restricted cash of $48.5 million and $4.8 million, respectively. For the nine months ended September 30, 2022 and 2021, operating activities used $297.7 million and $299.0 million of cash, respectively, primarily as a result of purchases of portfolio investments, partially offset by principal repayments on and sales of portfolio investments. During the nine months ended September 30, 2022 and 2021, we generated $346.2 million and $303.8 million from financing activities, primarily as a result of the issuance of common stock and net borrowings on our debt facilities, partially offset by distributions to stockholders.

As a BDC, we distribute substantially all of our net income to our stockholders and have an ongoing need to raise additional capital for investment purposes. We intend to generate additional cash primarily from future offerings of securities, including our current Second Private Offering and any subsequent offerings, future borrowings and cash flows from operations, including income earned from investments in our portfolio companies. On both a short-term and long-term basis, our primary use of funds will be to invest in portfolio companies, fund share repurchases under our share repurchase program and make cash distributions to our stockholders. We may also use available funds to repay outstanding borrowings.

As a BDC, we are generally not permitted to issue and sell our common stock at a price below net asset value (“NAV”) per share. We may, however, sell our common stock, or warrants, options or rights to acquire our common stock, at a price below the then-current NAV per share of our common stock if our board of directors (the “Board”), including our independent directors, determines that such sale is in the best interests of us and our stockholders, and if our stockholders have approved such sales. As of September 30, 2022 and December 31, 2021, we had 65,309,147 and 36,565,162 shares outstanding, respectively.

Stock Issuances: We are conducting our second best efforts, continuous private offering of our common stock to “accredited investors” in reliance on an exemption from the registration requirements of the Securities Act (the “Second Private Offering”). At each closing an investor purchases shares of our common stock pursuant to a subscription agreement entered into with us. At each closing, investors are required to fund their full subscription to purchase shares of our common stock.

The following table summarizes the issuance of shares of our common stock pursuant to the Second Private Offering during the nine months ended September 30, 2022 and 2021 (in thousands except shares and per share data):

Share Repurchase Program: During 2022, we commenced a quarterly share repurchase program in which we intend to repurchase, in each quarter, up to 5% of the shares of common stock outstanding as of the close of the previous calendar quarter (the “Share Repurchase Program”), subject to the discretion of our Board. Any such repurchases are subject to approval by our Board, in its discretion, and the availability of cash to fund such repurchases. Our Board may amend, suspend or terminate the share repurchase program if it deems such action to be in our best interest and the best interest of our stockholders.

The following table summarizes the total shares repurchased that were validly tendered under the Share Repurchase Program and not withdrawn during the nine months ended September 30, 2022 (in thousands except shares and per share data):

There were no shares repurchased during the nine months ended September 30, 2021.

Distributions to common stockholders are recorded on the applicable record date. The amount, if any, to be distributed to common stockholders is determined by our Board at least quarterly and is generally based upon our earnings estimated by management. Net realized capital gains, if any, are generally distributed at least annually.

The determination of the tax attributes for our distributions is made annually, based upon our taxable income for the full year and distributions paid for the full year. Ordinary dividend distributions from a RIC do not qualify for the preferential tax rate on qualified dividend income from domestic corporations and qualified foreign corporations, except to the extent that the RIC received the income in the form of qualifying dividends from domestic corporations and qualified foreign corporations. The tax attributes for distributions will generally include both ordinary income and capital gains, but may also include qualified dividends or return of capital. Distributions to stockholders for the three and nine months ended September 30, 2022 totaled $11.8 million ($0.20 per share) and $29.3 million ($0.60 per share), respectively. Distributions to stockholders for the three and nine months ended September 30, 2021 totaled $4.8 million ($0.20 per share) and $15.5 million ($0.80 per share), respectively. The tax character of such distributions is determined at the end of the fiscal year. However, if the character of such distributions were determined as of September 30, 2022 and 2021, no portion of these distributions would have been characterized as a tax return of capital to stockholders.

We have adopted a DRIP that provides for the reinvestment of dividends and other distributions on behalf of its stockholders that elect to participate in such plan. As a result, if we declare a dividend or distribution, our stockholders’ cash distributions will only be reinvested in additional shares of our common stock if a stockholder specifically “opts in” to the DRIP at least ten (10) days prior to the record date fixed by our Board. Shares issued under the DRIP will be issued at a price per share equal to the NAV per share as of the last day of our fiscal quarter immediately preceding the date that the distribution was declared. See Note 9 to our consolidated financial statements for additional information on our distributions.

Revolving Credit Facility: We have a $450.0 million senior secured revolving credit facility (the “Credit Facility”) with KeyBank National Association, as agent, through our wholly-owned subsidiary, the SPV. Our ability to borrow under the Credit Facility is subject to certain financial and restrictive covenants as well as availability under the borrowing base, which permits us to borrow up to 72% of the principal balance of our portfolio company investments depending on the type of investment. Under the terms of the Credit Facility, the SPV is permitted to reinvest available cash and make new borrowings under the Credit Facility through July 16, 2024. The maturity date of the Credit Facility is July 16, 2026. Distributions from the SPV to us are limited by the terms of the Credit Facility, which generally allows for the distribution of net interest income pursuant to a waterfall quarterly during the reinvestment period. As of September 30, 2022 and December 31, 2021, the fair value of our investments held in the SPV as collateral for the Credit Facility was $528.1 million and $616.0 million, respectively, and these investments are identified on the accompanying consolidated schedules of investments. As of September 30, 2022 and December 31, 2021, we had outstanding borrowings under the Credit Facility of $136.8 million and $348.6 million, respectively.

During the reinvestment period, borrowings under the Credit Facility bear interest at an annual rate of LIBOR (one or three month, at the SPV’s option and subject to a LIBOR minimum of 0.50%) plus a margin ranging from 2.75% to a maximum of 3.00%, depending on the level of utilization of the facility and the number of obligors of eligible loans pledged as collateral in the SPV. After the reinvestment period, borrowings under the Credit Facility bear interest at an annual rate of LIBOR plus 3.25%. In addition to the stated interest rate on borrowings, the SPV is required to pay an unused commitment fee of (i) 0.50% per annum on any unused portion of the Credit Facility when the outstanding borrowings are less than or equal to 60% of the facility amount and (ii) 0.35% per annum on any unused portion of the Credit Facility when the outstanding borrowings are greater than 60% of the facility amount. As of September 30, 2022 and December 31, 2021, the outstanding borrowings were accruing at a weighted average interest rate of 5.3% and 3.3%, respectively.

Asset-Backed Securitization: On April 7, 2022, we completed a $425.0 million asset-backed securitization (the “2022 ABS”). The notes offered in the 2022 ABS were issued by the 2022 Issuer, a wholly-owned subsidiary of the Company, and are secured by a diversified portfolio of senior secured loans. The transaction was executed through a private placement of $261.4 million of Class A Senior Secured Notes, which bear interest at 4.05% (the “Class A Notes”), $44.6 million of Class B Senior Secured Notes, which bear interest at 5.15% (the “Class B Notes”) and $36.1 million of Class C Senior Secured Notes, which bear interest at 7.75% (the “Class C Notes” and collectively with the Class A Notes and the Class B Notes, the “Secured 2022 Notes”), and $82.9 million of Subordinated Notes, which do not bear interest (the “Subordinated 2022 Notes” and, together with the Secured 2022 Notes, the “2022 Notes”). We retained all of the Class C Notes and the Subordinated 2022 Notes. The Class A Notes and the Class B Notes are included as debt on the accompanying consolidated statements of assets and liabilities. As of September 30, 2022, the Class C and Subordinated Notes were eliminated in consolidation.

The 2022 Issuer used the proceeds from the securitization to, among other things, purchase certain investments from us and the SPV. Through April 22, 2024, the 2022 Issuer is permitted to use all principal collections received on the underlying collateral to purchase new collateral under the direction of MC Advisors, in its capacity as collateral manager of the 2022 Issuer, in accordance with our investment strategy and subject to customary conditions set forth in the documents governing the 2022 ABS, allowing us to maintain the initial leverage in the 2022 ABS. The 2022 Notes are due on April 30, 2032.

As of September 30, 2022, the fair value of our investments held in the 2022 Issuer as collateral was $400.9 million and these investments are identified on the accompanying consolidated schedule of investments.

Distributions from the 2022 Issuer to us are limited by the terms of the indenture governing the 2022 ABS, which generally allows for the payment of interest on the Secured 2022 Notes and the distribution of remaining net interest income to the holders of the Subordinated Notes pursuant to a waterfall quarterly during the reinvestment period.

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

In addition, we have adopted a formal code of ethics that governs the conduct of MC Advisors’ officers, directors and employees. Our officers and directors also remain subject to the duties imposed by both the 1940 Act and the Maryland General Corporation Law.

As of September 30, 2022 and December 31, 2021, we had outstanding commitments to fund investments under undrawn revolvers, delayed draw commitments and subscription agreements totaling $245.9 million and $125.2 million, respectively. We believe that our available cash balances and/or ability to draw on the Credit Facility provide sufficient funds to cover our unfunded commitments as of September 30, 2022. Additionally, we have entered into certain contracts with other parties that contain a variety of indemnification provisions. Our maximum exposure under these arrangements is unknown. However, we have not experienced claims or losses pursuant to these contracts and believe the risk of loss related to such indemnification provisions to be remote.

Other than contractual commitments and other legal contingencies incurred in the normal course of our business, we do not have any off-balance sheet financings or liabilities.

Target Market: We believe that small and middle-market companies in the United States with annual revenues between $10.0 million and $2.5 billion represent a significant growth segment of the U.S. economy and often require substantial capital investments to grow. Middle-market companies have generated a significant number of investment opportunities for investment funds managed or advised by Monroe Capital, and we believe that this market segment will continue to produce significant investment opportunities for us.

Specialized Lending Requirements: We believe that several factors render many U.S. financial institutions ill-suited to lend to U.S. middle-market companies. For example, based on the experience of our management team, lending to U.S. middle-market companies (1) is generally more labor intensive than lending to larger companies due to the smaller size of each investment and the fragmented nature of information for such companies, (2) requires due diligence and underwriting practices consistent with the demands and economic limitations of the middle-market and (3) may also require more extensive ongoing monitoring by the lender.

Demand for Debt Capital: We believe there is a large pool of uninvested private equity capital for middle-market companies. We expect private equity firms will seek to leverage their investments by combining equity capital with senior secured loans and mezzanine debt from other sources, such as us.

Competition from Other Lenders: We believe that many traditional bank lenders, in recent years, de-emphasized their service and product offerings to middle-market businesses in favor of lending to large corporate clients and managing capital market transactions. In addition, many commercial banks face significant balance sheet constraints as they seek to build capital and meet future regulatory capital requirements. These factors may result in opportunities for alternative funding sources to middle-market companies and therefore drive increased new investment opportunities for us. Conversely, there has been a significant amount of capital raised over the past several years dedicated to middle market lending, which has increased competitive pressure in the BDC and investment company marketplace for senior and subordinated debt, which in turn could result in lower yields and weaker financial covenants for new assets.

Pricing and Deal Structures: We believe that the volatility in global markets over the last several years and current macroeconomic issues including changes in bank regulations for middle-market banks has reduced access to, and availability of, debt capital to middle-market companies, causing a reduction in competition and generally more favorable capital structures and deal terms. Sizable recent capital raises in the private debt marketplace have created significantly increased competition over the last few years, reducing available pricing and creating less favorable capital structures; however, we believe that current market conditions for our target market may continue to create favorable opportunities to invest at attractive risk-adjusted returns.

Market Environment: We believe middle market investments are attractive in uncertain market environments such as the current market environment following the COVID-19 outbreak that began in late 2019 and early 2020, and that these investments have historically generated considerable yield premia with more favorable capital structures for lenders when compared to the market for large corporate loans.⁽¹⁾On the other hand, we believe that the increased competition for direct lending to middle market businesses could result in less favorable pricing terms for our potential investments. If pricing, terms and structures weaken, we would expect to experience decreased net interest income, lower yields and increased risk of credit loss. However, we believe that Monroe Capital’s scale, product suite, entrenched relationships and strong market position will continue to allow us to find investment opportunities with attractive risk-adjusted returns.

Distributions: On October 12, 2022, our Board declared the following distributions:

We record interest and fee income on an accrual basis to the extent that we expect to collect such amounts. For loans and debt securities with contractual PIK interest, we do not accrue PIK interest if the portfolio company valuation indicates that such PIK interest is not collectible. We do not accrue as a receivable interest on loans and debt securities if we have reason to doubt our ability to collect such interest. Loan origination fees, original issue discount and market discount or premium are capitalized, and then we amortize such amounts using the effective interest method as interest income over the life of the investment. Upon the prepayment of a loan or debt security, any unamortized premium or discount or loan origination fees are recorded as interest income. We record prepayment premiums on loans and debt securities as interest income when we receive such amounts. Interest income is accrued based upon the outstanding principal amount and contractual terms of debt and preferred equity investments. Interest is accrued on a daily basis. We record fees on loans based on the determination of whether the fee is considered a yield enhancement or payment for a service. If the fee is considered a yield enhancement associated with a funding of cash on a loan, the fee is generally deferred and recognized into interest income using the effective interest method if captured in the cost basis or using the straight-line method if the loan is unfunded and therefore there is no cost basis. If the fee is not considered a yield enhancement because a service was provided, and the fee is payment for that service, the fee is deemed earned and recognized as fee income in the period the service is completed.

Dividend income on preferred equity securities is recorded as dividend income 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. Each distribution received from LLC and LP investments is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, we will not record distributions from equity investments in LLCs and LPs as dividend income unless there are sufficient accumulated tax-basis earnings and profits in the LLC or LP prior to the distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment.

AsFor periods prior to September 30, 2022, the Board determined the fair value of our investments. Pursuant to the new SEC Rule 2a-5 under the 1940 Act, on September 30, 2022 the Board designated MC Advisors as our valuation designee (the “Valuation Designee”). The Board is responsible for oversight of the Valuation Designee. The Valuation Designee has established a ~~BDC, we will generally invest~~valuation committee to determine in ~~illiquid securities including debt~~good faith the fair value of our investments, based on input of the Valuation Designee’s management and personnel and independent valuation firms which are engaged at the direction of the valuation committee to assist in the valuation of certain portfolio investments lacking a readily available market quotation. The valuation committee determines fair values pursuant to a ~~lesser extent, equity securities of middle-market companies.~~ valuation policy approved by the Board and pursuant to a consistently applied valuation process.

Under ~~procedures established by our Board,~~the valuation policy, we ~~will~~ value investments for which market quotations are readily available and within a recent date at such market quotations. We will obtain these market values from an independent pricing service or at the mean between the bid and ask prices obtained from at least two brokers or dealers (if available, otherwise by a principal market maker or a primary market dealer). When doing so, we ~~will~~ determine whether the quote obtained is sufficient in accordance with generally accepted accounting principles in the United States of America to determine the fair value of the security. Debt and equity securities that are not publicly traded or whose market prices are not readily available or whose market prices are not regularly updated ~~will be~~are valued at fair value as determined in good faith by our Board. Such determination of fair values may involve subjective judgments and estimates. Investments purchased within 60 days of maturity are valued at cost plus accreted discount, or minus amortized premium, which approximates fair value.

~~Our Board will be ultimately and solely responsible for determining~~ the fair value of the portfolio investments that are not publicly traded, whose market prices are not readily available on a quarterly basis in good faith or any other situation where portfolio investments require a fair value determination.Valuation Designee. Because we expect that there will not be a readily available market for many of the investments in our portfolio, we expect to value many of our portfolio investments at fair value as determined in good faith by our ~~Board~~Valuation Designee using a documented valuation policy and a consistently applied valuation process. Such determination of fair values may involve subjective judgments and estimates. 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 differ significantly from the values that would have been used had a readily available market value existed for such investments, and the differences could be material. If we were required to liquidate a portfolio investment in a forced or liquidation sale, it could realize amounts that are different from the amounts presented and such differences could be material.

With respect to investments for which market quotations are not readily available, ~~our Board will undertake~~the Valuation Designee undertakes a multi-step valuation process each quarter, as described below:

We generally use the income approach to determine fair value for loans where market quotations are not readily available, as long as it is appropriate. If there is deterioration in credit quality or a debt investment is in workout status, we may consider other factors in determining the fair value, including the value attributable to the debt investment from the enterprise value of the portfolio company or the proceeds that would be received in a liquidation analysis. This liquidation analysis may also include probability weighting of alternative outcomes. We generally consider our debt to be performing if the borrower is not in default, the borrower is remitting payments in a timely manner, the loan is in covenant compliance and the loan is otherwise not deemed to be impaired. In determining the fair value of the performing debt, we consider fluctuations in current interest rates, the trends in yields of debt instruments with similar credit ratings, financial condition of the borrower, economic conditions and other relevant factors, both qualitative and quantitative. In the event that a debt instrument is not performing, as defined above, we will evaluate the value of the collateral utilizing the same framework described above for a performing loan to determine the value of the debt instrument.

Under the income approach, discounted cash flow models are utilized to determine the present value of the future cash flow streams of our debt investments, based on future interest and principal payments as set forth in the associated loan agreements. In determining fair value under the income approach, we also consider the following factors: applicable market yields and leverage levels, credit quality, prepayment penalties, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, and changes in the interest rate environment and the credit markets that generally may affect the price at which similar investments may be made.

Under the market approach, the enterprise value methodology is typically utilized to determine the fair value of an investment. There is no one methodology to estimate enterprise value and, in fact, for any one portfolio company, enterprise value is generally best expressed as a range of values, from which we derive a single estimate of enterprise value. In estimating the enterprise value of a portfolio company, we analyze various factors consistent with industry practice, including but not limited to original transaction multiples, the portfolio company’s historical and projected financial results, applicable market trading and transaction comparables, applicable market yields and leverage levels, the nature and realizable value of any collateral, the markets in which the portfolio company does business, and comparisons of financial ratios of peer companies that are public. Typically, the enterprise values of private companies are based on multiples of earnings before interest, income taxes, depreciation and amortization (“EBITDA”), cash flows, net income, revenues, or in limited cases, book value.

In addition, for certain debt investments, we may base our valuation on indicative bid and ask prices provided by an independent third-party pricing service. Bid prices reflect the highest price that we and others may be willing to pay. Ask prices represent the lowest price that we and others may be willing to accept. We generally use the midpoint of the bid/ask range as our best estimate of fair value of such investment.

As of September 30, 2022, our Valuation Designee determined, in good faith, the fair value of our investment portfolio in accordance with GAAP and our valuation procedures based on the facts and circumstances known by us at that time, or reasonably expected to be known at that time.

Net Realized Gain or Loss and Net Change in Unrealized Gain or Loss

We ~~will~~ measure realized gain or loss by the difference between the net proceeds from the sale and the amortized cost basis of the investment, without regard to unrealized gain or loss previously recognized. Net change in unrealized gain or loss reflects the change in portfolio investment values during the reporting period, including any reversal of previously recorded unrealized gain or loss, when ~~gains~~gain or ~~losses are~~loss is realized. Additionally, we ~~will~~do not isolate ~~the portion of~~ the change in fair value resulting from foreign currency exchange rate fluctuations from the changes in the fair values of the underlying investment. All fluctuations in fair value ~~will be~~are included in net change in unrealized gain (loss) on investments on our consolidated statements of operations.

~~Management and~~Capital Gains Incentive ~~Fees~~Fee

~~We will~~Pursuant to the terms of the Investment Advisory Agreement with MC Advisors, the incentive fee on capital gains earned on liquidated investments of our portfolio is determined and payable in arrears as of the end of each calendar year (or upon termination of the Investment Advisory Agreement). This fee equals 12.5% (reduced from 15.0% as a result of MC Advisors April 18, 2022 agreement to permanently waive a portion of the incentive fees starting on January 1, 2022) of our incentive fee capital gains (i.e., our realized capital gains on a cumulative basis from inception, calculated as of the end of the applicable period, net of all realized capital losses and unrealized capital depreciation on a cumulative basis), less the aggregate amount of any previously paid capital gains incentive fees. On a quarterly basis, we accrue for the ~~base management fee and~~capital gains incentive fee by calculating such fee as if ~~any. The accrual for~~it were due and payable as of the end of such period.

While the Investment Advisory Agreement with MC Advisors neither includes nor contemplates the inclusion of unrealized gains in the calculation of the capital gains incentive fee, ~~includes~~pursuant to an interpretation of an American Institute for Certified Public Accountants Technical Practice Aid for investment companies, we include unrealized gains in the ~~recognition~~calculation of ~~(i) ordinary income~~the capital gains incentive fee expense and ~~(ii)~~related accrued capital gains incentive fee. ~~The~~This accrual ~~for~~reflects the incentive ~~fee includes the recognition of incentive fee on unrealized capital gains, even though such incentive fee is neither earned nor~~fees that would be payable to MC Advisors if our entire portfolio was liquidated at its fair value as of the balance sheet date even though MC Advisors is not entitled to an incentive fee with respect to unrealized gains unless and until ~~the~~such gains are ~~both~~actually realized.

During the three and nine months ended September 30, 2022, we reversed $0.1 million and $0.6 million, respectively, of previously accrued capital gains incentive fees based on the performance of our portfolio and the reduction in the incentive fee rate. During the three and nine months ended September 30, 2021, we accrued capital gains incentive fees of $0.1 million and $1.3 million, respectively based on the performance of our portfolio, $14 thousand and $21 thousand, respectively, of which was payable to MC Advisors as a result of realized gains. The remaining $0.1 million and ~~in excess~~$1.3 million, respectively, was based on unrealized appreciation, none of ~~unrealized depreciation on investments.~~which was payable to MC Advisors under the Investment Advisory Agreement.

~~Organization and Offering Costs and Expenses~~New Accounting Pronouncements

AsIn March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The standard is effective as of March 12, 2020 through December 31, 2024. We did not utilize the optional expedients and exceptions provided by ASU 2020-04 during the nine months ended September 30, 2018, MC Management has incurred organization and offering costs of approximately $210,984 on our behalf. In the event receipt of a formal commitment of external capital does not occur, initial organization and offering costs and expenses incurred will be borne by MC Management. If a formal commitment of external capital does occur, MC Management has agreed to reimburse us up to $250,000 for organization and offering costs. If the expenses incurred are greater than $250,000, we will reimburse MC Management for organization and offering costs incurred on our behalf in excess of $250,000.

Organization costs include, among other things, the cost of organizing as a Maryland corporation, including the cost of legal services, directors’ fees and other fees, including travel-related expenses, pertaining to our organization. Offering costs include, among other things, legal fees and other costs pertaining to the preparation of our private placement memorandum

~~Federal Income Taxes~~

We intend to elect to be treated, and intend to qualify annually thereafter, as a RIC under Subchapter M of the Code as soon as practicable. Generally, a RIC is not subject to federal income taxes on distributed income and gains if it distributes at least 90% of its net ordinary income and net short-term capital gains in excess of its net long-term capital losses, if any, to its stockholders. We intend to distribute sufficient dividends to maintain our RIC status each year and we do not anticipate paying any material federal income taxes in the future.

~~Financial Condition, Liquidity and Capital Resources~~

As we have not yet commenced investment activities, we have not substantiated any transactions to date. We expect to generate cash primarily from (i) the net proceeds of private offerings, (ii) cash flows from our operations, and (iii) any financing arrangements we may enter into in the future. We may fund a portion of our investments through borrowings from banks and issuances of senior securities. Our primary uses of cash will be for (i) investments in portfolio companies and other investments to comply with certain portfolio diversification requirements, (ii) the cost of operations (including paying MC Advisors and reimbursements to MC Management), (iii) debt service of any borrowings and (iv) cash distributions to our stockholders.2022.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

~~As of September 30, 2018, we had not commenced investment activities.~~

We ~~will be~~are subject to financial market risks, including ~~changes~~valuation risk, interest rate risk, currency risk and inflation and supply chain risk. Uncertainty with respect to the economic effects of the COVID-19 outbreak and the Russian invasion of Ukraine have introduced significant volatility in ~~interest rates. We plan~~the financial markets, and the effects of this volatility could materially impact our market risks. For additional information concerning the COVID-19 pandemic and the Russian invasion of Ukraine and their potential impact on our business and our operating results, see Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2021, “Risks Relating to ~~invest primarily~~Our Business and Structure – The COVID-19 pandemic has caused severe disruptions in ~~illiquid debt~~the global economy, which has had, and ~~equity securities~~may continue to have, a negative impact on our portfolio companies and our business and operations” and Part II – Other Information, Item 1A. Risk Factors in this Quarterly Report “The Russian invasion of ~~private~~Ukraine may have a material adverse impact on us and our portfolio companies. ~~Most of our~~”

Valuation Risk

Our investments ~~will~~may not have a readily available market ~~price,~~quotations (as such term is defined in Rule 2a-5), and ~~we will value these~~those investments which do not have readily available market quotations are valued at fair value as determined in good faith by ~~the Board~~our Valuation Designee in accordance with our valuation policy. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. 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, including as a result of the impact of the COVID-19 pandemic on the economy and financial and capital markets. Because of the inherent uncertainty of valuation, these estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and it is possible that the difference could be material.

In accordance with Rule 2a-5, our Board periodically assesses and manages material risks associated with the determination of the fair value of our investments.

Interest Rate Risk

The majority of the loans in our portfolio have floating interest rates and we expect that our loans in the future may also have floating interest rates. These loans are usually based on a floating LIBOR or SOFR and typically have interest rate re-set provisions that adjust applicable interest rates under such loans to current market rates on a monthly or quarterly basis. The majority of the loans in our current portfolio have interest rate floors that will effectively convert the loans to fixed rate loans in the event interest rates decrease. In addition, our Credit Facility has a floating interest rate provision, whereas our Secured 2022 Notes have fixed interest rates until maturity. We expect that other credit facilities into which we may enter in the future may also have floating interest rate provisions.

Assuming that the consolidated statement of assets and liabilities as of September 30, 2022 was to remain constant and that we took no actions to alter our existing interest rate sensitivity, the following table shows the annualized impact of hypothetical base rate changes in interest rates (in thousands):

Increase
(decrease) in Increase
(decrease) in Net increase
(decrease) in
net
investment
Change in Interest Rates interest income interest expense income
Down 25 basis points $ (2,548 ) $ (342 ) $ (2,206 )
Up 100 basis points 10,938 2,174 8,764
Up 200 basis points 21,154 3,542 17,612
Up 300 basis points 31,370 4,910 26,460
Although we believe that this analysis is indicative of our existing sensitivity to interest rate changes, it does not adjust for changes in the credit market, credit quality, the size and composition of the assets in our portfolio and other business developments, including borrowing under the Credit Facility or other borrowings that could affect net increase in net assets resulting from operations, or net income. Accordingly, we can offer no assurances that actual results would not differ materially from the analysis above.
We may in the future hedge against interest rate fluctuations by using standard hedging instruments such as futures, options and forward contracts to the extent permitted under the 1940 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 the investments in our portfolio with fixed interest rates or interest rate floors.
Currency Risk
We may also have exposure to foreign currencies (currently Canadian dollars and Australian dollars) related to certain investments. Such investments are translated into U.S. dollars based on the spot rate at each balance sheet date, exposing us to movements in the exchange rate. We may also enter into foreign currency forward contracts to mitigate foreign currency exposure. As of September 30, 2022, we had foreign currency forward contracts in place for CAD 12.6 million and AUD 17.9 million associated with future principal and interest payments on certain investments.
Inflation and Supply Chain Risk
Economic activity has continued to accelerate across sectors and regions. Nevertheless, due to global supply chain issues, geopolitical events, a rise in energy prices and strong consumer demand as economies continue to reopen, inflation is showing signs of acceleration in the U.S. and globally. Inflation is likely to 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 portfolio companies’ profit margins.
ITEM 4. CONTROLS AND PROCEDURES

In accordance with Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), we, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act). Based on that evaluation, our management, including the Chief Executive Officer and Chief Financial Officer, concluded that, at the end of the period covered by our Quarterly Report on Form 10-Q, our disclosure controls and procedures were effective and provided reasonable assurance that information required to be disclosed in our periodic SEC filings is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that it will detect or uncover failures within the Company to disclose material information otherwise required to be set forth in the Company’s periodic reports.

No change occurred in our internal control over financial reporting (as defined in ~~Rule~~Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the three months ended September 30, ~~2018~~2022 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II

OTHER INFORMATION

Item 1. Legal Proceedings

Neither we, our subsidiaries nor ~~MC Advisors are~~our investment adviser is currently subject to any material legal proceedings.

Item 1A. Risk Factors

~~As of September 30, 2018,~~In addition to the other information set forth in this report, you should carefully consider the risk factors disclosed in our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on March 14, 2022, which could materially affect our business, financial condition and/or operating results. The risks described in our Annual Report on Form 10-K are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially and adversely affect our business, financial condition and/or operating results. Other than as set forth below, there have been no material changes ~~from~~to the risk factors ~~set forth~~discussed in ~~amendment no. 1 to~~Item 1A. Risk Factors in our ~~Registration Statement~~Annual Report on Form ~~10 filed with~~10-K for the ~~SEC on July 30, 2018.~~year ended December 31, 2021.

The Russian invasion of Ukraine may have a material adverse impact on us and our portfolio companies.
On February 24, 2022, the President of Russia, Vladimir Putin, announced a military invasion of Ukraine. In response, countries worldwide, including the United States, have imposed sanctions against Russia on certain businesses and individuals, including, but not limited to, those in the banking, import and export sectors. This invasion has led, is currently leading, and for an unknown period of time will continue to lead to disruptions in local, regional, national, and global markets and economies affected thereby. These disruptions caused by the invasion have included, and may continue to include, political, social, and economic disruptions and uncertainties that may affect our business operations or the business operations of our portfolio companies.
The 1940 Act allows us to incur additional leverage, which could increase the risk of investing in us.
The 1940 Act generally prohibits us from incurring indebtedness unless immediately after such borrowing we have an asset coverage for total borrowings of at least 150% (i.e., the amount of our debt may not exceed 66.7% of the value of our total assets), if certain requirements are met, including approval by our Board and stockholders.
Our Board and MC Advisors, our initial stockholder, approved a proposal to adopt an asset coverage ratio of 150% in connection with our organization. Incurring additional indebtedness could increase the risk of investing in us.
Leverage is generally considered a speculative investment technique and may increase the risk of investing in our securities. Leverage magnifies the potential for loss on investments in our indebtedness and on invested equity capital. As we use leverage to partially finance our investments, you will experience increased risks of investing in our securities. If the value of our assets increases, then leveraging would cause the net asset value attributable to our common stock to increase more sharply than it would have had we not leveraged. Conversely, if the value of our assets decreases, leveraging would cause net asset value to decline more sharply than it otherwise would have had we not leveraged our business. Similarly, any increase in our income in excess of interest payable on the borrowed funds would cause our net investment income to increase more than it would without the leverage, while any decrease in our income would cause net investment income to decline more sharply than it would have had we not borrowed. Such a decline could negatively affect our ability to pay distributions, scheduled debt payments or other payments related to our securities. The effects of leverage would cause any decrease in net asset value for any losses to be greater than any increase in net asset value for any corresponding gains. If we incur additional leverage, stockholders will experience increased risks of investing in our common stock.
We maintain a revolving credit facility and use other borrowed funds to make investments or fund our business operations, which exposes us to risks typically associated with leverage and increases the risk of investing in us.
We maintain a revolving credit facility and may borrow money, which is generally considered a speculative investment technique. As a result:
· our common stock is exposed to an increased risk of loss because a decrease in the value of our investments would have a greater negative impact on the value of our common stock than if we did not use leverage;
· if we do not appropriately match the assets and liabilities of our business, adverse changes in interest rates could reduce or eliminate the incremental income we make with the proceeds of any leverage;
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· our ability to pay distributions on our common stock may be restricted if our asset coverage ratio, as provided in the 1940 Act, is not at least 150% and any amounts used to service indebtedness would not be available for such distributions;
· any credit facility is subject to periodic renewal by its lenders, whose continued participation cannot be guaranteed;
· our revolving credit facility with KeyBank National Association, as agent, is, and any other credit facility we may enter into would be, subject to various financial and operating covenants; and
· we bear the cost of issuing and paying interest on the revolving credit facility, which costs are entirely borne by our common stockholders.
The following table illustrates the effect of leverage on returns from an investment in our common stock assuming various annual returns, net of expenses. The calculations in the table below are hypothetical and actual returns may be higher or lower than those appearing in the table below.
Assumed Return on Our Portfolio
(Net of Expenses) ⁽¹⁾
-10% -5% 0% 5% 10%
Corresponding return to common stockholder ⁽²⁾⁽³⁾ -22.72 % -12.92 % -3.12 % 6.68 % 16.48 %
⁽¹⁾ The assumed return on our portfolio is required by regulation of the SEC to assist investors in understanding the effects of leverage and is not a prediction of, and does not represent, our projected or actual performance.
⁽²⁾ Assumes $724.3 million in total assets, $354.8 million in debt outstanding, of which $348.6 million is senior securities outstanding, $369.5 million in net assets and an average cost of funds of 3.25%, which was the weighted average interest rate of borrowings on our revolving credit facility as of December 31, 2021. The interest rate on our revolving credit facility is a variable rate. Actual interest payments may be different.
⁽³⁾ In order for us to cover our annual interest payments on indebtedness, we must achieve annual returns on our December 31, 2021 total portfolio assets of at least 1.59%.
The interest rates of our revolving credit facility and term loans to our portfolio companies that extend beyond 2021 might be subject to change based on recent regulatory changes, including the decommissioning of LIBOR.
LIBOR, the London Interbank Offered Rate, is the basic rate of interest used in lending transactions between banks on the London interbank market and is widely used as a reference for setting the interest rate on loans globally. We typically use LIBOR as a reference rate in term loans we extend to portfolio companies such that the interest due to us pursuant to a term loan extended to a portfolio company is calculated using LIBOR. The terms of our debt investments generally include minimum interest rate floors that are calculated based on LIBOR. Amounts drawn under our revolving credit facility also currently bear interest at LIBOR plus a margin.
On March 5, 2021, the United Kingdom’s Financial Conduct Authority (the “FCA”), which regulates LIBOR, announced that the 1-week and 2-month U.S. dollar LIBOR settings will cease publication after December 31, 2021 and the overnight 1, 3, 6 and 12 months U.S. dollar LIBOR settings will cease publication after June 30, 2023. However, the FCA has indicated it will not compel panel banks to continue to contribute to LIBOR after the end of 2021 and the Federal Reserve Board, the Office of the Comptroller of the Currency, and the Federal Deposit Insurance Corporation have encouraged banks to cease entering into new contracts that use U.S. dollar LIBOR as a reference rate no later than December 31, 2021.
To identify a successor rate for U.S. dollar LIBOR, the Alternative Reference Rates Committee (“ARRC”), a U.S.-based group convened by the U.S. Federal Reserve Board and the Federal Reserve Bank of New York, was formed. The ARRC has identified the Secured Overnight Financing Rate (“SOFR”) as its preferred alternative rate for LIBOR. SOFR is a measure of the cost of borrowing cash overnight, collateralized by U.S. Treasury securities, and is based on directly observable U.S. Treasury-backed repurchase transactions. On July 29, 2021, the ARCC formally recommended SOFR as its preferred alternative replacement rate for LIBOR. Although SOFR appears to be the preferred replacement rate for U.S. dollar LIBOR, at this time, it is not possible to predict the effect of any such changes, any establishment of alternative reference rates or other reforms to LIBOR that may be enacted in the United States, United Kingdom or elsewhere or, whether the COVID-19 outbreak will have further effect on LIBOR transition plans.
Although there have been a few issuances utilizing SOFR or the Sterling Over Night Index Average, an alternative reference rate that is based on transactions, it is unknown whether these alternative reference rates will attain market acceptance as replacements for LIBOR.
64
The elimination of LIBOR or any other changes or reforms to the determination or supervision of LIBOR could have an adverse impact on the market value of and/or transferability of any LIBOR-linked securities, loans, and other financial obligations or extensions of credit held by or due to us or on our overall financial condition or results of operations. In addition, we may need to renegotiate our Credit Facility and the credit agreements extending beyond the date with which the tenor of their associated LIBOR will no longer be available with our portfolio companies that utilize LIBOR as a factor in determining the interest rate, in order to replace LIBOR with the new standard that is established, which may have an adverse effect on our overall financial condition or results of operations. Following the replacement of LIBOR, some or all of these credit agreements may bear interest at a lower interest rate, which could have an adverse impact on the value and liquidity of our investment in these portfolio companies and, as a result on our results of operations.
To date, certain of the loan agreements with our portfolio companies have already been amended to include fallback language providing a mechanism for the parties to negotiate a new reference interest rate in the event that LIBOR ceases to exist. Factors such as the pace of the transition to replacement or reformed rates, the specific terms and parameters for and market acceptance of any alternative reference rate, prices of and the liquidity of trading markets for products based on alternative reference rates, and our ability to transition and develop appropriate systems and analytics for one or more alternative reference rates could also have a material adverse effect on our business, financial condition and results of operations. In addition, any further changes or reforms to the determination or supervision of LIBOR may result in a sudden or prolonged increase or decrease in reported LIBOR, which could have a material adverse effect on our business, financial condition, tax position and results of operations.
65
Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds

~~None.~~On August 16, 2022, we issued 8,681,792 shares of our common stock, par value $0.01 per share, at a price of $10.10 per share for proceeds of $87,686,100.

The sale of shares of our common stock was made pursuant to subscription agreements entered into by us, on the one hand, and each of our investors, on the other hand. The issuance and sale of the shares of our common stock are exempt from the registration requirements of the Securities Act, pursuant to Section 4(a)(2) thereof and Regulation D or Regulation S thereunder, as applicable.
Except as previously reported by us in this Item 2 or on our current reports on Form 8-K, we did not sell any securities during the period covered by this Form 10-Q that were not registered under the Securities Act.
Item 3.   Defaults Upon Senior Securities

None.

Item 4.   Mine Safety Disclosures

None.

Item 5.   Other Information

None.

13
66

Item 6. Exhibits

Exhibit
Number Description of Document
3.1 Articles of Incorporation⁽¹⁾

3.2 ~~Bylaws~~Articles of Amendment and Restatement ⁽¹⁾⁽²⁾

~~10.1~~3.3 ~~Expense Agreement between the Company~~Amended and ~~MC Management~~Restated Bylaws ⁽¹⁾⁽³⁾

~~21.1~~ ~~List of Subsidiaries-None~~
31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*2002 (filed herewith)

31.2 Certification of Chief Financial Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*2002 (filed herewith)

32.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*2002 (filed herewith)

⁽¹⁾ Previously filed as an exhibit to amendment no. 1 to the registration Statement on Form 10 (File No. 000-55941) filed with the SEC on July 30, 2018.

*⁽²⁾ ~~Filed herewith~~Previously filed as an exhibit to the current report on Form 8-K filed with the SEC on December 7, 2018.
⁽³⁾ Previously filed as an exhibit to the current report on Form 8-K filed with the SEC on April 29, 2022.

14
67

SIGNATURES

Pursuant to the requirements ~~of Section 12~~ of the Securities Exchange Act of 1934, the registrant has duly caused this ~~Registration Statement~~report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: November 14, 2022 ~~Monroe Capital Income Plus Corporation~~
~~By:~~ By /s/ Theodore L. Koenig
~~Name:~~ Theodore L. Koenig
~~Title:~~Chairman, Chief Executive Officer and Director
~~Date: November 13, 2018~~
~~By:~~ (Principal Executive Officer)
~~/s/ Aaron D. Peck~~Monroe Capital Income Plus Corporation

~~Name: Aaron D. Peck~~Date: November 14, 2022 By /s/ Lewis W. Solimene, Jr.
Lewis W. Solimene, Jr.
~~Title:~~ Chief Financial Officer and Chief Investment Officer
(Principal Financial and Accounting Officer)
Monroe Capital Income Plus Corporation

15
68

Maryland		83-0711022
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

311 South Wacker Drive, Suite 6400 Chicago, Illinois		60606
(Address of Principal Executive Office)		(Zip Code)

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
None		N/A		N/A

Large accelerated filer	¨	Accelerated filer	¨

Non-accelerated filer	x	Smaller reporting company	¨

Emerging growth company	x

		Page
PART I. FINANCIAL INFORMATION		3

Item 1.	Consolidated Financial Statements	3

	~~Statement~~Consolidated Statements of Assets and Liabilities as of September 30, ~~2018~~2022 (unaudited) and December 31, 2021	3

	~~Notes to Statement~~Consolidated Statements of ~~Assets~~Operations for the three and ~~Liabilities~~nine months ended September 30, 2022 and 2021 (unaudited)	4

	Consolidated Statements of Changes in Net Assets for the three and nine months ended September 30, 2022 and 2021 (unaudited)	5

	Consolidated Statements of Cash Flows for the nine months ended September 30, 2022 and 2021 (unaudited)	6

	Consolidated Schedules of Investments as of September 30, 2022 (unaudited) and December 31, 2021	7

	Notes to Consolidated Financial Statements (unaudited)	25

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	746

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	1262

Item 4.	Controls and Procedures	1262

PART II. OTHER INFORMATION		1363

Item 1.	Legal Proceedings	1363

Item 1A.	Risk Factors	1363

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	1366

Item 3.	Defaults Upon Senior Securities	1366

Item 4.	Mine Safety Disclosures	1366

Item 5.	Other Information	1366

Item 6.	Exhibits	1467

Signatures		1568

			September 30, 2022			December 31, 2021
			(unaudited)
ASSETS
Investments, at fair value:
Non-controlled/non-affiliate company investments			$	1,040,697		$	693,036
Non-controlled affiliate company investments				37,998			11,854
Total investments, at fair value (amortized cost of: $1,075,175 and $695,916, respectively)				1,078,695			704,890
Cash	$	1,000		4,652			4,998
Restricted cash				57,847			8,973
Unrealized gain on foreign currency forward contracts				2,928			585
Interest receivable				8,584			4,803
Other assets				1,651			12
Total assets		1,000		1,154,357			724,261

LIABILITIES
Debt:				442,800			348,600
Less: Unamortized deferred financing costs				(11,471	)		(3,615	)
Debt, less unamortized deferred financing costs				431,329			344,985
Interest payable				7,323			2,184
Payable for unsettled trades				43,915			—
Management fees payable				3,285			2,366
Incentive fees payable				2,358			1,808
Accounts payable and accrued expenses				6,804			3,470
Directors' fees payable				22			—
Total liabilities		-		495,036			354,813
Net assets	$	1,000	$	659,321		$	369,448

Commitments and contingencies (See Note 4)
Commitments and contingencies (See Note 11)

ANALYSIS OF NET ASSETS
Common stock, $0.001 par value, 100,000,000 shares authorized,
100 shares issued and outstanding	$	-
Common stock, $0.001 par value, 100,000 shares authorized, 65,309 and 36,565 shares issued and outstanding, respectively			$	66		$	37
Capital in excess of par value		1,000		651,723			360,955
Accumulated undistributed (overdistributed) earnings				7,532			8,456
Total net assets	$	1,000	$	659,321		$	369,448

Net asset value per share	$	10.00	$	10.10		$	10.10

	Three months ended September 30,						Nine months ended September 30,
	2022			2021			2022			2021

Investment income:
Non-controlled/non-affiliate company investments:
Interest, fee and dividend income	$	20,586		$	8,852		$	52,191		$	19,157
Payment-in-kind interest income		1,902			411			3,536			767
Total investment income from non-controlled/non-affiliate company investments		22,488			9,263			55,727			19,924
Non-controlled affiliate company investments:
Interest income		329			13			680			13
Total investment income from non-controlled affiliate company investments		329			13			680			13
Total investment income		22,817			9,276			56,407			19,937

Operating expenses:
Interest and other debt financing expenses		4,979			1,872			12,961			3,485
Base management fees		3,285			1,699			8,759			3,661
Incentive fees		1,647			860			3,853			3,194
Professional fees		334			155			1,019			419
Administrative service fees		352			143			763			382
General and administrative expenses		186			179			700			372
Directors' fees		22			15			59			45
Expenses before fee waivers		10,805			4,923			28,114			11,558
Base management fee waivers		—			—			(1,701	)		(1,425	)
Incentive fee waivers		(162	)		(569	)		(1,468	)		(1,722	)
Total expenses, net of fee waivers		10,643			4,354			24,945			8,411
Net investment income before income taxes		12,174			4,922			31,462			11,526
Income taxes, including excise taxes		1			7			2			14
Net investment income		12,173			4,915			31,460			11,512

Net gain (loss):
Net realized gain (loss):
Non-controlled/non-affiliate company investments		—			79			(17	)		151
Foreign currency forward contracts		39			17			84			14
Foreign currency and other transactions		(1	)		(5	)		(14	)		(46	)
Net realized gain (loss)		38			91			53			119

Net change in unrealized gain (loss):
Non-controlled/non-affiliate company investments		(2,140	)		2,539			(5,537	)		7,618
Non-controlled/affiliate company investments		83			—			83			—
Foreign currency forward contracts		1,541			748			2,343			874
Foreign currency and other transactions		1			—			1			—
Net change in unrealized gain (loss)		(515	)		3,287			(3,110	)		8,492

Net gain (loss)		(477	)		3,378			(3,057	)		8,611

Net increase (decrease) in net assets resulting from operations	$	11,696		$	8,293		$	28,403		$	20,123

Per common share data:
Net investment income per share - basic and diluted	$	0.20		$	0.20		$	0.62		$	0.57
Net increase (decrease) in net assets resulting from operations per share - basic and diluted	$	0.19		$	0.33		$	0.56		$	1.00
Weighted average common shares outstanding - basic and diluted		60,572			25,057			50,597			20,182

	Common Stock
	Number of shares			Par value		Capital in excess of par value			Accumulated undistributed (overdistributed) earnings			Total net assets
Balances at June 30, 2021		22,212		$	22	$	217,714		$	3,038		$	220,774
Net investment income		—			—		—			4,915			4,915
Net realized gain (loss)		—			—		—			91			91
Net change in unrealized gain (loss)		—			—		—			3,287			3,287
Issuance of common stock		6,087			6		60,494			—			60,500
Repurchase of common stock		—			—		—			—			—
Distributions declared to stockholders		—			—		—			(4,848	)		(4,848	)
Stock issued in connection with dividend reinvestment plan		130			—		1,293			—			1,293
Balances at September 30, 2021		28,429		$	28	$	279,501		$	6,483		$	286,012

Balances at June 30, 2022		56,348		$	56	$	561,229		$	7,675		$	568,960
Net investment income		—			—		—			12,173			12,173
Net realized gain (loss)		—			—		—			38			38
Net change in unrealized gain (loss)		—			—		—			(515	)		(515	)
Issuance of common stock		8,682			9		87,677			—			87,686
Repurchase of common stock		(139	)		—		(1,406	)		—			(1,406	)
Distributions declared to stockholders		—			—		—			(11,839	)		(11,839	)
Stock issued in connection with dividend reinvestment plan		418			1		4,223			—			4,224
Balances at September 30, 2022		65,309		$	66	$	651,723		$	7,532		$	659,321

	September 30, 2021		December 31, 2020
Cash	$	5,230	$	2,443
Restricted cash		5,632		3,677
Total cash and restricted cash shown on the Consolidated Statements of Cash Flows	$	10,862	$	6,120

Portfolio Company ^{(^)}	Spread Above Index ^{(^^)}	Interest Rate		Acquisition Date ^{(^^^)}	Maturity	Principal		Amortized Cost		Fair Value ^{(^^^^)}		% of Net Assets ^{(^^^^^)}
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Aerospace & Defense
API Holdings III Corp. ^(~)	L+4.25%	7.92	%	5/2/2019	5/8/2026		1,645	$	1,640	$	1,447		0.2	%
SI Holdings, Inc. (Integrated Polymer Solutions) ^{(~) (~~)}	L+6.00%	9.12	%	7/25/2019	7/25/2025		1,940		1,918		1,921		0.3	%
SI Holdings, Inc. (Integrated Polymer Solutions) ^{(~) (~~)}	L+6.00%	9.12	%	12/24/2019	7/25/2025		1,013		1,001		1,003		0.1	%
SI Holdings, Inc. (Integrated Polymer Solutions) ^{(~) (~~)}	L+6.00%	9.12	%	2/17/2021	7/25/2025		1,751		1,749		1,734		0.3	%
SI Holdings, Inc. (Integrated Polymer Solutions) ^{(~) (~~)}	L+6.00%	9.12	%	6/15/2021	7/25/2025		1,027		1,009		1,016		0.2	%
SI Holdings, Inc. (Integrated Polymer Solutions) ^{(~) (~~)}	L+6.00%	9.12	%	8/10/2021	7/25/2025		1,002		987		992		0.1	%
SI Holdings, Inc. (Integrated Polymer Solutions) (Revolver) ^(*)	L+6.00%	9.12	%	7/25/2019	7/25/2024		316		71		71		0.0	%
							8,694		8,375		8,184		1.2	%
Automotive
Born To Run, LLC ^{(~) (~~)}	L+6.00%	9.67	%	4/1/2021	4/1/2027		8,888		8,746		8,865		1.3	%
Born To Run, LLC (Delayed Draw) ^{() (*)}	L+6.00%	9.67	%	4/1/2021	4/1/2027		1,460		1,210		1,207		0.2	%
Burgess Point Purchaser Corporation (fka BBB Industries LLC) ^(~)	SF+5.25%	8.41	%	6/30/2022	7/25/2029		5,000		4,507		4,628		0.7	%
Lifted Trucks Holdings, LLC ^{(~) (~~)}	L+5.75%	8.03	%	8/2/2021	8/2/2027		9,925		9,757		9,811		1.5	%
Lifted Trucks Holdings, LLC (Delayed Draw) ^{() (*)}	L+5.75%	8.03	%	8/2/2021	8/2/2027		2,000		—		—		0.0	%
Lifted Trucks Holdings, LLC (Revolver) ^(*)	L+5.75%	8.03	%	8/2/2021	8/2/2027		2,381		—		—		0.0	%
Truck-Lite Co., LLC ^(~)	SF+6.25%	8.93	%	7/8/2022	12/14/2026		128		125		128		0.0	%
Truck-Lite Co., LLC ^(~)	SF+6.25%	8.93	%	3/11/2020	12/14/2026		3,391		3,368		3,395		0.5	%
Truck-Lite Co., LLC ^(~)	SF+6.25%	8.93	%	11/23/2021	12/14/2026		630		630		630		0.1	%
Truck-Lite Co., LLC ^(~)	SF+6.25%	8.93	%	3/11/2020	12/14/2026		503		503		503		0.1	%
Truck-Lite Co., LLC ^(~)	SF+6.25%	8.93	%	11/23/2021	12/14/2026		558		558		559		0.1	%
Truck-Lite Co., LLC ^(~)	SF+6.25%	8.93	%	11/23/2021	12/14/2026		716		716		717		0.1	%
							35,580		30,120		30,443		4.6	%
Banking
MV Receivables II, LLC (Delayed Draw) ^{() (*) (<)}	L+9.75%	13.42	%	7/29/2021	7/29/2026		10,000		8,576		8,903		1.4	%
StarCompliance MidCo, LLC ^(~~)	L+6.75%	10.42	%	1/12/2021	1/12/2027		3,000		2,955		2,963		0.4	%
StarCompliance MidCo, LLC ^(~~)	L+6.75%	10.42	%	10/12/2021	1/12/2027		503		495		497		0.1	%
StarCompliance MidCo, LLC (Revolver) ^(*)	L+6.75%	9.87	%	1/12/2021	1/12/2027		484		121		119		0.0	%
							13,987		12,147		12,482		1.9	%
Beverage, Food & Tobacco
Huff Hispanic Food Holdings, LLC ^{(~) (~~)}	L+5.50%	8.62	%	10/18/2019	10/18/2024		5,408		5,359		5,354		0.8	%
Huff Hispanic Food Holdings, LLC ^(~)	L+5.50%	8.31	%	10/18/2019	10/18/2024		307		307		304		0.0	%
Huff Hispanic Food Holdings, LLC (Revolver) ^(*)	L+5.50%	8.57	%	10/18/2019	10/18/2024		1,286		934		925		0.1	%
LVF Holdings, Inc. ^(~)	L+6.25%	9.92	%	6/10/2021	6/10/2027		3,465		3,408		3,339		0.5	%
LVF Holdings, Inc. ^(~)	L+6.25%	9.92	%	6/10/2021	6/10/2027		3,316		3,316		3,196		0.5	%
LVF Holdings, Inc. (Delayed Draw) ^{() (*)}	L+6.25%	9.92	%	6/10/2021	6/10/2027		802		—		—		0.0	%
LVF Holdings, Inc. (Revolver) ^(*)	L+6.25%	9.92	%	6/10/2021	6/10/2027		554		410		395		0.1	%
LX/JT Intermediate Holdings, Inc. ^(~)	SF+6.00%	9.13	%	3/11/2020	3/11/2025		3,296		3,260		3,264		0.5	%
LX/JT Intermediate Holdings, Inc. (Revolver) ^(*)	SF+6.00%	9.13	%	3/11/2020	3/11/2025		500		—		—		0.0	%
							18,934		16,994		16,777		2.5	%
Capital Equipment
Adept AG Holdings, LLC ^(~)	SF+5.50%	8.38	%	8/11/2022	8/11/2027		6,500		6,373		6,482		1.0	%
Adept AG Holdings, LLC (Delayed Draw) ^{() (*) (<) (c)}	SF+5.75%	8.63	%	8/11/2022	8/11/2027		10,574		—		—		0.0	%
Adept AG Holdings, LLC (Delayed Draw) ^{() (*)}	SF+5.50%	8.38	%	8/11/2022	8/11/2027		1,625		—		—		0.0	%
Adept AG Holdings, LLC (Revolver) ^{(*) (<) (c)}	SF+5.75%	8.63	%	8/11/2022	8/11/2027		1,057		—		—		0.0	%
Adept AG Holdings, LLC (Revolver) ^(*)	SF+5.50%	8.38	%	8/11/2022	8/11/2027		1,300		—		—		0.0	%
CGI Automated Manufacturing, LLC ^(~)	SF+6.50%	9.83	%	9/9/2022	12/17/2026		9,000		8,733		8,730		1.3	%
CGI Automated Manufacturing, LLC	SF+6.50%	10.31	%	9/30/2022	12/17/2026		5,727		5,584		5,584		0.8	%
CGI Automated Manufacturing, LLC ^(~)	SF+6.50%	10.31	%	9/9/2022	12/17/2026		10,958		10,634		10,630		1.6	%
MCP Shaw Acquisitionco, LLC ^{(~) (~~)}	SF+6.50%	10.31	%	2/28/2020	11/28/2025		7,786		7,695		7,790		1.2	%
MCP Shaw Acquisitionco, LLC ^{(~) (~~)}	SF+6.50%	10.31	%	12/29/2021	11/28/2025		2,384		2,344		2,385		0.4	%
MCP Shaw Acquisitionco, LLC ^(~)	SF+6.50%	10.31	%	12/29/2021	11/28/2025		784		784		784		0.1	%
MCP Shaw Acquisitionco, LLC (Revolver) ^(*)	SF+6.50%	10.31	%	2/28/2020	11/28/2025		1,427		—		—		0.0	%
							59,122		42,147		42,385		6.4	%
Construction & Building
Premier Roofing L.L.C. ^(~)	L+8.50%	10.57% Cash/ 1.00% PIK		8/31/2020	8/29/2025		3,450		3,408		3,378		0.5	%
Premier Roofing L.L.C. (Revolver) ^(*)	L+8.50%	10.57% Cash/ 1.00% PIK		8/31/2020	8/29/2025		1,202		962		942		0.2	%
TCFIII Owl Buyer LLC ^{(~) (~~)}	SF+5.50%	8.65	%	4/19/2021	4/17/2026		4,444		4,385		4,444		0.7	%
TCFIII Owl Buyer LLC ^(~)	SF+5.50%	8.65	%	4/19/2021	4/17/2026		5,426		5,426		5,426		0.8	%
TCFIII Owl Buyer LLC ^{(~) (~~)}	SF+5.50%	8.65	%	12/17/2021	4/17/2026		4,869		4,797		4,869		0.7	%
							19,391		18,978		19,059		2.9	%
Consumer Goods: Durable
Independence Buyer, Inc. ^{(~) (~~)}	L+5.50%	8.28	%	8/3/2021	8/3/2026		12,406		12,208		12,282		1.9	%
Independence Buyer, Inc. (Revolver) ^(*)	L+5.50%	8.28	%	8/3/2021	8/3/2026		2,964		—		—		0.0	%
Recycled Plastics Industries, LLC ^{(~) (~~)}	L+6.75%	9.31	%	8/4/2021	8/4/2026		5,445		5,357		5,322		0.8	%
Recycled Plastics Industries, LLC (Revolver) ^(*)	L+6.75%	9.31	%	8/4/2021	8/4/2026		743		—		—		0.0	%
							21,558		17,565		17,604		2.7	%
Consumer Goods: Non-Durable
Arizona Natural Resources, LLC ^(~)	SF+6.25%	8.88	%	5/18/2021	5/18/2026		13,860		13,646		13,749		2.1	%
Arizona Natural Resources, LLC ^(~)	SF+6.25%	8.88	%	12/15/2021	5/18/2026		2,544		2,501		2,524		0.4	%
Arizona Natural Resources, LLC ^(~)	SF+6.25%	8.88	%	8/12/2022	5/18/2026		6,901		6,767		6,846		1.0	%
Arizona Natural Resources, LLC (Delayed Draw) ^{() (*)}	SF+6.25%	8.88	%	8/12/2022	5/18/2026		2,958		—		—		0.0	%
Arizona Natural Resources, LLC (Revolver) ^(*)	SF+6.25%	8.96	%	5/18/2021	5/18/2026		2,222		1,778		1,764		0.3	%
The Kyjen Company, LLC ^{(~) (~~)}	SF+7.15%	9.81% Cash/ 0.50% PIK		5/14/2021	4/3/2026		2,962		2,938		2,949		0.5	%
The Kyjen Company, LLC	SF+7.10%	9.38% Cash/ 0.50% PIK		9/13/2022	4/3/2026		1		1		1		0.0	%
The Kyjen Company, LLC (Revolver) ^(*)	SF+7.10%	9.38% Cash/ 0.50% PIK		5/14/2021	4/3/2026		315		268		267		0.0	%
Thrasio, LLC ^{(~) (~~)}	L+7.00%	11.17	%	12/18/2020	12/18/2026		4,903		4,847		4,860		0.7	%
							36,666		32,746		32,960		5.0	%
Containers, Packaging & Glass
Polychem Acquisition, LLC ^(~)	L+5.00%	8.12	%	4/8/2019	3/17/2025		1,930		1,926		1,930		0.3	%
Port Townsend Holdings Company, Inc. and Crown Corrugated Company	SF+7.75%	7.88% Cash/ 3.00% PIK		10/16/2020	10/31/2022		213		213		213		0.0	%
							2,143		2,139		2,143		0.3	%
Energy: Oil & Gas
Liquid Tech Solutions Holdings, LLC ^(~)	L+4.75%	8.92	%	3/18/2021	3/17/2028		2,254		2,245		2,175		0.4	%
Par Petroleum, LLC ^(~)	L+6.75%	9.18	%	1/27/2020	1/12/2026		868		872		857		0.1	%
							3,122		3,117		3,032		0.5	%
Environmental Industries
Quest Resource Management Group, LLC ^{(~) (~~)}	L+6.50%	9.06	%	10/19/2020	10/20/2025		975		914		978		0.1	%
Quest Resource Management Group, LLC ^(~)	L+6.50%	9.06	%	10/19/2020	10/20/2025		1,070		1,070		1,074		0.2	%
Quest Resource Management Group, LLC ^{(~) (~~)}	L+6.50%	9.06	%	12/7/2021	10/20/2025		3,806		3,744		3,805		0.5	%
Quest Resource Management Group, LLC (Delayed Draw) ^{() (*)}	L+6.50%	9.06	%	12/7/2021	10/20/2025		1,773		384		384		0.1	%
Volt Bidco, Inc. ^(~~)	SF+6.50%	10.05	%	8/11/2021	8/11/2027		9,059		8,898		9,059		1.4	%
Volt Bidco, Inc. (Delayed Draw) ^{() (*)}	SF+6.50%	10.05% PIK		8/11/2021	8/11/2027		1,598		623		623		0.1	%
Volt Bidco, Inc. (Revolver) ^(*)	SF+6.50%	10.05	%	8/11/2021	8/11/2027		956		—		—		0.0	%
							19,237		15,633		15,923		2.4	%
FIRE: Finance
Exiger LLC ^(~~)	SF+8.00%	8.61% Cash/ 2.00% PIK		9/30/2021	9/30/2027		14,048		13,806		14,055		2.1	%
Exiger LLC ^(~~)	SF+8.00%	8.48% Cash/ 2.00% PIK		8/26/2022	9/30/2027		1,960		1,912		1,961		0.3	%
Exiger LLC ^(~~)	SF+8.00%	8.48% Cash/ 2.00% PIK		9/30/2021	9/30/2027		4,200		4,200		4,202		0.6	%
Exiger LLC (Delayed Draw) ^{() (*)}	SF+8.00%	8.48% Cash/ 2.00% PIK		8/26/2022	9/30/2027		7,000		—		—		0.0	%
Exiger LLC (Revolver) ^(*)	SF+8.00%	8.48% Cash/ 2.00% PIK		9/30/2021	9/30/2027		1,400		—		—		0.0	%
GC Champion Acquisition LLC ^(~~)	SF+6.75%	9.77	%	8/19/2022	8/18/2028		13,000		12,743		13,000		2.0	%
GC Champion Acquisition LLC (Delayed Draw) ^{() (*)}	SF+6.75%	9.77	%	8/19/2022	8/18/2028		3,611		—		—		0.0	%
J2 BWA Funding LLC (Delayed Draw) ^{() (*) (<)}	n/a	9.00	%	12/24/2020	12/24/2026		2,850		1,180		1,159		0.2	%
Oceana Australian Fixed Income Trust ^{(~) (<) (a) (b)}	n/a	11.50	%	2/25/2021	2/25/2026		6,877		8,460		6,877		1.1	%
Oceana Australian Fixed Income Trust ^{(~) (<) (a) (b)}	n/a	10.75	%	6/29/2021	6/29/2026		2,897		3,400		2,897		0.4	%
TEAM Public Choices, LLC ^(~)	SF+5.00%	8.59	%	8/23/2022	12/17/2027		4,572		4,346		4,412		0.7	%
W3 Monroe RE Debt LLC ^(<)	n/a	10.00% PIK		2/5/2021	2/4/2028		1,895		1,895		1,895		0.3	%
YS WH4 LLC (Revolver) ^{(*) (<)}	SF+7.00%	9.95	%	7/20/2022	11/20/2025		7,700		2,708		2,708		0.4	%
							72,010		54,650		53,166		8.1	%
FIRE: Insurance
Simplicity Financial Marketing Group Holdings Inc. ^(~)	L+6.00%	9.67	%	9/23/2022	12/2/2026		10,016		9,717		9,716		1.5	%
Simplicity Financial Marketing Group Holdings Inc. (Delayed Draw) ^{() (*)}	L+6.00%	9.67	%	9/23/2022	12/2/2026		14,223		—		—		0.0	%
Simplicity Financial Marketing Group Holdings Inc. (Revolver) ^(*)	L+6.00%	9.67	%	9/23/2022	12/2/2026		761		—		—		0.0	%
							25,000		9,717		9,716		1.5	%
FIRE: Real Estate
300 N. Michigan Mezz, LLC (Delayed Draw) ^{(~) () (*) (<)}	L+14.50%	17.06% PIK		7/15/2020	7/15/2024		1,000		951		948		0.1	%
Avison Young (USA) Inc. ^{(~) (<) (a)}	SF+5.75%	8.90	%	4/26/2019	1/30/2026		1,930		1,919		1,804		0.3	%
Avison Young (USA) Inc. ^{(~) (<) (a)}	SF+7.00%	10.15	%	9/1/2022	1/30/2026		4,174		3,928		4,007		0.6	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC ^(<)	SF+8.25%	10.87	%	5/3/2022	4/30/2025		16,000		15,714		16,000		2.4	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC ^(<)	SF+8.25%	11.74	%	5/3/2022	4/30/2025		1,635		1,635		1,635		0.3	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC (Revolver) ^{(*) (<)}	SF+8.25%	11.74	%	5/3/2022	4/30/2025		8,016		461		461		0.1	%
Florida East Coast Industries, LLC ^{(~) (<)}	n/a	10.50	%	8/9/2021	6/28/2024		4,505		4,418		4,533		0.7	%
InsideRE, LLC ^{(~) (~~)}	L+5.75%	9.42	%	12/22/2021	12/22/2027		7,446		7,313		7,317		1.1	%
InsideRE, LLC (Delayed Draw) ^{() (*)}	L+5.75%	9.42	%	12/22/2021	12/22/2027		2,886		—		—		0.0	%
InsideRE, LLC (Revolver) ^(*)	L+5.75%	8.82	%	12/22/2021	12/22/2027		965		64		64		0.0	%

Description	Notional Amount to be Purchased		Notional Amount to be Sold		Counterparty	Settlement Date	Unrealized Gain (Loss)
Foreign currency forward contract	$	62	CAD	80	Bannockburn Global Forex, LLC	10/19/2022	$	4
Foreign currency forward contract	$	56	CAD	73	Bannockburn Global Forex, LLC	11/17/2022		4
Foreign currency forward contract	$	9,651	CAD	12,467	Bannockburn Global Forex, LLC	12/19/2022		636
Foreign currency forward contract	$	117	AUD	152	Bannockburn Global Forex, LLC	10/19/2022		20
Foreign currency forward contract	$	105	AUD	136	Bannockburn Global Forex, LLC	11/16/2022		18
Foreign currency forward contract	$	109	AUD	142	Bannockburn Global Forex, LLC	12/16/2022		19
Foreign currency forward contract	$	118	AUD	153	Bannockburn Global Forex, LLC	1/18/2023		20
Foreign currency forward contract	$	108	AUD	140	Bannockburn Global Forex, LLC	2/16/2023		18
Foreign currency forward contract	$	102	AUD	132	Bannockburn Global Forex, LLC	3/16/2023		18
Foreign currency forward contract	$	123	AUD	160	Bannockburn Global Forex, LLC	4/20/2023		21
Foreign currency forward contract	$	93	AUD	121	Bannockburn Global Forex, LLC	5/16/2023		16
Foreign currency forward contract	$	121	AUD	156	Bannockburn Global Forex, LLC	6/19/2023		21
Foreign currency forward contract	$	106	AUD	138	Bannockburn Global Forex, LLC	7/18/2023		18
Foreign currency forward contract	$	113	AUD	146	Bannockburn Global Forex, LLC	8/16/2023		19
Foreign currency forward contract	$	113	AUD	146	Bannockburn Global Forex, LLC	9/18/2023		19
Foreign currency forward contract	$	114	AUD	148	Bannockburn Global Forex, LLC	10/18/2023		19
Foreign currency forward contract	$	107	AUD	140	Bannockburn Global Forex, LLC	11/16/2023		18
Foreign currency forward contract	$	109	AUD	142	Bannockburn Global Forex, LLC	12/18/2023		18
Foreign currency forward contract	$	115	AUD	150	Bannockburn Global Forex, LLC	1/17/2024		19
Foreign currency forward contract	$	110	AUD	143	Bannockburn Global Forex, LLC	2/16/2024		18
Foreign currency forward contract	$	11,827	AUD	15,410	Bannockburn Global Forex, LLC	3/18/2024		1,965
							$	2,928

Portfolio Company ^(a)	Spread Above Index ^(b)		Interest Rate			Acquisition Date ^(c)		Maturity		Principal		Amortized Cost		Fair Value ^(d)		% of Net Assets ^(e)
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Aerospace & Defense
API Holdings III Corp. ^(f)		L+4.25%		4.35	%		5/2/2019		5/8/2026		1,658	$	1,652	$	1,583		0.4	%
SI Holdings, Inc. (Integrated Polymer Solutions) ^(f)		L+6.00%		7.00	%		7/25/2019		7/25/2025		1,955		1,928		1,955		0.5	%
SI Holdings, Inc. (Integrated Polymer Solutions) ^(f)		L+6.00%		7.00	%		12/24/2019		7/25/2025		1,020		1,006		1,020		0.3	%
SI Holdings, Inc. (Integrated Polymer Solutions) ^(f)		L+6.00%		7.00	%		2/17/2021		7/25/2025		1,765		1,750		1,765		0.5	%
SI Holdings, Inc. (Integrated Polymer Solutions) ^(f)		L+6.00%		7.00	%		6/15/2021		7/25/2025		1,034		1,015		1,034		0.3	%
SI Holdings, Inc. (Integrated Polymer Solutions) ^(f)		L+6.00%		7.00	%		8/10/2021		7/25/2025		1,010		991		1,010		0.3	%
SI Holdings, Inc. (Integrated Polymer Solutions) (Revolver) ^(g)		L+6.00%		7.00	%		7/25/2019		7/25/2024		316		40		40		0.0	%
											8,758		8,382		8,407		2.3	%
Automotive
Born To Run, LLC ^(f)		L+6.00%		7.00	%		4/1/2021		4/1/2027		8,955		8,792		9,114		2.5	%
Born To Run, LLC (Delayed Draw) ^{(g) (h)}		L+6.00%		7.00	%		4/1/2021		4/1/2027		1,463		86		88		0.0	%
Lifted Trucks Holdings, LLC ^(f)		L+5.75%		6.75	%		8/2/2021		8/2/2027		10,000		9,809		9,970		2.7	%
Lifted Trucks Holdings, LLC (Delayed Draw) ^{(g) (h)}		L+5.75%		6.75	%		8/2/2021		8/2/2027		2,000		—		—		0.0	%
Lifted Trucks Holdings, LLC (Revolver) ^(g)		L+5.75%		6.75	%		8/2/2021		8/2/2027		2,381		635		633		0.2	%
Truck-Lite Co., LLC ^(f)		L+6.25%		7.25	%		3/11/2020		12/14/2026		3,417		3,391		3,436		0.9	%
Truck-Lite Co., LLC ^(f)		L+6.25%		7.25	%		11/23/2021		12/14/2026		634		634		638		0.2	%
Truck-Lite Co., LLC ^(f)		L+6.25%		7.25	%		3/11/2020		12/14/2026		506		506		509		0.1	%
Truck-Lite Co., LLC ^(f)		L+6.25%		7.25	%		11/23/2021		12/14/2026		563		563		566		0.2	%
Truck-Lite Co., LLC (Delayed Draw) ^{(g) (h)}		L+6.25%		7.25	%		11/23/2021		12/14/2026		718		—		—		0.0	%
											30,637		24,416		24,954		6.8	%
Banking
MV Receivables II, LLC (Delayed Draw) ^{(g) (h) (i)}		L+9.75%		11.25	%		7/29/2021		7/29/2026		10,000		1,214		1,611		0.4	%
StarCompliance MidCo, LLC ^(f)		L+6.75%		7.75	%		1/12/2021		1/11/2027		3,000		2,948		3,000		0.8	%
StarCompliance MidCo, LLC ^(f)		L+6.75%		7.75	%		10/12/2021		1/11/2027		503		494		503		0.1	%
StarCompliance MidCo, LLC (Revolver) ^(g)		L+6.75%		7.75	%		1/12/2021		1/11/2027		484		—		—		0.0	%
											13,987		4,656		5,114		1.3	%

Portfolio Company ^(a)	Spread Above Index ^(b)		Interest Rate			Acquisition Date ^(c)		Maturity		Principal		Amortized Cost		Fair Value ^(d)		% of Net Assets ^(e)
Beverage, Food & Tobacco
Huff Hispanic Food Holdings, LLC ^(f)		L+5.50%		6.50	%		10/18/2019		10/18/2024		5,422	$	5,357	$	5,359		1.4	%
Huff Hispanic Food Holdings, LLC		L+5.50%		6.50	%		10/18/2019		10/18/2024		307		307		303		0.1	%
Huff Hispanic Food Holdings, LLC (Revolver) ^(g)		L+5.50%		6.50	%		10/18/2019		10/18/2024		1,286		574		574		0.2	%
LVF Holdings, Inc. ^(f)		L+6.25%		7.25	%		6/10/2021		6/10/2027		3,491		3,426		3,491		0.9	%
LVF Holdings, Inc. ^(f)		L+6.25%		7.25	%		6/10/2021		6/10/2027		3,341		3,341		3,341		0.9	%
LVF Holdings, Inc. (Delayed Draw) ^{(g) (h)}		L+6.25%		7.25	%		6/10/2021		6/10/2027		802		—		—		0.0	%
LVF Holdings, Inc. (Revolver) ^(g)		L+6.25%		7.25	%		6/10/2021		6/10/2027		554		277		277		0.1	%
LX/JT Intermediate Holdings, Inc. ^(f)		L+6.00%		7.50	%		3/11/2020		3/11/2025		5,625		5,548		5,543		1.5	%
LX/JT Intermediate Holdings, Inc. (Revolver) ^(g)		L+6.00%		7.50	%		3/11/2020		3/11/2025		500		—		—		0.0	%
											21,328		18,830		18,888		5.1	%
Capital Equipment
MCP Shaw Acquisitionco, LLC ^(f)		SF+6.50%		7.50	%		2/28/2020		11/28/2025		7,786		7,676		7,759		2.1	%
MCP Shaw Acquisitionco, LLC ^(f)		SF+6.50%		7.50	%		12/29/2021		11/28/2025		2,402		2,354		2,393		0.6	%
MCP Shaw Acquisitionco, LLC (Delayed Draw) ^(g) (h)		SF+6.50%		7.50	%		12/29/2021		11/28/2025		786		—		—		0.0	%
MCP Shaw Acquisitionco, LLC (Revolver) ^(g)		SF+6.50%		7.50	%		2/28/2020		11/28/2025		1,427		—		—		0.0	%
											12,401		10,030		10,152		2.7	%

	September 30, 2022				December 31, 2021
Amortized Cost:
Senior secured loans	$	904,904	84.2	%	$	631,665	90.8	%
Unitranche secured loans		95,913	8.9			29,886	4.3
Junior secured loans		39,789	3.7			18,107	2.6
Equity securities		34,569	3.2			16,258	2.3
Total	$	1,075,175	100.0	%	$	695,916	100.0	%

	September 30, 2022				December 31, 2021
Fair Value:
Senior secured loans	$	904,411	83.8	%	$	638,120	90.5	%
Unitranche secured loans		96,208	8.9			30,161	4.3
Junior secured loans		39,534	3.7			18,580	2.6
Equity securities		38,542	3.6			18,029	2.6
Total	$	1,078,695	100.0	%	$	704,890	100.0	%

	·	Level 1 — Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date.

	·	Level 2 — Valuations based on inputs other than quoted prices in active markets, including quoted prices for similar assets or liabilities, which are either directly or indirectly observable.

Portfolio Company ^{(^)}	Spread Above Index ^{(^^)}	Interest Rate		Acquisition Date ^{(^^^)}	Maturity	Principal		Amortized Cost		Fair Value ^{(^^^^)}		% of Net Assets ^{(^^^^^)}
NCBP Property, LLC ^(<)	L+9.50%	12.06	%	12/18/2020	6/16/2023		2,500	$	2,497	$	2,503		0.4	%
							51,057		38,900		39,272		6.0	%
Forest Products & Paper
Sylvamo Corporation ^{(~) (<) (i)}	SF+4.50%	7.54	%	9/22/2022	9/13/2028		5,303		5,224		5,124		0.8	%
							5,303		5,224		5,124		0.8	%
Healthcare & Pharmaceuticals
Appriss Health, LLC ^(~~)	L+7.25%	9.93	%	5/6/2021	5/6/2027		6,492		6,385		6,472		1.0	%
Appriss Health, LLC (Revolver) ^(*)	L+7.25%	9.93	%	5/6/2021	5/6/2027		433		—		—		0.0	%
Ascent Midco, LLC ^{(~) (~~)}	L+5.75%	8.87	%	2/5/2020	2/5/2025		2,236		2,213		2,200		0.3	%
Ascent Midco, LLC (Revolver) ^(*)	L+5.75%	8.87	%	2/5/2020	2/5/2025		403		—		—		0.0	%
Brickell Bay Acquisition Corp. ^{(~) (~~)}	L+6.50%	8.78	%	2/12/2021	2/12/2026		2,827		2,782		2,774		0.4	%
Brickell Bay Acquisition Corp. (Delayed Draw) ^{() (*)}	L+6.50%	8.78	%	2/12/2021	2/12/2026		573		—		—		0.0	%
Caravel Autism Health, LLC ^(~)	SF+8.75%	8.09% Cash/ 3.00% PIK		6/30/2021	6/30/2027		7,982		7,850		7,315		1.1	%
Caravel Autism Health, LLC (Delayed Draw) ^{() (*)}	SF+8.75%	8.09% Cash/ 3.00% PIK		6/30/2021	6/30/2027		5,998		299		274		0.0	%
Caravel Autism Health, LLC (Revolver) ^(*)	SF+8.75%	8.09% Cash/ 3.00% PIK		6/30/2021	6/30/2027		2,005		1,405		1,288		0.2	%
Dorado Acquisition, Inc. ^{(~) (~~)}	L+6.25%	8.53	%	6/30/2021	6/30/2026		13,860		13,640		13,839		2.1	%
Dorado Acquisition, Inc. (Delayed Draw) ^{() (*)}	L+6.25%	8.53	%	6/30/2021	6/30/2026		606		—		—		0.0	%
Dorado Acquisition, Inc. (Revolver) ^(*)	L+6.25%	8.53	%	6/30/2021	6/30/2026		1,670		—		—		0.0	%
Golden State Buyer, Inc. ^(~)	L+4.75%	8.92	%	8/25/2022	6/21/2026		9,974		9,577		9,425		1.4	%
INH Buyer, Inc. ^(~)	L+6.00%	9.67	%	6/30/2021	6/28/2028		4,862		4,819		4,512		0.7	%
NationsBenefits, LLC ^(~)	SF+7.00%	9.61	%	8/20/2021	8/26/2027		12,158		11,960		12,401		1.9	%
NationsBenefits, LLC ^(~)	SF+7.00%	10.15	%	8/26/2022	8/26/2027		14,452		14,452		14,741		2.2	%
NationsBenefits, LLC (Delayed Draw) ^{() (*)}	SF+7.00%	9.61	%	8/26/2022	8/26/2027		15,585		—		—		0.0	%
NationsBenefits, LLC (Revolver) ^(*)	SF+7.00%	9.61	%	8/20/2021	8/26/2027		6,806		—		—		0.0	%
QF Holdings, Inc. ^(~~)	L+6.25%	10.43	%	9/19/2019	12/15/2027		4,550		4,510		4,570		0.7	%
QF Holdings, Inc. ^(~~)	L+6.25%	9.52	%	12/15/2021	12/15/2027		4,368		4,309		4,388		0.7	%
QF Holdings, Inc. ^(~~)	L+6.25%	10.43	%	9/19/2019	12/15/2027		910		910		914		0.1	%
QF Holdings, Inc. (Delayed Draw) ^{() (*)}	L+6.25%	10.43	%	8/21/2020	12/15/2027		910		—		—		0.0	%
QF Holdings, Inc. (Revolver) ^(*)	L+6.25%	10.43	%	9/19/2019	12/15/2027		1,092		—		—		0.0	%
Seran BioScience, LLC ^{(~) (~~)}	L+6.25%	8.53	%	12/31/2020	7/8/2027		1,970		1,943		1,960		0.3	%
Seran BioScience, LLC (Delayed Draw) ^{() (*)}	SF+6.25%	9.37	%	7/8/2022	7/8/2027		2,222		658		654		0.1	%
Seran BioScience, LLC (Revolver) ^(*)	L+6.25%	8.53	%	12/31/2020	7/8/2027		356		—		—		0.0	%
SIP Care Services, LLC ^{(~) (~~)}	L+5.75%	8.31	%	12/30/2021	12/30/2026		3,781		3,715		3,653		0.6	%
SIP Care Services, LLC (Delayed Draw) ^{() (*)}	L+5.75%	8.31	%	12/30/2021	12/30/2026		3,040		—		—		0.0	%
SIP Care Services, LLC (Revolver) ^(*)	L+5.75%	8.31	%	12/30/2021	12/30/2026		760		—		—		0.0	%
TigerConnect, Inc. ^(~~)	SF+7.25%	6.35% Cash/ 3.63% PIK		2/16/2022	2/16/2028		10,000		9,818		9,900		1.5	%
TigerConnect, Inc. (Delayed Draw) ^{() (*)}	SF+6.75%	9.48	%	2/16/2022	2/16/2028		413		—		—		0.0	%
TigerConnect, Inc. (Revolver) ^(*)	SF+6.75%	9.48	%	2/16/2022	2/16/2028		1,429		—		—		0.0	%
WebPT, Inc. ^(~~)	L+6.75%	9.82	%	8/28/2019	1/18/2028		5,000		4,957		4,955		0.8	%

	·	the quarterly valuation process begins with each portfolio company or investment being initially evaluated and rated by the investment professionals of the Valuation Designee responsible for the credit monitoring of the portfolio investment;

	·	our Valuation Designee engages an independent valuation firm to conduct independent appraisals of a selection of investments for which market quotations are not readily available. We will consult with an independent valuation firm relative to each portfolio company at least once in every calendar year, but the independent appraisals are generally received quarterly for each investment;

	·	the valuation conclusions are approved by the valuation committee of the Valuation Designee; and

	·	a report prepared by the Valuation Designee is presented to the Board quarterly to allow the Board to perform its oversight duties of the valuation process and the Valuation Designee.

	Fair Value Measurements
September 30, 2022	Level 1		Level 2		Level 3		Total
Senior secured loans	$	—	$	—	$	904,411	$	904,411
Unitranche secured loans		—		—		96,208		96,208
Junior secured loans		—		—		39,534		39,534
Equity securities		48		—		38,494		38,542
Total investments	$	48	$	—	$	1,078,647	$	1,078,695
Foreign currency forward contracts asset (liability)	$	—	$	2,928	$	—	$	2,928

	Investments
	Senior secured loans			Unitranche secured loans			Junior secured loans			Equity securities			Total investments
Balance as of June 30, 2022	$	718,154		$	88,896		$	38,547		$	24,370		$	869,967
Net realized gain (loss) on investments		—			—			—			—			—
Net change in unrealized gain (loss) on investments		(1,679	)		(552	)		(172	)		390			(2,013	)
Purchases of investments and other adjustments to cost ⁽¹⁾		251,063			56			1,159			13,751			266,029
Proceeds from principal payments and sales of investments ⁽²⁾		(55,047	)		(272	)		—			(17	)		(55,336	)
Reclassifications ⁽³⁾		(8,080	)		8,080			—			—			—
Balance as of September 30, 2022	$	904,411		$	96,208		$	39,534		$	38,494		$	1,078,647

⁽¹⁾	Includes purchases of new investments, effects of refinancing and restructurings, premium and discount accretion and amortization and PIK interest.
⁽²⁾	Represents net proceeds from investments sold and principal paydowns received.
⁽³⁾	Represents non-cash reclassification of investment type due to a restructuring.

	Fair			Valuation	Unobservable	Weighted Average			Range
	Value			Technique	Input	Mean			Minimum			Maximum
Assets:
Senior secured loans	$	520,317		Discounted cash flow	EBITDA multiples		10.2	x		4.0	x		20.5	x
					Market yields		10.8	%		8.0	%		21.5	%
Senior secured loans		290,501		Discounted cash flow	Revenue multiples		7.3	x		0.9	x		20.0	x
					Market yields		11.1	%		9.5	%		19.1	%
Senior secured loans		213		Enterprise value	EBITDA multiples		3.5	x		3.5	x		3.5	x
Unitranche secured loans		64,513		Discounted cash flow	EBITDA multiples		10.4	x		8.8	x		15.5	x
					Market yields		10.9	%		8.9	%		12.3	%
Unitranche secured loans		31,695		Discounted cash flow	Revenue multiples		9.3	x		5.7	x		12.5	x
					Market yields		11.9	%		11.7	%		12.0	%
Junior secured loans		39,534		Discounted cash flow	Market yields		16.2	%		11.6	%		27.5	%
Equity securities		24,524		Enterprise value	EBITDA multiples		10.3	x		4.0	x		17.8	x
Equity securities		12,161		Enterprise value	Revenue multiples		5.5	x		2.0	x		19.3	x
Equity securities		1,273		Option pricing model	Volatility		66.4	%		48.0	%		120.8	%
Total Level 3 Assets	$	984,731	⁽¹⁾

									Range
	Fair Value			Valuation Technique	Unobservable Input	Weighted Average Mean			Minimum			Maximum
Assets:
Senior secured loans	$	380,090		Discounted cash flow	EBITDA multiples		10.5	x		6.3	x		20.0	x
					Market yields		7.6	%		6.1	%		10.7	%
Senior secured loans		203,681		Discounted cash flow	Revenue multiples		9.6	x		0.5	x		26.5	x
					Market yields		8.3	%		6.6	%		13.1	%
Senior secured loans		38,102		Discounted cash flow	Market yields		10.2	%		7.5	%		15.3	%
Senior secured loans		84		Enterprise value	EBITDA multiples		5.0	x		5.0	x		5.0	x
Unitranche secured loans		14,719		Discounted cash flow	Revenue multiples		14.0	x		14.0	x		14.0	x
					Market yields		8.3	%		8.3	%		8.3	%
Unitranche secured loans		13,951		Discounted cash flow	EBITDA multiples		8.5	x		8.5	x		8.5	x
					Market yields		8.3	%		8.3	%		8.3	%
Unitranche secured loans		1,491		Discounted cash flow	Market yields		8.9	%		8.9	%		8.9	%
Junior secured loans		16,043		Discounted cash flow	Market yields		16.9	%		8.0	%		25.1	%
Junior secured loans		2,537		Discounted cash flow	Revenue multiples		15.0	x		15.0	x		15.0	x
					Market yields		2.0	%		2.0	%		2.0	%
Equity securities		11,208		Enterprise value	EBITDA multiples		6.8	x		6.3	x		18.5	x
Equity securities		2,186		Discounted cash flow	EBITDA multiples		13.3	x		13.3	x		13.3	x
					Market yields		12.3	%		12.3	%		12.3	%
Equity securities		3,519		Enterprise value	Revenue multiples		14.8	x		9.7	x		26.5	x
Equity securities		463		Option pricing model	Volatility		42.5	%		42.5	%		42.5	%
Total Level 3 Assets	$	688,074	⁽¹⁾

Portfolio Company	Fair value at December 31, 2021		Transfers in (out)			Purchases (cost)		Sales and paydowns (cost)			PIK interest (cost)		Discount accretion		Net realized gain (loss)		Net unrealized gain (loss)			Fair value at September 30, 2022
Non-controlled affiliate company investment:
J2 BWA Funding III, LLC (Delayed Draw)	$	—	$	—		$	—	$	—		$	—	$	—	$	—	$	—		$	—
J2 BWA Funding III, LLC (commitment to purchase up to 7.6% of the equity)		—		—			—		—			—		—		—		—			—
		—		—			—		—			—		—		—		—			—

Nastel Technologies, LLC		—		—			3,430		—			—		—		—		—			3,430
Nastel Technologies, LLC (Revolver)		—		—	��		—		—			—		—		—		—			—
Nastel Technologies, LLC (3,408 Class A units)		—		—			3,408		—			—		—		—		—			3,408
		—		—			6,838		—			—		—		—		—			6,838
																					—
Second Avenue SFR Holdings II LLC (Revolver) ⁽¹⁾		2,104		—			2,681		—			—		—		—		(18	)		4,767
		2,104		—			2,681		—			—		—		—		(18	)		4,767

SFR Holdco, LLC (Junior secured loan)		5,850		—			—		—			—		—		—		—			5,850
SFR Holdco, LLC (Junior secured loan)		—		—			1,731		—			—		—		—		—			1,731
SFR Holdco, LLC (13.9% of equity commitments)		3,900		—			—		—			—		—		—		—			3,900
SFR Holdco, LLC (10.5% of equity commitments)		—		—			1,155		—			—		—		—		—			1,155
		9,750		—			2,886		—			—		—		—		—			12,636

SheerTrans Solutions, LLC		—		—			5,024		(13	)		—		2		—		101			5,114
SheerTrans Solutions, LLC (Revolver)		—		—			—		—			—		—		—		—			—
SheerTrans Solutions, LLC (8,642,579 preferred interests)		—		—			8,643		—			—		—		—		—			8,643
		—		—			13,667		(13	)		—		2		—		101			13,757
Total non-controlled affiliate company investments	$	11,854	$	—		$	26,072	$	(13	)	$	—	$	2	$	—	$	83		$	37,998

Portfolio Company	Fair value at December 31, 2020		Transfers in (out)		Purchases (cost)		Sales and paydowns (cost)		PIK interest (cost)		Discount accretion		Net realized gain (loss)		Net unrealized gain (loss)		Fair value at September 30, 2021
Non-controlled affiliate company investments:
Second Avenue SFR Holdings II LLC (Revolver) ⁽¹⁾	$	—	$	—	$	642	$	—	$	—	$	—	$	—	$	—	$	642
		—		—		642		—				—		—		—		642

SFR Holdco, LLC (Junior secured loan)		—		—		1,101		—		—		—		—		—		1,101
SFR Holdco, LLC (24.4% of interests)		—		—		734		—		—		—		—		—		734
		—		—		1,835		—		—		—		—		—		1,835
Total non-controlled affiliate company investments	$	—	$	—	$	2,477	$	—	$	—	$	—	$	—	$	—	$	2,477

	For the nine months ended September 30,
	2022						2021
Portfolio Company	Interest Income		Dividend Income		Fee Income		Interest Income		Dividend Income		Fee Income
Non-controlled affiliate company investments:
J2 BWA Funding III, LLC (Delayed Draw)	$	—	$	—	$	—	$	n/a	$	n/a	$	n/a
J2 BWA Funding III, LLC (Equity commitment)		—		—		—		n/a		n/a		n/a
		—		—		—		n/a		n/a		n/a

Nastel Technologies, LLC		10		—		—		n/a		n/a		n/a
Nastel Technologies, LLC (Revolver)		—		—		—		n/a		n/a		n/a
Nastel Technologies, LLC (Class A units)		—		—		—		n/a		n/a		n/a
		10		—		—		n/a		n/a		n/a

Second Avenue SFR Holdings II LLC (Revolver)		181		—		—		5		—		—
		181		—		—		5		—		—

SFR Holdco, LLC (Junior secured loan)		351		—		—		8		—		—
SFR Holdco, LLC (Junior secured loan)		44		—		—		n/a		n/a		n/a
SFR Holdco, LLC (LLC interest)		—		—		—		—		—		—
SFR Holdco, LLC (LLC interest)		—		—		—		n/a		n/a		n/a
		395		—		—		8		—		—

SheerTrans Solutions, LLC		93		—		—		n/a		n/a		n/a
SheerTrans Solutions, LLC (Revolver)		1		—		—		n/a		n/a		n/a
SheerTrans Parent, LLC (Preferred interests)		—		—		—		n/a		n/a		n/a
		94		—		—		n/a		n/a		n/a
Total non-controlled affiliate company investments	$	680	$	—	$	—	$	13	$	—	$	—


	·	100% of the Company’s pre-incentive fee net investment income with respect to that portion of such pre-incentive fee net investment income, if any, that exceeds the hurdle rate but is less than 1.7143% (reduced from 1.76%) in any calendar quarter prior to an Exchange Listing or 1.88% in any calendar quarter following an Exchange Listing. The Company refers to this portion of the Company’s pre-incentive fee net investment income as the “catch-up” provision. Prior to an Exchange Listing, the catch-up is meant to provide MC Advisors with 15% of the pre-incentive fee net investment income as if a hurdle rate did not apply if this net investment income exceeds 1.76% in any calendar quarter, and following an Exchange Listing, the catch-up is meant to provide MC Advisors with 20% of the pre-incentive fee net investment income as if a hurdle rate did not apply if this net investment income exceeds 1.88% in any calendar quarter;Listing; and

	Three months ended September 30,						Nine months ended September 30,
	2022			2021			2022			2021
Part one incentive fees ⁽¹⁾	$	1,707		$	771		$	4,474		$	1,924
Part two incentive fees ⁽²⁾		(60	)		89			(621	)		1,270
Incentive fees, excluding the impact of the incentive fee waivers		1,647			860			3,853			3,194
Incentive fee waivers ⁽³⁾		(162	)		(569	)		(1,468	)		(1,722	)
Total incentive fees, net of incentive fee waivers	$	1,485		$	291		$	2,385		$	1,472

⁽¹⁾		Based on pre-incentive fee net investment income.
⁽²⁾		Based upon net realized and unrealized gains and losses, or capital gains. The Company accrues, but does not pay, a capital gains incentive fee in connection with any unrealized capital appreciation, as appropriate. If, on a cumulative basis, the sum of net realized gain (loss) plus net unrealized gain (loss) decreases during a period, the Company will reverse any excess capital gains incentive fee previously accrued such that the amount of capital gains incentive fee accrued is no more than 12.5% of the sum of net realized gain (loss) plus net unrealized gain (loss).
⁽³⁾		Represents part one incentive fees voluntarily waived by MC Advisors.

	As of September 30, 2022
Description	Notional Amount to be Sold		Settlement Date	Gross Amount of Unrealized Gain		Gross Amount of Unrealized Loss		Balance Sheet location of Net Amounts
Foreign currency forward contract	CAD	80	10/19/2022	$	4	$	—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	CAD	73	11/17/2022		4		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	CAD	12,467	12/19/2022		636		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	152	10/19/2022		20		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	136	11/16/2022		18		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	142	12/16/2022		19		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	153	1/18/2023		20		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	140	2/16/2023		18		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	132	3/16/2023		18		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	160	4/20/2023		21		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	121	5/16/2023		16		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	156	6/19/2023		21		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	138	7/18/2023		18		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	146	8/16/2023		19		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	146	9/18/2023		19		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	148	10/18/2023		19		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	140	11/16/2023		18		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	142	12/18/2023		18		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	150	1/17/2024		19		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	143	2/16/2024		18		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	15,410	3/18/2024		1,965		—	Unrealized gain on foreign currency forward contracts
				$	2,928	$	—

	As of December 31, 2021
Description	Notional Amount to be Sold		Settlement Date	Gross Amount of Unrealized Gain		Gross Amount of Unrealized Loss			Balance Sheet location of Net Amounts
Foreign currency forward contract	CAD	72	1/18/2022	$	—	$	(1	)	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	CAD	77	2/17/2022		—		(1	)	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	CAD	67	3/17/2022		—		(1	)	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	CAD	74	4/19/2022		—		(1	)	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	CAD	75	5/18/2022		—		(1	)	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	CAD	72	6/17/2022		—		(1	)	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	CAD	72	7/19/2022		—		(1	)	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	CAD	74	8/17/2022		—		(1	)	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	CAD	74	9/19/2022		—		(1	)	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	CAD	77	10/19/2022		—		(1	)	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	CAD	70	11/17/2022		—		(1	)	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	CAD	12,078	12/19/2022		—		(206	)	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	156	1/19/2022		8		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	136	2/16/2022		6		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	132	3/16/2022		6		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	146	4/19/2022		7		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	138	5/17/2022		7		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	153	6/17/2022		7		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	138	7/18/2022		6		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	140	8/16/2022		6		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	153	9/16/2022		7		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	152	10/19/2022		7		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	136	11/16/2022		6		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	142	12/16/2022		7		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	153	1/18/2023		7		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	140	2/16/2023		6		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	132	3/16/2023		6		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	160	4/20/2023		7		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	121	5/16/2023		5		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	156	6/19/2023		7		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	138	7/18/2023		6		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	146	8/16/2023		6		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	146	9/18/2023		6		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	148	10/18/2023		7		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	140	11/16/2023		6		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	142	12/18/2023		6		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	150	1/17/2024		6		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	143	2/16/2024		6		—		Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	15,410	3/18/2024		635		—		Unrealized gain on foreign currency forward contracts
Total				$	802	$	(217	)

Date Declared	Record Date	Payment Date ⁽¹⁾	Amount Per Share		Distribution Declared
Nine months ended September 30, 2022:
January 4, 2022	January 4, 2022	March 31, 2022	$	0.07	$	2,439
January 4, 2022	February 1, 2022	March 31, 2022		0.07		2,439
January 4, 2022	March 1, 2022	March 31, 2022		0.06		2,435
April 1, 2022	April 18, 2022	June 30, 2022		0.07		3,222
April 1, 2022	May 16, 2022	June 30, 2022		0.07		3,223
April 1, 2022	June 17, 2022	June 30, 2022		0.06		3,730
July 1, 2022	July 15, 2022	September 30, 2022		0.07		3,759
July 1, 2022	August 15, 2022	September 30, 2022		0.07		3,759
July 1, 2022	September 16, 2022	September 30, 2022		0.06		4,321
Total distributions declared			$	0.60	$	29,327

Date Declared	Record Date	Payment Date ⁽¹⁾	Amount Per Share		Distribution Declared
Nine months ended September 30, 2021:
March 4, 2021	March 8, 2021	March 12, 2021	$	0.20	$	2,766
May 6, 2021	May 6, 2021	May 13, 2021		0.20		3,841
May 6, 2021	May 14, 2021	June 30, 2021		0.13		2,576
May 6, 2021	June 1, 2021	June 30, 2021		0.07		1,472
July 1, 2021	July 1, 2021	September 30, 2021		0.07		1,482
July 1, 2021	August 1, 2021	September 30, 2021		0.07		1,482
July 1, 2021	September 1, 2021	September 30, 2021		0.06		1,884
Total distributions declared			$	0.80	$	15,503

Payment Date	NAV Per Share		DRIP Shares Issued		DRIP Shares Value
Nine months ended September 30, 2022:
March 31, 2022	$	10.10		217,369	$	2,195
June 30, 2022		10.16		344,760		3,503
September 30, 2022		10.10		418,151		4,224
Total proceeds				980,280	$	9,922

Date	Price Per Share		Shares Issued		Proceeds
Nine months ended September 30, 2022:
March 15, 2022	$	10.10		12,173,590	$	122,953
May 17, 2022		10.16		8,022,706		81,511
August 16, 2022		10.10		8,681,792		87,686
Total				28,878,088	$	292,150

Date	Price Per Share		Shares Repurchased		Total Cost
Nine months ended September 30, 2022:
April 15, 2022	$	10.10		641,640	$	6,480
June 16, 2022		10.16		333,527		3,389
September 16, 2022		10.10		139,216		1,406
Total				1,114,383	$	11,275