UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)


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

For the quarterly period ended ~~June 30, 2020~~March 31, 2021


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

For the transition period from to

Commission file number 814-00733

Barings BDC, Inc.

(Exact name of registrant as specified in its charter)


Maryland						06-1798488
(State or other jurisdiction of						(I.R.S. Employer
incorporation or organization)						Identification No.)

300 South Tryon Street, Suite 2500 Charlotte, North Carolina						28202
(Address of principal executive offices)						(Zip Code)

Registrant's telephone number, including area code: (704) 805-7200

Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report: N/A

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


Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Common Stock, par value $0.001 per share	BBDC	The New York Stock Exchange

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

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. ~~(Check one):~~

Large accelerated filer

Accelerated filer

ý¨

Non-accelerated filer

¨ý

Smaller reporting company

Emerging growth company

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

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

The number of shares outstanding of the registrant’s ~~Common Stock~~common stock on ~~August 5, 2020~~May 6, 2021 was ~~47,961,753.~~65,316,085.

BARINGS BDC, INC.

TABLE OF CONTENTS

QUARTERLY REPORT ON FORM 10-Q

Page

PART I – FINANCIAL INFORMATION

Item 1.

Financial Statements

Unaudited Consolidated Balance Sheet as of ~~June 30~~March 31 , ~~2020~~202 1 and Consolidated Balance Sheet as of December 31, ~~2019~~2020

Unaudited Consolidated Statements of Operations for the Three ~~andSix~~Months Ended ~~June 30~~March 31 , ~~2020~~202 1 and ~~2019~~2020

Unaudited Consolidated Statements of Changes in Net Assets for the Three ~~andSix~~Months Ended ~~June 30~~March 31 , ~~2020~~202 1 and ~~2019~~2020

Unaudited Consolidated Statements of Cash Flows for the ~~Six~~Three Months Ended ~~June~~March 3031 ,202 1 and 20 ~~2020 and 2019~~20

Unaudited Consolidated Schedule of Investments as of ~~June 3~~0 ~~, 2020~~

March 31, 2021

Consolidated Schedule of Investments as of December 31 ~~2019~~, 2020

1820

Notes to Unaudited Consolidated Financial Statements

2732

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

5563

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

7281

Item 4.

Controls and Procedures

7383

PART II – OTHER INFORMATION

Item 1.

Item 1A.

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

7485

Item 3.

Defaults Upon Senior Securities

7585

Item 4.

Mine Safety Disclosures

Item 5.

Item 6.

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

Barings BDC, Inc.

Consolidated Balance Sheets


		June 30, 2020		December 31, 2019			March 31, 2021		December 31, 2020
		(Unaudited)					(Unaudited)
Assets:	Assets:					Assets:
Investments at fair value:	Investments at fair value:					Investments at fair value:
Non-Control / Non-Affiliate investments (cost of $1,033,046,789 and $1,085,866,720 as of June 30, 2020 and December 31, 2019, respectively)		$	960,061,063	$	1,066,845,054
Affiliate investments (cost of $16,658,270 and $10,158,270 as of June 30, 2020 and December 31, 2019, respectively)		15,933,845		10,229,813

Short-term investments (cost of $58,046,476 and $96,568,940 as of June 30, 2020 and December 31, 2019, respectively)		58,046,124		96,568,940
Non-Control / Non-Affiliate investments (cost of $1,389,212,763 and $1,318,614,617 as of March 31, 2021 and December 31, 2020, respectively)						Non-Control / Non-Affiliate investments (cost of $1,389,212,763 and $1,318,614,617 as of March 31, 2021 and December 31, 2020, respectively)	$	1,401,742,025	$	1,325,783,281
Affiliate investments (cost of $95,442,223 and $76,055,873 as of March 31, 2021 and December 31, 2020, respectively)						Affiliate investments (cost of $95,442,223 and $76,055,873 as of March 31, 2021 and December 31, 2020, respectively)	100,429,674		78,598,633
Control investments (cost of $30,326,428 and $25,826,428 as of March 31, 2021 and December 31, 2020, respectively)						Control investments (cost of $30,326,428 and $25,826,428 as of March 31, 2021 and December 31, 2020, respectively)	26,386,362		25,855,796
Short-term investments (cost of $73,569,174 and $65,558,227 as of March 31, 2021 and December 31, 2020, respectively)						Short-term investments (cost of $73,569,174 and $65,558,227 as of March 31, 2021 and December 31, 2020, respectively)	73,565,676		65,558,227
Total investments at fair value	Total investments at fair value	1,034,041,032		1,173,643,807		Total investments at fair value	1,602,123,737		1,495,795,937
Cash		18,453,504		21,991,565
Cash (restricted cash of $3,488,403 and $3,488,336 at March 31, 2021 and December 31, 2020, respectively)						Cash (restricted cash of $3,488,403 and $3,488,336 at March 31, 2021 and December 31, 2020, respectively)	21,168,184		62,651,340
Foreign currencies (cost of $19,342,513 and $29,555,465 as of March 31, 2021 and December 31, 2020, respectively)						Foreign currencies (cost of $19,342,513 and $29,555,465 as of March 31, 2021 and December 31, 2020, respectively)	19,346,907		29,836,121
Interest and fees receivable	Interest and fees receivable	6,493,056		5,265,980		Interest and fees receivable	19,637,124		21,617,843
Prepaid expenses and other assets	Prepaid expenses and other assets	857,173		1,112,559		Prepaid expenses and other assets	1,123,361		2,014,558
Credit support agreement (cost of $13,600,000 as of both March 31, 2021 and December 31, 2020)						Credit support agreement (cost of $13,600,000 as of both March 31, 2021 and December 31, 2020)	12,000,000		13,600,000
Deferred financing fees	Deferred financing fees	4,705,974		5,366,119		Deferred financing fees	3,802,971		4,110,564
Receivable from unsettled transactions	Receivable from unsettled transactions	575,630		45,254,808		Receivable from unsettled transactions	47,911,907		47,412,382
Total assets	Total assets	$	1,065,126,369	$	1,252,634,838	Total assets	$	1,727,114,191	$	1,677,038,745
Liabilities:	Liabilities:					Liabilities:
Accounts payable and accrued liabilities	Accounts payable and accrued liabilities	$	1,213,146	$	1,524,830	Accounts payable and accrued liabilities	$	2,528,070	$	6,045,443
Interest payable	Interest payable	1,306,052		2,491,534		Interest payable	4,084,372		2,219,274

Administrative fees payable	Administrative fees payable	200,000		400,000		Administrative fees payable	500,000		675,000
Base management fees payable	Base management fees payable	3,616,787		3,266,722		Base management fees payable	3,929,251		3,413,270
Incentive management fees payable						Incentive management fees payable	2,721,741		—
Derivative liabilities						Derivative liabilities	142,099		1,336,283
Payable from unsettled transactions	Payable from unsettled transactions	—		4,924,150		Payable from unsettled transactions	—		1,548,578
Borrowings under credit facilities	Borrowings under credit facilities	342,921,705		352,488,419		Borrowings under credit facilities	611,144,523		719,660,707
Debt securitization		225,395,485		316,664,474

Notes payable (net of deferred financing fees)						Notes payable (net of deferred financing fees)	374,181,388		224,335,666
Total liabilities	Total liabilities	574,653,175		681,760,129		Total liabilities	999,231,444		959,234,221
Commitments and contingencies (Note 7)	Commitments and contingencies (Note 7)					Commitments and contingencies (Note 7)
Net Assets:	Net Assets:					Net Assets:
Common stock, $0.001 par value per share (150,000,000 shares authorized, 47,961,753 and 48,950,803 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively)		47,962		48,951
Common stock, $0.001 par value per share (150,000,000 shares authorized and 65,316,085 shares issued and outstanding as of both March 31, 2021 and December 31, 2020)						Common stock, $0.001 par value per share (150,000,000 shares authorized and 65,316,085 shares issued and outstanding as of both March 31, 2021 and December 31, 2020)	65,316		65,316
Additional paid-in capital	Additional paid-in capital	846,636,727		853,766,370		Additional paid-in capital	1,027,707,047		1,027,707,047
Total distributable earnings (loss)	Total distributable earnings (loss)	(356,211,495)		(282,940,612)		Total distributable earnings (loss)	(299,889,616)		(309,967,839)
Total net assets	Total net assets	490,473,194		570,874,709		Total net assets	727,882,747		717,804,524
Total liabilities and net assets	Total liabilities and net assets	$	1,065,126,369	$	1,252,634,838	Total liabilities and net assets	$	1,727,114,191	$	1,677,038,745
Net asset value per share	Net asset value per share	$	10.23	$	11.66	Net asset value per share	$	11.14	$	10.99

See accompanying notes.

Barings BDC, Inc.

Unaudited Consolidated Statements of Operations


		Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended			Three Months Ended		Three Months Ended
		June 30, 2020		June 30, 2019		June 30, 2020		June 30, 2019			March 31, 2021		March 31, 2020
Investment income:	Investment income:									Investment income:
Interest income:	Interest income:									Interest income:
Non-Control / Non-Affiliate investments	Non-Control / Non-Affiliate investments	$	15,249,065	$	18,823,480	$	32,645,476	$	36,684,799	Non-Control / Non-Affiliate investments	$	25,096,325	$	17,396,411

Control investments										Control investments	107,237		—
Short-term investments	Short-term investments	46,614		251,344		324,605		424,039		Short-term investments	10,679		277,991
Total interest income	Total interest income	15,295,679		19,074,824		32,970,081		37,108,838		Total interest income	25,214,241		17,674,402
Dividend income:	Dividend income:									Dividend income:
Non-Control / Non-Affiliate investments		2,603		4,711		2,603		4,711

Affiliate investments										Affiliate investments	71,500		—

Total dividend income	Total dividend income	2,603		4,711		2,603		4,711		Total dividend income	71,500		—
Fee and other income:	Fee and other income:									Fee and other income:
Non-Control / Non-Affiliate investments	Non-Control / Non-Affiliate investments	650,433		519,970		1,611,426		821,027		Non-Control / Non-Affiliate investments	1,973,062		960,993

Control investments										Control investments	160,113		—
Total fee and other income	Total fee and other income	650,433		519,970		1,611,426		821,027		Total fee and other income	2,133,175		960,993
Payment-in-kind interest income:	Payment-in-kind interest income:									Payment-in-kind interest income:
Non-Control / Non-Affiliate investments	Non-Control / Non-Affiliate investments	191,049		—		234,621		—		Non-Control / Non-Affiliate investments	3,037,325		43,572

Affiliate investments										Affiliate investments	136,462		—

Total payment-in-kind interest income	Total payment-in-kind interest income	191,049		—		234,621		—		Total payment-in-kind interest income	3,173,787		43,572
Interest income from cash	Interest income from cash	—		2,183		631		6,870		Interest income from cash	528		631
Total investment income	Total investment income	16,139,764		19,601,688		34,819,362		37,941,446		Total investment income	30,593,231		18,679,598
Operating expenses:	Operating expenses:									Operating expenses:
Interest and other financing fees	Interest and other financing fees	4,624,731		7,027,040		10,628,864		12,871,212		Interest and other financing fees	7,284,709		6,004,133
Base management fee (Note 2)	Base management fee (Note 2)	3,616,787		3,130,955		7,529,160		5,581,950		Base management fee (Note 2)	3,929,251		3,912,373

Incentive management fees (Note 2)										Incentive management fees (Note 2)	2,721,741		—

Compensation expenses	Compensation expenses	—		108,646		48,410		227,090		Compensation expenses	—		48,410
General and administrative expenses (Note 2)	General and administrative expenses (Note 2)	1,369,117		1,922,165		2,789,730		3,891,025		General and administrative expenses (Note 2)	2,301,434		1,420,613
Total operating expenses	Total operating expenses	9,610,635		12,188,806		20,996,164		22,571,277		Total operating expenses	16,237,135		11,385,529

Net investment income	Net investment income	6,529,129		7,412,882		13,823,198		15,370,169		Net investment income	14,356,096		7,294,069
Realized and unrealized gains (losses) on investments and foreign currency transactions:
Net realized gains (losses):
Non-Control / Non-Affiliate investments		(16,597,865)		50,024		(16,755,844)		(79,751)
Income taxes, including excise tax benefit										Income taxes, including excise tax benefit	(18,038)		—
Net investment income after taxes										Net investment income after taxes	14,374,134		7,294,069

Net realized gains (losses) on investments		(16,597,865)		50,024		(16,755,844)		(79,751)
Foreign currency transactions		82,868		—		(61,525)		—
Net realized gains (losses)		(16,514,997)		50,024		(16,817,369)		(79,751)
Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments		63,416,644		2,014,096		(53,944,413)		27,411,284
Affiliate investments		3,037,255		(162,089)		(795,968)		(162,089)

Net unrealized appreciation (depreciation) on investments		66,453,899		1,852,007		(54,740,381)		27,249,195
Foreign currency transactions		(1,410,589)		—		387,638		—
Net unrealized appreciation (depreciation)		65,043,310		1,852,007		(54,352,743)		27,249,195
Net realized losses and unrealized appreciation (depreciation) on investments and foreign currency transactions		48,528,313		1,902,031		(71,170,112)		27,169,444
Loss on extinguishment of debt		(306,202)		(85,356)		(443,592)		(129,751)
Benefit from (provision for) taxes		(2,532)		17,493		17,467		(499)
Net increase (decrease) in net assets resulting from operations		$	54,748,708	$	9,247,050	$	(57,773,039)	$	42,409,363
Net investment income per share—basic and diluted		$	0.14	$	0.15	$	0.29	$	0.30
Net increase (decrease) in net assets resulting from operations per share—basic and diluted		$	1.14	$	0.18	$	(1.19)	$	0.83
Dividends/distributions per share:

Total dividends/distributions per share		$	0.16	$	0.13	$	0.32	$	0.25
Weighted average shares outstanding—basic and diluted		47,977,481		50,473,640		48,432,437		50,813,753


Barings BDC, Inc. Unaudited Consolidated Statements of Operations - (Continued)
	Three Months Ended		Three Months Ended
	March 31, 2021		March 31, 2020
Realized and unrealized gains (losses) on investments, credit support agreement and foreign currency transactions:
Net realized gains (losses):
Non-Control / Non-Affiliate investments	2,891,040		(157,978)
Affiliate investments	(76,631)		—

Net realized gains (losses) on investments	2,814,409		(157,978)
Foreign currency transactions	(974,829)		(144,394)
Net realized gains (losses)	1,839,580		(302,372)
Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments	5,357,095		(117,361,056)
Affiliate investments	2,444,697		(3,833,223)
Control investments	(3,969,434)		—
Net unrealized appreciation (depreciation) on investments	3,832,358		(121,194,279)
Credit support agreement	(1,600,000)		—

Foreign currency transactions	4,041,797		1,798,226
Net unrealized appreciation (depreciation)	6,274,155		(119,396,053)
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, credit support agreement and foreign currency transactions	8,113,735		(119,698,425)
Loss on extinguishment of debt	—		(137,390)
Benefit from taxes	410		19,999
Net increase (decrease) in net assets resulting from operations	$	22,488,279	$	(112,521,747)
Net investment income per share—basic and diluted	$	0.22	$	0.15
Net increase (decrease) in net assets resulting from operations per share—basic and diluted	$	0.34	$	(2.30)
Dividends/distributions per share:


Total dividends/distributions per share	$	0.19	$	0.16
Weighted average shares outstanding—basic and diluted	65,316,085		48,887,393

See accompanying notes.

Barings BDC, Inc.

Unaudited Consolidated Statements of Changes in Net Assets

Common Stock Additional
Paid-In
Capital Total Distributable Earnings (Loss) Total
Net
Assets
Three Months Ended June 30, 2019 Number
of Shares Par
Value
Balance, March 31, 2019 50,690,659 $ 50,691 $ 879,033,345 $ (294,922,722) $ 584,161,314
Net investment income — — — 7,412,882 7,412,882
Net realized gain on investments / foreign currency transactions — — — 50,024 50,024
Net unrealized appreciation of investments / foreign currency transactions — — — 1,852,007 1,852,007
Loss on extinguishment of debt — — — (85,356) (85,356)
Income tax benefit — — — 17,493 17,493
Dividends / distributions — — — (6,540,856) (6,540,856)
Purchases of shares in repurchase plan (376,384) (377) (3,787,426) — (3,787,803)
Balance, June 30, 2019 50,314,275 $ 50,314 $ 875,245,919 $ (292,216,528) $ 583,079,705


	Common Stock			Additional Paid-In Capital		Total Distributable Earnings (Loss)		Total Net Assets
	Number of Shares	Par Value
Balance, December 31, 2019	48,950,803	$	48,951	$	853,766,370	$	(282,940,612)	$	570,874,709
Net investment income	—	—		—		7,314,068		7,314,068

Net realized loss on investments / foreign currency transactions	—	—		—		(302,372)		(302,372)
Net unrealized depreciation of investments / foreign currency transactions	—	—		—		(119,396,053)		(119,396,053)
Loss on extinguishment of debt	—	—		—		(137,390)		(137,390)

Dividends / distributions	—	—		—		(7,823,964)		(7,823,964)


Purchases of shares in repurchase plan	(661,981)	(662)		(4,783,428)		—		(4,784,090)


Balance, March 31, 2020	48,288,822	$	48,289	$	848,982,942	$	(403,286,323)	$	445,744,908

Common Stock Additional
Paid-In
Capital Total Distributable Earnings (Loss) Total
Net
Assets
Three Months Ended June 30, 2020 Number
of Shares Par
Value
Balance, March 31, 2020 48,288,822 $ 48,289 $ 848,982,942 $ (403,286,323) $ 445,744,908
Net investment income — — — 6,529,129 6,529,129
Net realized loss on investments / foreign currency transactions — — — (16,514,997) (16,514,997)
Net unrealized appreciation of investments / foreign currency transactions — — — 65,043,310 65,043,310
Loss on extinguishment of debt — — — (306,202) (306,202)
Provision for taxes — — — (2,532) (2,532)
Dividends / distributions — — — (7,673,880) (7,673,880)
Purchases of shares in repurchase plan (327,069) (327) (2,346,215) — (2,346,542)
Balance, June 30, 2020 47,961,753 $ 47,962 $ 846,636,727 $ (356,211,495) $ 490,473,194


	Common Stock			Additional Paid-In Capital		Total Distributable Earnings (Loss)		Total Net Assets
	Number of Shares	Par Value
Balance, December 31, 2020	65,316,085	$	65,316	$	1,027,707,047	$	(309,967,839)	$	717,804,524
Net investment income	—	—		—		14,374,134		14,374,134

Net realized gain on investments / foreign currency transactions	—	—		—		1,839,580		1,839,580
Net unrealized appreciation of investments / CSA / foreign currency transactions	—	—		—		6,274,155		6,274,155

Benefit from taxes	—	—		—		410		410
Dividends / distributions	—	—		—		(12,410,056)		(12,410,056)

Deemed contribution - from Adviser	—	—		—		—		—



Balance, March 31, 2021	65,316,085	$	65,316	$	1,027,707,047	$	(299,889,616)	$	727,882,747

See accompanying notes.

~~Barings BDC, Inc.~~

~~Unaudited Consolidated Statements of Changes in Net Assets — (Continued)~~

Common Stock Additional
Paid-In
Capital Total Distributable Earnings (Loss) Total
Net
Assets
Six Months Ended June 30, 2019 Number
of Shares Par
Value
Balance, December 31, 2018 51,284,064 $ 51,284 $ 884,894,249 $ (321,978,246) $ 562,967,287
Net investment income — — — 15,370,169 15,370,169
Net realized loss on investments / foreign currency transactions — — — (79,751) (79,751)
Net unrealized appreciation of investments / foreign currency transactions — — — 27,249,195 27,249,195
Loss on extinguishment of debt — — — (129,751) (129,751)
Provision for taxes — — — (499) (499)
Dividends / distributions — — — (12,647,645) (12,647,645)
Purchases of shares in repurchase plan (969,789) (970) (9,648,330) — (9,649,300)
Balance, June 30, 2019 50,314,275 $ 50,314 $ 875,245,919 $ (292,216,528) $ 583,079,705

Common Stock Additional
Paid-In
Capital Total Distributable Earnings (Loss) Total
Net
Assets
Six Months Ended June 30, 2020 Number
of Shares Par
Value
Balance, December 31, 2019 48,950,803 $ 48,951 $ 853,766,370 $ (282,940,612) $ 570,874,709
Net investment income — — — 13,823,198 13,823,198
Net realized loss on investments / foreign currency transactions — — — (16,817,369) (16,817,369)
Net unrealized depreciation of investments / foreign currency transactions — — — (54,352,743) (54,352,743)
Loss on extinguishment of debt — — — (443,592) (443,592)
Income tax benefit — — — 17,467 17,467
Dividends / distributions — — — (15,497,844) (15,497,844)
Purchases of shares in repurchase plan (989,050) (989) (7,129,643) — (7,130,632)
Balance, June 30, 2020 47,961,753 $ 47,962 $ 846,636,727 $ (356,211,495) $ 490,473,194

~~See accompanying notes.~~

Barings BDC, Inc.

Unaudited Consolidated Statements of Cash Flows


		Six Months Ended		Six Months Ended			Three Months Ended		Three Months Ended
		June 30, 2020		June 30, 2019			March 31, 2021		March 31, 2020
Cash flows from operating activities:	Cash flows from operating activities:					Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations	Net increase (decrease) in net assets resulting from operations	$	(57,773,040)	$	42,409,363	Net increase (decrease) in net assets resulting from operations	$	22,488,279	$	(112,521,747)
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:	Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:					Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Purchases of portfolio investments	Purchases of portfolio investments	(171,523,304)		(171,350,190)		Purchases of portfolio investments	(276,455,607)		(123,200,667)

Repayments received / sales of portfolio investments	Repayments received / sales of portfolio investments	239,658,503		104,431,586		Repayments received / sales of portfolio investments	188,160,373		155,852,583

Purchases of short-term investments	Purchases of short-term investments	(403,971,411)		(317,480,389)		Purchases of short-term investments	(198,550,029)		(221,916,363)
Sales of short-term investments	Sales of short-term investments	442,510,853		328,280,839		Sales of short-term investments	190,541,780		218,025,496
Loan origination and other fees received	Loan origination and other fees received	3,131,785		2,420,157		Loan origination and other fees received	4,578,368		2,704,423
Net realized loss on investments		16,755,844		79,751
Net realized (gain) loss on investments						Net realized (gain) loss on investments	(2,814,409)		157,978
Net realized loss on foreign currency transactions	Net realized loss on foreign currency transactions	61,525		—		Net realized loss on foreign currency transactions	974,829		144,394
Net unrealized (appreciation) depreciation of investments	Net unrealized (appreciation) depreciation of investments	54,740,381		(27,249,195)		Net unrealized (appreciation) depreciation of investments	(3,832,358)		121,194,279
Net unrealized depreciation of CSA						Net unrealized depreciation of CSA	1,600,000		—
Net unrealized appreciation of foreign currency transactions	Net unrealized appreciation of foreign currency transactions	(387,638)		—		Net unrealized appreciation of foreign currency transactions	(4,041,797)		(1,798,226)

Payment-in-kind interest accrued, net of payments received		(234,621)		—
Payment-in-kind interest						Payment-in-kind interest	(3,173,786)		(43,572)
Amortization of deferred financing fees	Amortization of deferred financing fees	737,617		558,712		Amortization of deferred financing fees	343,997		375,257
Loss on extinguishment of debt	Loss on extinguishment of debt	443,592		129,751		Loss on extinguishment of debt	—		137,390

Accretion of loan origination and other fees	Accretion of loan origination and other fees	(1,141,713)		(543,501)		Accretion of loan origination and other fees	(1,481,038)		(658,005)
Amortization / accretion of purchased loan premium/discount		(604,296)		(114,594)
Amortization / accretion of purchased loan premium / discount						Amortization / accretion of purchased loan premium / discount	(1,979,787)		(188,402)

Changes in operating assets and liabilities:	Changes in operating assets and liabilities:					Changes in operating assets and liabilities:
Interest and fees receivables	Interest and fees receivables	(1,374,055)		800,641		Interest and fees receivables	(2,935,424)		(1,483,011)
Prepaid expenses and other assets	Prepaid expenses and other assets	255,386		2,805,502		Prepaid expenses and other assets	1,264,058		(798,647)
Accounts payable and accrued liabilities	Accounts payable and accrued liabilities	(144,024)		525,202		Accounts payable and accrued liabilities	(1,668,440)		452,640
Interest payable	Interest payable	(1,184,912)		1,589,621		Interest payable	1,868,804		(471,825)

Net cash provided by (used in) operating activities	Net cash provided by (used in) operating activities	119,956,472		(32,706,744)		Net cash provided by (used in) operating activities	(85,112,187)		35,963,975

Cash flows from financing activities:	Cash flows from financing activities:					Cash flows from financing activities:

Borrowings under credit facilities	Borrowings under credit facilities	108,123,996		120,000,000		Borrowings under credit facilities	29,823,707		58,085,614
Repayments of credit facilities	Repayments of credit facilities	(117,200,000)		(404,500,000)		Repayments of credit facilities	(134,083,152)		(69,000,000)
Proceeds from debt securitization		—		348,250,000

Repayment of debt securitization	Repayment of debt securitization	(91,790,053)		—		Repayment of debt securitization	—		(26,974,371)

Proceeds from notes						Proceeds from notes	150,000,000		—
Financing fees paid	Financing fees paid	—		(8,246,691)		Financing fees paid	(190,682)		—

Purchases of shares in repurchase plan	Purchases of shares in repurchase plan	(7,130,632)		(9,649,300)		Purchases of shares in repurchase plan	—		(4,784,090)

Cash dividends / distributions paid	Cash dividends / distributions paid	(15,497,844)		(12,647,645)		Cash dividends / distributions paid	(12,410,056)		(7,823,964)
Net cash provided by (used in) financing activities	Net cash provided by (used in) financing activities	(123,494,533)		33,206,364		Net cash provided by (used in) financing activities	33,139,817		(50,496,811)
Net increase (decrease) in cash		(3,538,061)		499,620
Cash, beginning of period		21,991,565		12,426,982
Cash, end of period		$	18,453,504	$	12,926,602
Net decrease in cash and foreign currencies						Net decrease in cash and foreign currencies	(51,972,370)		(14,532,836)
Cash and foreign currencies, beginning of period						Cash and foreign currencies, beginning of period	92,487,461		21,991,565
Cash and foreign currencies, end of period						Cash and foreign currencies, end of period	$	40,515,091	$	7,458,729
Supplemental disclosure of cash flow information:	Supplemental disclosure of cash flow information:					Supplemental disclosure of cash flow information:
Cash paid for interest	Cash paid for interest	$	9,891,871	$	9,451,297	Cash paid for interest	$	4,903,435	$	5,407,506

See accompanying notes.

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments

~~June 30, 2020~~March 31, 2021

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
Non–Control / Non–Affiliate Investments:
1WorldSync, Inc. (4.3%)*^{(5) (7) (8)}
IT Consulting & Other Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 07/19, Due 07/25) $ 858,894 $ 844,035 $ 816,626
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 7.0% Cash, Acquired 07/19, Due 07/25) 21,472,356 21,099,121 20,415,644
22,331,250 21,943,156 21,232,270
Accelerate Learning, Inc.
(1.4%)*⁽⁵⁾ ^{(7) (8)}
Education Services First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.6% Cash, Acquired 12/18, Due 12/24) 7,567,965 7,449,704 6,933,342
7,567,965 7,449,704 6,933,342
Accurus Aerospace Corporation (4.3%)*^{(5) (7) (8)}
Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 4.5%, 6.4% Cash, Acquired 10/18, Due 10/24) 24,625,000 24,346,233 21,198,156
24,625,000 24,346,233 21,198,156
Acrisure, LLC (0.4%)*^{(5) (8)}
Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 3.5%, 3.7% Cash, Acquired 03/20, Due 02/27) 1,995,000 1,709,898 1,880,288
1,995,000 1,709,898 1,880,288
ADE Holding (d/b/a AD Education) (1.8%)*^{(3) (5) (7) (8)}
Education Services First Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 01/20, Due 01/27) 9,581,593 9,163,988 8,755,838
9,581,593 9,163,988 8,755,838
ADMI Corp. (0.6%)*^{(6) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 2.75%, 2.9% Cash, Acquired 08/18, Due 04/25) 3,430,482 3,440,286 3,180,709
3,430,482 3,440,286 3,180,709
Aftermath Bidco Corporation (2.4%)*^{(5) (7) (8)}
Professional Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 7.1% Cash, Acquired 04/19, Due 04/25) 12,197,427 11,969,619 11,603,465
12,197,427 11,969,619 11,603,465
Alliant Holdings LP (0.9%)*^{(6) (8)}
Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 2.75%, 2.9% Cash, Acquired 09/18, Due 05/25) 4,910,038 4,916,270 4,643,373
4,910,038 4,916,270 4,643,373
Altice USA, Inc. (0.5%)*^{(3) (5) (8)}
Cable & Satellite First Lien Senior Secured Term Loan (LIBOR + 2.25%, 2.4% Cash, Acquired 09/18, Due 01/26) 2,493,687 2,206,701 2,354,315
2,493,687 2,206,701 2,354,315
American Dental Partners, Inc. (1.8%)*^{(5) (7) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 11/18, Due 03/23) 9,850,000 9,833,760 8,983,941
9,850,000 9,833,760 8,983,941
American Scaffold, Inc. (1.9%)*⁽⁵⁾ ^{(7) (8)}
Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 09/19, Due 09/25) 9,735,797 9,541,502 9,245,360
9,735,797 9,541,502 9,245,360
Anchorage Capital CLO Ltd: Series 2013-1A (0.4%)*^{(3) (5) (8)}
Structured Finance Structured Secured Note - Class DR (LIBOR + 6.8%, 8.1% Cash, Acquired 03/20, Due 10/30) 2,000,000 1,734,878 1,861,922
2,000,000 1,734,878 1,861,922
Anju Software, Inc. (2.6%)*^{(5) (7) (8)}
Application Software First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.6% Cash, Acquired 02/19, Due 02/25) 13,735,856 13,449,096 12,947,157
13,735,856 13,449,096 12,947,157
Apex Bidco Limited (1.1%)*^{(3) (5) (7)}
Business Equipment & Services
First Lien Senior Secured Term Loan (GBP LIBOR + 6.50%, 7.2% Cash, Acquired 01/20, Due 01/27) ⁽⁸⁾
5,181,990 5,344,752 4,868,108
Subordinated Senior Unsecured Term Loan (8.0% PIK, Acquired 01/20, Due 07/27) 621,838 641,273 584,714
5,803,828 5,986,025 5,452,822
Apex Tool Group, LLC (1.3%)*^{(5) (6) (8)}
Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.5% Cash, Acquired 08/18, Due 08/24) 7,054,987 6,937,646 6,292,625
7,054,987 6,937,646 6,292,625
Applied Systems Inc. (1.0%)*^{(6) (8)}
Application Software First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, Acquired 09/19, Due 09/24) 4,937,940 4,965,194 4,791,481
4,937,940 4,965,194 4,791,481
AQA Acquisition Holding, Inc. (f/k/a SmartBear) (1.0%)*^{(5) (7) (8)}
High Tech Industries Second Lien Senior Secured Term Loan (LIBOR + 8.0%, 9.5% Cash, Acquired 10/18, Due 05/24) 4,959,088 4,867,502 4,766,877
4,959,088 4,867,502 4,766,877


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Non–Control / Non–Affiliate Investments:

1WorldSync, Inc. (3.8%)*(7) (8) (9)	IT Consulting & Other Services	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 07/19, Due 07/25)	$	27,639,522	$	27,174,789	$	27,405,692
			27,639,522		27,174,789		27,405,692

Accelerate Learning, Inc. (1.0%)*(7) (8) (11)	Education Services	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/18, Due 12/24)	7,567,965		7,467,329		7,462,014
			7,567,965		7,467,329		7,462,014

Accurus Aerospace Corporation (2.9%)*(7) (8) (11)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, 1.50% PIK, Acquired 10/18, Due 10/24)	24,500,000		24,265,957		20,874,000
			24,500,000		24,265,957		20,874,000

ADE Holdings (d/b/a AD Education) (0.7%)*(3) (7) (8) (16)	Education Services	First Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 01/20, Due 01/27)	5,244,442		4,981,803		5,244,442
			5,244,442		4,981,803		5,244,442

Advantage Software Company (The), LLC (2.2%)*(7) (8) (11)	Advertising, Printing & Publishing	First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.5% Cash, Acquired 01/21, Due 01/27)	15,872,836		15,487,093		15,476,015
		Class A Partnership Units (7,054.59 units, Acquired 01/21)			705,459		712,443
		Class B Partnership Units (3,496.31 units, Acquired 01/21)			—		22,656
			15,872,836		16,192,552		16,211,114

AEP Holdings, Inc. (2.4%)*(7) (8)	Wholesale	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 6.8% Cash, Acquired 11/20, Due 11/25) (15)	7,104,768		7,159,388		6,962,673
		First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/20, Due 11/25) (11)	10,752,921		10,546,205		10,537,863
			17,857,689		17,705,593		17,500,536

Aftermath Bidco Corporation (1.3%)* (7) (8) (11)	Professional Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 04/19, Due 04/25)	9,425,284		9,273,369		9,425,284
			9,425,284		9,273,369		9,425,284

Ahead DB Borrower, LLC. (0.3%)*(7) (8) (12)	Technology Distributors	Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 9.5% Cash, Acquired 10/20, Due 10/28)	2,139,295		2,077,504		2,075,117
			2,139,295		2,077,504		2,075,117

Air Canada 2020-2 Class B Pass Through Trust (1.1%)*	Airlines	Structured Secured Note - Class B (9.0% Cash, Acquired 09/20, Due 10/25)	7,500,000		7,500,000		8,318,087
			7,500,000		7,500,000		8,318,087

American Dental Partners, Inc. (1.3%)*(7) (8) (11)	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 11/18, Due 03/23)	9,775,000		9,763,132		9,452,425
			9,775,000		9,763,132		9,452,425

American Scaffold, Inc. (1.3%)*(7) (8) (11)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 09/19, Due 09/25)	9,662,226		9,493,555		9,662,226
			9,662,226		9,493,555		9,662,226

Anagram Holdings, LLC (2.2%)*(3)	Chemicals, Plastics, & Rubber	First Lien Senior Secured Note (10.0% Cash, 5.0% PIK, Acquired 08/20, Due 08/25)	14,044,112		12,975,530		15,940,067
			14,044,112		12,975,530		15,940,067

Anchorage Capital CLO Ltd: Series 2013-1A (0.3%)*(3) (8) (11)	Structured Finance	Structured Secured Note - Class DR (LIBOR + 6.8%, 7.0% Cash, Acquired 03/20, Due 10/30)	2,000,000		1,747,226		1,954,474
			2,000,000		1,747,226		1,954,474

Anju Software, Inc. (1.9%)*(7) (8) (9)	Application Software	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 5.6% Cash, Acquired 02/19, Due 02/25)	13,666,508		13,422,227		13,603,917
			13,666,508		13,422,227		13,603,917

Apex Bidco Limited (0.3%)*(3) (7)	Business Equipment & Services	First Lien Senior Secured Term Loan (GBP LIBOR + 6.25%, 6.8% Cash, Acquired 01/20, Due 01/27) (8) (13)	2,010,615		1,856,499		1,974,143
		Subordinated Senior Unsecured Term Loan (8.0% PIK, Acquired 01/20, Due 07/27)	266,526		247,209		261,692
			2,277,141		2,103,708		2,235,835

Apus Bidco Limited (2.6%)*(3) (7) (8) (14)	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.5% Cash, Acquired 02/21, Due 03/28)	19,530,223		18,987,653		18,993,142
			19,530,223		18,987,653		18,993,142

AQA Acquisition Holding, Inc. (1.9%)*(7) (8) (11)	High Tech Industries	Second Lien Senior Secured Term Loan (LIBOR + 7.5%, 8.5% Cash, Acquired 03/21, Due 03/29)	14,477,878		14,075,714		14,075,393
			14,477,878		14,075,714		14,075,393

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~June 30, 2020~~March 31, 2021

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
Arch Global Precision LLC (2.2%)*^{(5) (7) (8)}
Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 04/19, Due 04/26) $ 11,558,622 $ 11,342,687 $ 10,684,104
11,558,622 11,342,687 10,684,104
Armstrong Transport Group (Pele Buyer, LLC ) (0.9%)*^{(5) (7) (8)}
Air Freight & Logistics First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 06/19, Due 06/24) 4,667,670 4,580,193 4,405,835
4,667,670 4,580,193 4,405,835
Ascend Learning, LLC (1.0%)*^{(6) (8)}
IT Consulting & Other Services First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.0% Cash, Acquired 09/18, Due 07/24) 4,936,548 4,944,790 4,686,660
4,936,548 4,944,790 4,686,660
Ascensus Specialties, LLC
(1.4%)*^{(5) (7) (8)}
Specialty Chemicals First Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.9% Cash, Acquired 09/19, Due 09/26) 7,054,852 6,990,567 6,625,013
7,054,852 6,990,567 6,625,013
ASPEQ Heating Group LLC (1.8%)*^{(5) (7) (8)}
Building Products, Air and Heating First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 11/19, Due 11/25) 8,990,679 8,868,005 8,613,002
8,990,679 8,868,005 8,613,002
Auxi International (0.3%)*^{(3) (5) (7) (8)}
Commercial Finance First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/19, Due 12/26) 1,572,410 1,512,116 1,481,336
1,572,410 1,512,116 1,481,336
Aveanna Healthcare Holdings, Inc. (0.9%)*^{(6) (8)}
Health Care Facilities First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 10/18, Due 03/24) 1,465,984 1,451,877 1,292,514
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 10/18, Due 03/24) 3,511,966 3,512,767 3,109,565
4,977,950 4,964,644 4,402,079
AVSC Holding Corp. (0.7%)*^{(6) (8)}
Advertising First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.25% Cash, Acquired 08/18, Due 03/25) 4,917,072 4,894,839 3,515,706
4,917,072 4,894,839 3,515,706
Bass Pro Group, LLC (0.4%)*^{(5) (8)}
General Merchandise Stores First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.1% Cash, Acquired 03/20, Due 09/24) 1,989,770 1,782,295 1,909,463
1,989,770 1,782,295 1,909,463
BDP International, Inc. (f/k/a BDP Buyer, LLC) (4.8%)*^{(5) (7) (8)}
Air Freight & Logistics First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/18, Due 12/24) 24,625,000 24,239,939 23,504,409
24,625,000 24,239,939 23,504,409
Beacon Pointe Advisors, LLC (0.1%)*^{(5) (7) (8)}
Asset Manager & Custody Bank First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.4% Cash, Acquired 03/20, Due 03/26) 634,773 613,132 612,386
634,773 613,132 612,386
Benify (Bennevis AB)
(0.3%)*^{(3) (5) (7) (8)}
High Tech Industries First Lien Senior Secured Term Loan (STIBOR + 5.25%, 5.3% Cash, Acquired 07/19, Due 07/26) 1,400,672 1,365,178 1,335,227
1,400,672 1,365,178 1,335,227
Berlin Packaging LLC (1.0%)*^{(6) (8)}
Forest Products /Containers First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.2% Cash, Acquired 08/18, Due 11/25) 4,937,028 4,946,645 4,665,491
4,937,028 4,946,645 4,665,491
Blackhawk Network Holdings Inc. (0.9%)*^{(6) (8)}
Data Processing & Outsourced Services First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.2% Cash, Acquired 11/18, Due 06/25) 4,937,028 4,937,028 4,533,821
4,937,028 4,937,028 4,533,821
Boxer Parent Company Inc.
(0.4%)*^{(5) (8)}
Software/Services First Lien Senior Secured Term Loan (LIBOR + 4.25%, 4.4% Cash, Acquired 03/20, Due 10/25) 1,989,899 1,797,528 1,877,967
1,989,899 1,797,528 1,877,967
Brown Machine Group Holdings, LLC (1.0%)*^{(5) (7) (8)}
Industrial Equipment First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/18, Due 10/24) 5,286,022 5,236,738 4,867,702
5,286,022 5,236,738 4,867,702
Cadent, LLC (f/k/a Cross MediaWorks) (1.5%)*^{(5) (7) (8)}
Media & Entertainment First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 09/18, Due 09/23) 7,798,384 7,747,419 7,454,420
7,798,384 7,747,419 7,454,420
Carlyle Aviation Partners Ltd. (0.3%)*⁽⁵⁾
Structured Finance Structured Secured Note, Series 2019-2 - Class A (3.4% Cash, Acquired 3/20, Due 10/39) 948,595 858,707 855,977
Structured Secured Note, Series 2018-2 - Class A (4.5% Cash, Acquired 03/20, Due 11/38) 434,772 393,648 387,701
1,383,367 1,252,355 1,243,678


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Arch Global Precision LLC (2.4%)*(7) (8) (11)	Industrial Machinery	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.0% Cash, Acquired 04/19, Due 04/26)	$	17,210,844	$	17,064,183	$	17,210,844
			17,210,844		17,064,183		17,210,844

Archimede (0.7%)*(3) (7) (8) (15)	Consumer Services	First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 10/20, Due 10/27)	4,936,258		4,923,115		4,822,475
			4,936,258		4,923,115		4,822,475

Argus Bidco Limited (0.4%)*(3) (7) (8) (13)	High Tech Industries	First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.8% Cash, Acquired 12/20, Due 12/27)	2,732,225		2,541,695		2,658,619
			2,732,225		2,541,695		2,658,619

Armstrong Transport Group (Pele Buyer, LLC ) (1.0%)*(7) (8) (11)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 06/19, Due 06/24)	5,327,863		5,256,328		5,284,761
		First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 07/20, Due 06/24)	1,990,291		1,956,918		1,990,291
			7,318,154		7,213,246		7,275,052

Ascensus Specialties, LLC (1.0%)*(7) (8) (9)	Specialty Chemicals	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.9% Cash, Acquired 09/19, Due 09/26)	7,001,675		6,944,619		6,931,658
			7,001,675		6,944,619		6,931,658

ASPEQ Heating Group LLC (1.2%)* (7) (8) (11)	Building Products, Air & Heating	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 11/19, Due 11/25)	8,922,910		8,815,883		8,851,526
			8,922,910		8,815,883		8,851,526

Auxi International (0.2%)*(3) (7) (8) (16)	Commercial Finance	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 12/19, Due 12/26)	1,645,419		1,516,306		1,619,866
			1,645,419		1,516,306		1,619,866

AVSC Holding Corp. (1.5%)*	Advertising	First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, 0.25% PIK, Acquired 08/18, Due 03/25)(8) (11)	4,885,464		4,327,220		4,320,754
		First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, 1.0% PIK, Acquired 08/18, Due 03/25)(8) (11)	746,242		683,375		674,886
		First Lien Senior Secured Term Loan (5.0% Cash, 10.0% PIK, Acquired 11/20, Due 10/26)	4,988,220		4,858,438		5,786,335
			10,619,926		9,869,033		10,781,975

BDP International, Inc. (f/k/a BDP Buyer, LLC) (2.0%)*(7) (8) (9)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/18, Due 12/24)	14,962,427		14,707,774		14,694,617
			14,962,427		14,707,774		14,694,617

Beacon Pointe Advisors, LLC (0.1%)*(7) (8) (11)	Asset Manager & Custody Bank	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 03/20, Due 03/26)	993,636		974,611		993,636
			993,636		974,611		993,636

Benify (Bennevis AB) (0.2%)*(3) (7) (8) (17)	High Tech Industries	First Lien Senior Secured Term Loan (STIBOR + 5.25%, 5.3% Cash, Acquired 07/19, Due 07/26)	1,335,915		1,220,032		1,335,915
			1,335,915		1,220,032		1,335,915

Bidwax (1.8%)*(3) (7) (8) (15)	Non-durable Consumer Goods	First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 02/21, Due 02/28)	13,868,533		13,702,817		13,383,722
			13,868,533		13,702,817		13,383,722

BigHand UK Bidco Limited (0.7%)*(3) (7) (8) (13)	High Tech Industries	First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.5% Cash, Acquired 01/21, Due 01/28)	5,531,266		5,248,666		5,310,015
			5,531,266		5,248,666		5,310,015

Black Diamond Equipment Rentals LLC (1.1%)*(7) (20)	Equipment Rental	Second Lien Loan (12.5% Cash, Acquired 12/20, Due 06/22)	7,500,000		7,500,000		7,500,000
		Warrant (3.13 units, Acquired 12/20)			847,000		726,000
			7,500,000		8,347,000		8,226,000

British Airways 2020-1 Class B Pass Through Trust (0.2%)*	Airlines	Structured Secured Note - Class B (8.4% Cash, Acquired 11/20, Due 11/28)	1,474,876		1,474,876		1,684,288
			1,474,876		1,474,876		1,684,288

British Engineering Services Holdco Limited (2.1%)*(3) (7) (8) (14)	Commercial Services & Supplies	First Lien Senior Secured Term Loan (GBP LIBOR + 5.25%, 5.5% Cash, Acquired 12/20, Due 12/27)	15,819,664		15,032,999		15,380,784
			15,819,664		15,032,999		15,380,784

Brown Machine Group Holdings, LLC (0.9%)*(7) (8) (9)	Industrial Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/18, Due 10/24)	6,722,144		6,662,673		6,722,144
			6,722,144		6,662,673		6,722,144

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~June 30, 2020~~March 31, 2021

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
Centralis Finco S.a.r.l. (0.4%)*^{(3) (5) (7) (8)}
Diversified Financial Services First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 5/20, Due 5/27) $ 2,006,413 $ 1,838,968 $ 1,961,000
2,006,413 1,838,968 1,961,000
Cineworld Group PLC (0.5%)*^{(3) (5) (8)}
Leisure Products First Lien Senior Secured Term Loan (LIBOR + 2.25%, 3.3% Cash, Acquired 4/20, Due 2/25) 2,990,793 1,954,589 2,238,878
2,990,793 1,954,589 2,238,878
Classic Collision (Summit Buyer, LLC) (0.6%)*^{(5) (7) (8)}
Auto Collision Repair Centers First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 01/20, Due 01/26) 3,921,456 3,630,038 3,145,392
3,921,456 3,630,038 3,145,392
CM Acquisitions Holdings Inc. (4.0%)*^{(5) (7) (8)}
Internet & Direct Marketing
First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 05/19, Due 05/25) 20,434,481 20,115,062 19,398,331
20,434,481 20,115,062 19,398,331
CMT Opco Holding, LLC (Concept Machine) (1.1%)*^{(5) (7) (8)}
Distributors First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/20, Due 01/25) 5,450,744 5,349,552 5,007,434
LLC Units (10,185 units, Acquired 01/20) 407,915 299,118
5,450,744 5,757,467 5,306,552
Confie Seguros Holding II Co. (0.3%)*^{(5) (8)}
Insurance Brokerage Services Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 8.7% Cash, Acquired 10/19, Due 11/25) 2,500,000 2,360,112 1,677,075
2,500,000 2,360,112 1,677,075
Contabo Finco S.À R.L (0.3%)*^{(3) (5) (7) (8)}
Internet Software and Services First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 10/19, Due 10/26) 1,361,657 1,307,535 1,269,399
1,361,657 1,307,535 1,269,399
Container Store Group, Inc., (The) (0.5%)*^{(6) (8)}
Retail First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 09/18, Due 09/23) 2,889,648 2,891,578 2,326,166
2,889,648 2,891,578 2,326,166
Core & Main LP (0.8%)*^{(6) (8)}
Building Products First Lien Senior Secured Term Loan (LIBOR + 2.75%, 3.8% Cash, Acquired 09/18, Due 08/24) 3,959,391 3,973,700 3,762,649
3,959,391 3,973,700 3,762,649
CPI International Inc. (0.9%)*^{(6) (8)}
Electronic Components First Lien Senior Secured Term Loan (LIBOR + 3.5%, 4.5% Cash, Acquired 08/18, Due 07/24) 4,722,788 4,728,810 4,431,534
4,722,788 4,728,810 4,431,534
Dart Buyer, Inc. (2.4%)*^{(3) (5) (7) (8)}
Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 04/19, Due 04/25) 12,373,311 12,131,607 11,685,480
12,373,311 12,131,607 11,685,480
Davis Vision Incorporation
(0.8%)*^{(6) (8)}
Managed Health Care First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.0% Cash, Acquired 08/18, Due 12/24) 3,949,367 3,947,664 3,774,134
3,949,367 3,947,664 3,774,134
Diamond Sports Group, LLC (0.2%)*^{(5) (8)}
Broadcasting First Lien Senior Secured Term Loan (LIBOR + 3.25%, 3.4% Cash, Acquired 03/20, Due 08/26) 994,987 780,476 807,184
994,987 780,476 807,184
Dimora Brands, Inc. (0.6%)*^{(6) (8)}
Building Products First Lien Senior Secured Term Loan (LIBOR + 3.5%, 4.6% Cash, Acquired 08/18, Due 08/24) 2,938,760 2,941,402 2,812,040
2,938,760 2,941,402 2,812,040
Distinct Holdings, Inc. (1.5%)*^{(5) (7) (8)}
Systems Software First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 04/19, Due 12/23) 7,554,756 7,481,644 7,256,971
7,554,756 7,481,644 7,256,971
DreamStart Bidco SAS (d/b/a SmartTrade) (2.0%)*^{(3) (5) (7) (8)}
Diversified Financial Services First Lien Senior Secured Term Loan (EURIBOR + 4.5%, 4.5% Cash, 1.8% PIK, Acquired 03/20, Due 03/27) 9,870,524 9,344,248 9,620,125
9,870,524 9,344,248 9,620,125
Edelman Financial Center, LLC, The (1.0%)*^{(6) (8)}
Investment Banking & Brokerage First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.2% Cash, Acquired 09/18, Due 07/25) 4,937,343 4,970,893 4,702,820
4,937,343 4,970,893 4,702,820
Elmwood CLO: Series 2019-1A (0.6%)*^{(3) (5) (8)}
Structured Finance Structured Secured Note - Class E (LIBOR + 7.10%, 8.2% Cash, Acquired 03/20, Due 04/30) 3,000,000 2,673,958 2,825,565
3,000,000 2,673,958 2,825,565
Endo International PLC
(1.5%)*^{(3) (5) (6) (8)}
Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.0% Cash, Acquired 09/18, Due 04/24) 7,838,384 7,892,372 7,387,677
7,838,384 7,892,372 7,387,677


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Cadent, LLC (f/k/a Cross MediaWorks) (1.0%)*(7) (8) (11)	Media & Entertainment	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 09/18, Due 09/23)	$	7,532,846	$	7,494,339	$	7,532,846
			7,532,846		7,494,339		7,532,846

Carlson Travel, Inc (1.0%)*	Business Travel Management	First Lien Senior Secured Note (6.8% Cash, Acquired 09/20, Due 12/25)	3,000,000		2,362,500		2,745,000
		Super Senior Senior Secured Term Loan (10.5% Cash, Acquired 12/20, Due 3/25)	4,239,000		4,153,781		4,408,560
		Common Stock (1,962 units, Acquired 11/20)(7)			88,290		88,290
			7,239,000		6,604,571		7,241,850

Centralis Finco S.a.r.l. (0.1%)*(3) (7) (8) (15)	Diversified Financial Services	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/20, Due 05/27)	833,687		734,407		833,687
			833,687		734,407		833,687

Cineworld Group PLC (1.4%)*(3)	Leisure Products	First Lien Senior Secured Term Loan (LIBOR + 2.50%, 3.5% Cash, Acquired 04/20, Due 02/25)(8) (11)	9,014,914		6,018,763		7,685,394
		Super Senior Secured Term Loan (7.0% Cash, 8.3% PIK, Acquired 11/20, Due 05/24)	1,679,196		1,454,572		2,117,886
		Warrants (553,375 units, Acquired 12/20)			101,602		457,332
			10,694,110		7,574,937		10,260,612

Classic Collision (Summit Buyer, LLC) (1.8%)*(7) (8) (11)	Auto Collision Repair Centers	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 01/20, Due 01/26)	13,191,054		12,969,490		12,918,142
			13,191,054		12,969,490		12,918,142

CM Acquisitions Holdings Inc. (3.3%)*(7) (8) (12)	Internet & Direct Marketing	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/19, Due 05/25)	24,001,562		23,662,616		23,899,349
			24,001,562		23,662,616		23,899,349

CMT Opco Holding, LLC (Concept Machine) (0.6%)*(7) (8) (11)	Distributors	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/20, Due 01/25)	4,155,516		4,089,508		3,877,097
		LLC Units (8,782 units, Acquired 01/20)			351,709		251,973
			4,155,516		4,441,217		4,129,070

Command Alkon (Project Potter Buyer, LLC) (2.8%)*(7) (8) (9)	Software	First Lien Senior Secured Term Loan (LIBOR + 8.25%, 9.3% Cash, Acquired 04/20, Due 04/27)	20,900,728		20,315,830		20,469,964
		Class A Units (90.384 units, Acquired 04/20)			90,384		97,537
		Class B Units (33,324.69 units, Acquired 04/20)			—		9,897
			20,900,728		20,406,214		20,577,398

Confie Seguros Holding II Co. (0.3%)*(7) (8) (9)	Insurance Brokerage Services	Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 8.6% Cash, Acquired 10/19, Due 11/25)	2,500,000		2,375,861		2,437,500
			2,500,000		2,375,861		2,437,500

Contabo Finco S.À R.L (0.2%)*(3) (7) (8) (15)	Internet Software & Services	First Lien Senior Secured Term Loan (EURIBOR + 4.75%, 4.8% Cash, Acquired 10/19, Due 10/26)	1,424,880		1,311,897		1,408,439
			1,424,880		1,311,897		1,408,439

CSL DualCom (0.2%)*(3) (7) (8) (14)	Tele-communications	First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.5% Cash, Acquired 09/20, Due 09/27)	1,366,458		1,196,365		1,307,335
			1,366,458		1,196,365		1,307,335

Custom Alloy Corporation (5.6%)*(7) (20)	Manufacturer of Pipe Fittings & Forgings	Second Lien Loan (15.0% PIK, Acquired 12/20, Due 04/22)	45,000,185		37,043,142		36,810,151
		Revolver (15.0% PIK, Acquired 12/20, Due 04/21)	4,255,152		3,737,652		3,731,768
			49,255,337		40,780,794		40,541,919

CW Group Holdings, LLC (0.7%)*(7) (8) (11)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 01/21, Due 01/27)	4,838,710		4,732,394		4,729,839
		LLC Units (161,290.32 units, Acquired 01/21)			161,290		159,355
			4,838,710		4,893,684		4,889,194

Dart Buyer, Inc. (1.7%)*(3) (7) (8) (11)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 04/19, Due 04/25)	12,279,705		12,073,545		12,181,587
			12,279,705		12,073,545		12,181,587

Discovery Education, Inc. (3.3%)*(7) (8) (10)	Publishing	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/20, Due 10/26)	23,940,000		23,546,094		23,940,000
			23,940,000		23,546,094		23,940,000

Distinct Holdings, Inc. (1.0%)*(7) (8) (11)	Systems Software	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 04/19, Due 12/23)	7,227,381		7,171,357		7,104,516
			7,227,381		7,171,357		7,104,516

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~June 30, 2020~~March 31, 2021

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
Envision Healthcare Corp.
(0.4%)*^{(5) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 3.75%, 3.9% Cash, Acquired 03/20, Due 10/25) $ 3,172,878 $ 2,205,049 $ 2,070,303
3,172,878 2,205,049 2,070,303
Exeter Property Group, LLC (2.5%)*^{(5) (7) (8)}
Real Estate First Lien Senior Secured Term Loan (LIBOR + 4.5%, 4.7% Cash, Acquired 02/19, Due 08/24) 12,375,000 12,230,925 12,169,662
12,375,000 12,230,925 12,169,662
ExGen Renewables IV, LLC (0.5%)*^{(3) (6) (8)}
Electric Utilities First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.0% Cash, Acquired 09/18, Due 11/24) 2,787,424 2,808,008 2,696,833
2,787,424 2,808,008 2,696,833
Eyemart Express LLC (0.6%)*^{(6) (8)}
Retail First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.0% Cash, Acquired 08/18, Due 08/24) 3,425,797 3,434,625 3,108,910
3,425,797 3,434,625 3,108,910
Fieldwood Energy LLC
(0.4%)*^{(4) (5) (6) (8)}
Oil & Gas Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 5.25%, 7.0% Cash, Acquired 08/18, Due 04/22) 10,000,000 10,063,022 1,816,700
10,000,000 10,063,022 1,816,700
Filtration Group Corporation (0.9%)*^{(6) (7) (8)}
Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.2% Cash, Acquired 09/18, Due 03/25) 4,748,978 4,776,205 4,511,529
4,748,978 4,776,205 4,511,529
Flex Acquisition Holdings, Inc. (1.0%)*^{(5) (6) (8)}
Paper Packaging First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.7% Cash, Acquired 08/18, Due 06/25) 5,418,688 5,429,097 5,093,566
5,418,688 5,429,097 5,093,566
Frazer Consultants, LLC (d/b/a Tribute Technology) (1.3%)*^{(5) (7) (8)}
Software Services First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.6% Cash, Acquired 11/19, Due 08/23) 6,688,791 6,629,982 6,438,403
6,688,791 6,629,982 6,438,403
GoldenTree Loan Opportunities IX, Limited: Series 2014-9A (0.2%)*^{(3) (5) (8)}
Structured Finance Structured Secured Note - Class DR2 (LIBOR + 3.0%, 3.8% Cash, Acquired 03/20, Due 10/29) 1,250,000 900,520 1,159,651
1,250,000 900,520 1,159,651
Graftech International Ltd. (1.0%)*^{(3) (6) (8)}
Specialty Chemicals First Lien Senior Secured Term Loan (LIBOR + 3.5%, 4.5% Cash, Acquired 08/18, Due 02/25) 5,169,225 5,204,360 5,022,780
5,169,225 5,204,360 5,022,780
Gulf Finance, LLC (0.1%)*^{(5) (8)}
Oil & Gas Exploration & Production First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/18, Due 08/23) 1,053,642 932,202 674,331
1,053,642 932,202 674,331
Harbor Freight Tools USA Inc.(1.2%)*^{(6) (8)}
Specialty Stores First Lien Senior Secured Term Loan (LIBOR + 2.5%, 3.3% Cash, Acquired 08/18, Due 08/23) 5,949,142 5,907,173 5,714,924
5,949,142 5,907,173 5,714,924
Hayward Industries, Inc.
(1.4%)*^{(5) (6) (8)}
Leisure Products First Lien Senior Secured Term Loan (LIBOR + 3.5%, 3.7% Cash, Acquired 08/18, Due 08/24) 6,991,992 7,011,721 6,712,312
6,991,992 7,011,721 6,712,312
Heartland, LLC (1.0%)*^{(5) (7) (8)}
Commercial Services & Supplies First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 08/19, Due 08/25) 5,476,510 5,294,535 4,833,787
5,476,510 5,294,535 4,833,787
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.)) (1.8%)*^{(3) (5) (7) (8)}
Insurance First Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.1% Cash, Acquired 09/19, Due 09/26) 9,559,150 9,200,293 9,023,492
9,559,150 9,200,293 9,023,492
Highbridge Loan Management Ltd: Series 2014A-19 (0.2%)*^{(3) (5) (8)}
Structured Finance Structured Secured Note - Class E (LIBOR + 6.75%, 7.7% Cash, Acquired 03/20, Due 07/30) 1,000,000 833,666 927,421
1,000,000 833,666 927,421
Holley Performance Products (Holley Purchaser, Inc.) (4.2%)*^{(5) (7) (8)}
Automotive Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 5.0%, 5.8% Cash, Acquired 10/18, Due 10/25) 22,196,975 21,930,245 20,383,316
22,196,975 21,930,245 20,383,316
Hub International Limited (1.0%)*^{(6) (8)}
Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.0% Cash, Acquired 08/18, Due 04/25) 4,937,028 4,941,249 4,686,079
4,937,028 4,941,249 4,686,079
HW Holdco, LLC (Hanley Wood LLC) (1.5%)*^{(5) (7) (8)}
Advertising First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 12/18, Due 12/24) 7,546,371 7,399,679 7,308,429
7,546,371 7,399,679 7,308,429


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
DreamStart Bidco SAS (d/b/a SmartTrade) (0.3%)*(3) (7) (8) (16)	Diversified Financial Services	First Lien Senior Secured Term Loan (EURIBOR + 4.5%, 4.5% Cash, 1.25% PIK, Acquired 03/20, Due 03/27)	$	2,151,891	$	1,949,744	$	2,096,657
			2,151,891		1,949,744		2,096,657

Dukane IAS, LLC (0.6%)*(7) (20)	Welding Equipment Manufacturer	Second Lien Note (10.5% Cash, 2.5% PIK, Acquired 12/20, Due 12/24)	4,662,430		4,662,430		4,662,430
			4,662,430		4,662,430		4,662,430

Entact Environmental Services, Inc. (1.6%)*(7) (8) (10)	Environmental Industries	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 02/21, Due 12/25)	11,733,602		11,619,173		11,616,266
			11,733,602		11,619,173		11,616,266

Exeter Property Group, LLC (2.6%)*(7) (8) (9)	Real Estate	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 4.6% Cash, Acquired 02/19, Due 08/24)	19,313,644		19,067,722		19,054,572
			19,313,644		19,067,722		19,054,572

F24 (Stairway BidCo Gmbh) (0.2%)*(3) (7) (8) (15)	Software Services	First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 08/20, Due 08/27)	1,674,814		1,636,558		1,674,814
			1,674,814		1,636,558		1,674,814

Ferrellgas L.P. (0.4%)*	Oil & Gas Equipment & Services	OpCo Preferred Units (2,886 units, Acquired 03/21)			2,799,420		2,799,420
					2,799,420		2,799,420

Fineline Technologies, Inc. (0.6%)*(7) (8) (11)	Consumer Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 02/21, Due 02/27)	4,400,000		4,313,818		4,312,500
			4,400,000		4,313,818		4,312,500

FitzMark Buyer, LLC (0.4%)*(7) (8) (10)	Cargo & Transportation	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/20, Due 12/26)	2,823,530		2,741,157		2,745,849
			2,823,530		2,741,157		2,745,849

Foundation Risk Partners, Corp. (1.5%)*(7) (8) (11)	Financial Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 09/20, Due 11/23)	9,035,091		8,838,934		8,932,016
		Second Lien Senior Secured Term Loan (LIBOR + 8.50%, 9.5% Cash, Acquired 09/20, Due 11/24)	1,722,222		1,596,554		1,657,638
			10,757,313		10,435,488		10,589,654

GoldenTree Loan Opportunities IX, Limited: Series 2014-9A (0.2%)*(3) (8) (11)	Structured Finance	Structured Secured Note - Class DR2 (LIBOR + 3.0%, 3.2% Cash, Acquired 03/20, Due 10/29)	1,250,000		923,797		1,222,291
			1,250,000		923,797		1,222,291

GTM Intermediate Holdings, Inc. (0.9%)*(7) (20)	Medical Equipment Manufacturer	Second Lien Loan (11.0% Cash, 1.0% PIK, Acquired 12/20, Due 11/24)	5,128,824		5,077,667		5,103,180
		Common Stock (2 shares, Acquired 12/20)			1,078,778		1,200,288
			5,128,824		6,156,445		6,303,468

Gulf Finance, LLC (0.1%)*(8) (9)	Oil & Gas Exploration & Production	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/18, Due 08/23)	1,045,438		950,087		863,229
			1,045,438		950,087		863,229

Hawaiian Airlines 2020-1 Class B Pass Through Certificates (1.0%)*	Airlines	Structured Secured Note - Class B (11.3% Cash, Acquired 08/20, Due 09/25)	6,796,296		6,796,296		7,591,887
			6,796,296		6,796,296		7,591,887

Heartland, LLC (1.2%)*(7) (8) (11)	Commercial Services & Supplies	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 08/19, Due 08/25)	8,808,417		8,653,425		8,691,488
			8,808,417		8,653,425		8,691,488

Heilbron (f/k/a Sucsez (Bolt Bidco B.V.)) (2.7%)*(3) (7) (8)	Insurance	First Lien Senior Secured Term Loan (EURIBOR + 5.50%, 5.5% Cash, Acquired 09/19, Due 09/26)(15)	8,613,351		7,940,194		8,508,268
		First Lien Senior Secured Term Loan (EURIBOR + 6.50%, 6.5% Cash, Acquired 07/20, Due 09/26) (16)	10,871,521		10,847,615		10,871,521
			19,484,872		18,787,809		19,379,789

Highpoint Global LLC (0.7%)*(7) (20)	Government Services	Second Lien Note (12.0% Cash, 2.0% PIK, Acquired 12/20, Due 09/22)	5,334,928		5,313,697		5,334,928
			5,334,928		5,313,697		5,334,928

Holley Performance Products (Holley Purchaser, Inc.) (2.3%)*(7) (8) (11)	Automotive Parts & Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 5.2% Cash, Acquired 10/18, Due 10/25)	16,936,387		16,762,536		16,936,387
			16,936,387		16,762,536		16,936,387

Home Care Assistance, LLC (0.9%)*(7) (8) (11)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 03/21, Due 03/27)	6,805,814		6,609,104		6,608,932
			6,805,814		6,609,104		6,608,932

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~June 30, 2020~~March 31, 2021

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
Hyperion Materials & Technologies, Inc. (2.7%)*^{(5) (7) (8)}
Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 08/19, Due 08/26) $ 13,960,764 $ 13,731,609 $ 13,427,845
13,960,764 13,731,609 13,427,845
IM Analytics Holding, LLC (d/b/a NVT) (1.4%)*^{(5) (7) (8)}
Electronic Instruments & Components First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.6% Cash, Acquired 11/19, Due 11/23) 8,250,651 8,179,608 7,050,202
Warrant (68,950 units, Acquired 11/19) — —
8,250,651 8,179,608 7,050,202
Immucor Inc. (0.5%)*^{(5) (8)}
Healthcare First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 09/18, Due 06/21) 2,453,415 2,466,732 2,355,278
2,453,415 2,466,732 2,355,278
Institutional Shareholder Services, Inc. (1.0%)*^{(5) (7) (8)}
Diversified Support Services Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 8.8% Cash, Acquired 03/19, Due 03/27) 4,951,685 4,822,934 4,703,299
4,951,685 4,822,934 4,703,299
Internet Brands, Inc. (0.8%)*^{(6) (8)}
Entertainment First Lien Senior Secured Term Loan (LIBOR + 3.75%, 4.8% Cash, Acquired 08/18, Due 09/24) 3,959,391 3,979,736 3,803,272
3,959,391 3,979,736 3,803,272
ION Trading Technologies Ltd. (1.4%)*^{(3) (6) (8)}
Electrical Components & Equipment First Lien Senior Secured Term Loan (LIBOR + 4.0%, 5.1% Cash, Acquired 08/18, Due 11/24) 6,942,334 6,929,967 6,644,785
6,942,334 6,929,967 6,644,785
ISS#2, LLC (d/b/a Industrial Services Solutions) (1.5%)*^{(5) (7) (8)}
Commercial Services & Supplies First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.7% Cash, Acquired 02/20, Due 02/26) 7,876,109 7,727,293 7,222,755
7,876,109 7,727,293 7,222,755
Jade Bidco Limited (Jane's)
(2.4%)*^{(3) (5) (7) (8)}
Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.0% Cash, 2.0% PIK, Acquired 11/19, Due 12/26) 10,432,352 10,167,268 9,832,735
First Lien Senior Secured Term Loan (EURIBOR + 4.5%, 4.5% Cash, 2.0% PIK, Acquired 11/19, Due 12/26) 1,869,213 1,789,259 1,761,777
12,301,565 11,956,527 11,594,512
Kenan Advantage Group Inc. (0.8%)*^{(5) (6) (8)}
Trucking First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.0% Cash, Acquired 08/18, Due 07/22) 4,287,943 4,285,956 3,857,348
4,287,943 4,285,956 3,857,348
Kene Acquisition, Inc. (En Engineering) (1.4%)*^{(5) (7) (8)}
Oil & Gas Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 08/19, Due 08/26) 7,335,738 7,200,657 6,964,172
7,335,738 7,200,657 6,964,172
LAC Intermediate, LLC (f/k/a Lighthouse Autism Center) (1.8%)*^{(5) (7) (8)}
Healthcare & Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 10/18, Due 10/24) 9,269,766 9,073,827 8,595,760
Class A LLC Units (154,320 units, Acquired 10/18) 154,320 172,964
9,269,766 9,228,147 8,768,724
LTI Holdings, Inc. (Boyd Corporation) (2.0%)*^{(5) (6) (8)}
Industrial Conglomerates First Lien Senior Secured Term Loan (LIBOR + 3.5%, 3.7% Cash, Acquired 09/18, Due 09/25) 11,790,000 11,841,533 9,987,781
11,790,000 11,841,533 9,987,781
Mallinckrodt Plc (0.5%)*^{(3) (5) (6) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 2.75%, 3.5% Cash, Acquired 08/18, Due 09/24) 3,237,418 3,228,190 2,411,876
3,237,418 3,228,190 2,411,876
MB2 Dental Solutions, LLC (1.5%)*^{(5) (7) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 09/19, Due 09/23) 8,011,829 7,935,659 7,564,956
8,011,829 7,935,659 7,564,956
Media Recovery, Inc. (SpotSee) (0.4%)*^{(5) (7) (8)}
Containers, Packaging and Glass First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/19, Due 11/25) 2,227,543 2,187,202 2,069,065
2,227,543 2,187,202 2,069,065
Men's Wearhouse, Inc. (The) (0.3%)*^{(5) (6) (8)}
Apparel Retail First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, Acquired 08/18, Due 04/25) 9,794,863 9,870,619 1,567,178
9,794,863 9,870,619 1,567,178
Nautilus Power, LLC (0.6%)*^{(6) (8)}
Independent Power Producers & Energy Traders First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 09/18, Due 05/24) 3,142,456 3,154,177 3,007,927
3,142,456 3,154,177 3,007,927
Neuberger Berman CLO Ltd: Series 2020-36A (0.5%)*^{(3) (5) (8)}
Structured Finance Structured Secured Note - Class E (LIBOR + 7.81%, 8.9% Cash, Acquired 03/20, Due 04/33) 2,500,000 2,476,054 2,405,215
2,500,000 2,476,054 2,405,215


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
HTI Technology & Industries (1.70%)* (7) (20)	Electronic Component Manufacturing	Second Lien Note (12.0% Cash, 4.8% PIK, Acquired 12/20, Due 09/24)	$	12,773,156	$	12,268,357	$	12,262,230
			12,773,156		12,268,357		12,262,230

HW Holdco, LLC (Hanley Wood LLC) (1.0%)*(7) (8) (11)	Advertising	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 12/18, Due 12/24)	7,488,911		7,366,059		7,458,956
			7,488,911		7,366,059		7,458,956

Hyperion Materials & Technologies, Inc. (1.9%)*(7) (8) (11)	Industrial Machinery	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 08/19, Due 08/26)	13,820,806		13,616,971		13,737,881
			13,820,806		13,616,971		13,737,881

IGL Holdings III Corp. (1.7%)*(7) (8) (11)	Commercial Printing	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/20, Due 11/26)	12,618,367		12,269,889		12,618,367
			12,618,367		12,269,889		12,618,367

IM Analytics Holding, LLC (d/b/a NVT) (0.9%)*(7) (8) (11)	Electronic Instruments & Components	First Lien Senior Secured Term Loan (LIBOR + 7.0%, 8.0% Cash, Acquired 11/19, Due 11/23)	8,188,461		8,132,009		6,788,234
		Warrant (68,950 units, Acquired 11/19)			—		—
			8,188,461		8,132,009		6,788,234

INOS 19-090 GmbH (0.7%)*(3) (7) (8) (15)	Aerospace & Defense	First Lien Senior Secured Term Loan (EURIBOR + 6.1%, 6.1% Cash, Acquired 12/20, Due 12/27)	5,447,702		5,460,878		5,269,155
			5,447,702		5,460,878		5,269,155

International Precision Components (0.9%)*(7) (20)	Plastic Injection Molding	Second Lien Loan (12.0% Cash, 2.0% PIK, Acquired 12/20, Due 10/24)	6,825,092		6,723,232		6,756,841
			6,825,092		6,723,232		6,756,841

ISS#2, LLC (d/b/a Industrial Services Solutions) (0.8%)*(7) (8) (11)	Commercial Services & Supplies	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 02/20, Due 02/26)	6,802,373		6,688,583		6,074,519
			6,802,373		6,688,583		6,074,519

Jade Bidco Limited (Jane's) (1.2%)*(3) (7) (8)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 4.8% Cash, 2.0% PIK, Acquired 11/19, Due 12/26)(12)	7,188,226		7,027,268		7,116,344
		First Lien Senior Secured Term Loan (EURIBOR + 4.5%, 4.5% Cash, 2.0% PIK, Acquired 11/19, Due 12/26)(16)	1,347,749		1,239,285		1,334,272
			8,535,975		8,266,553		8,450,616

Jedson Engineering, Inc. (0.4%)*(7) (20)	Engineering & Construction Management	First Lien Loan (12.0% Cash, 3.0% PIK, Acquired 12/20, Due 06/22)	3,000,000		3,000,000		3,000,000
			3,000,000		3,000,000		3,000,000

JetBlue 2019-1 Class B Pass Through Trust (0.7%)*	Airlines	Structured Secured Note - Class B (8.0% Cash, Acquired 08/20, Due 11/27)	4,721,693		4,721,693		5,382,580
			4,721,693		4,721,693		5,382,580

Kano Laboratories LLC (1.2%)*(7) (8) (11)	Chemicals, Plastics & Rubber	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 11/20, Due 09/26)	8,845,864		8,592,780		8,845,864
		Partnership Equity (203.2 units, Acquired 11/20)			203,198		200,281
			8,845,864		8,795,978		9,046,145

Kene Acquisition, Inc. (En Engineering) (1.0%)*(7) (8) (11)	Oil & Gas Equipment & Services	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 08/19, Due 08/26)	7,280,199		7,165,384		7,214,531
			7,280,199		7,165,384		7,214,531

Kona Buyer, LLC (3.4%)*(7) (8) (11)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 12/20, Due 12/27)	25,000,000		24,401,937		24,551,000
			25,000,000		24,401,937		24,551,000

LAC Intermediate, LLC (f/k/a Lighthouse Autism Center) (4.7%)*(7) (8) (11)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 10/18, Due 10/24)	34,387,034		33,717,144		33,613,326
		Class A LLC Units (154,320 units, Acquired 10/18)			154,320		323,300
			34,387,034		33,871,464		33,936,626

LAF International (1.2%)*(3) (7) (8) (15)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 03/21, Due 03/28)	8,567,933		8,646,286		8,423,077
			8,567,933		8,646,286		8,423,077

Learfield Communications, LLC (1.0%)*	Broadcasting	First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, Acquired 08/20, Due 12/23)(8) (9)	136,446		96,195		125,315
		First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.0% Cash, 10.2% PIK, Acquired 08/20, Due 12/23)(11)	7,365,032		7,305,433		7,352,732
			7,501,478		7,401,628		7,478,047

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~June 30, 2020~~March 31, 2021

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
NFP Corp. (0.8%)*^{(5) (6) (8)}
Specialized Finance First Lien Senior Secured Term Loan (LIBOR + 3.25%, 3.4% Cash, Acquired 08/18, Due 02/27) $ 3,959,386 $ 3,939,591 $ 3,682,229
3,959,386 3,939,591 3,682,229
NGS US Finco, LLC (f/k/a Dresser Natural Gas Solutions) (2.3%)*^{(5) (7) (8)}
Energy Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 10/18, Due 10/25) 11,916,381 11,869,732 11,436,622
11,916,381 11,869,732 11,436,622
Nouryon Finance B.V. (Starfruit US Holdco, LLC) (0.4%)*^{(5) (8)}
Specialty Chemicals First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.2% Cash, Acquired 03/20, Due 10/25) 1,994,830 1,791,079 1,866,822
1,994,830 1,791,079 1,866,822
Omaha Holdings LLC (Gates Global LLC) (1.0%)*^{(6) (8)}
Auto Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 2.75%, 3.8% Cash, Acquired 09/18, Due 03/24) 4,936,548 4,962,954 4,743,184
4,936,548 4,962,954 4,743,184
Omnitracs, LLC (0.9%)*^{(6) (8)}
Application Software First Lien Senior Secured Term Loan (LIBOR + 2.75%, 3.0% Cash, Acquired 08/18, Due 03/25) 4,562,506 4,551,461 4,278,490
4,562,506 4,551,461 4,278,490
Options Technology Ltd.
(2.1%)*^{(3) (5) (7) (8)}
Computer Services First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.6% Cash, Acquired 12/19, Due 12/25) 11,062,374 10,804,754 10,397,795
11,062,374 10,804,754 10,397,795
Ortho-Clinical Diagnostics Bermuda Co. Ltd. (0.9%)*^{(6) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 3.25%, 3.4% Cash, Acquired 08/18, Due 06/25) 4,859,694 4,861,752 4,534,726
4,859,694 4,861,752 4,534,726
Panther BF Aggregator 2 LP
(0.4%)*^{(5) (8)}
Auto Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 3.5%, 3.7% Cash, Acquired 03/20, Due 04/26) 1,989,974 1,798,919 1,890,476
1,989,974 1,798,919 1,890,476
Pare SAS (SAS Maurice MARLE) (2.7%)*^{(3) (5) (7) (8)}
Health Care Equipment First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.25% Cash, 1.0% PIK, Acquired 12/19, Due 12/26) 14,002,111 13,613,011 13,294,951
14,002,111 13,613,011 13,294,951
PAREXEL International Corp. (0.7%)*^{(5) (6) (8)}
Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 2.75%, 2.9% Cash, Acquired 09/18, Due 09/24) 3,576,234 3,563,123 3,381,794
3,576,234 3,563,123 3,381,794
Patriot New Midco 1 Limited (Forensic Risk Alliance) (3.5%)*^{(3) (5) (7) (8)}
Diversified Financial Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 02/20, Due 02/27) 10,017,544 9,734,967 9,391,011
First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 02/20, Due 02/27) 8,452,988 7,967,816 7,924,308
18,470,532 17,702,783 17,315,319
Penn Engineering & Manufacturing Corp. (0.3%)*^{(6) (7) (8)}
Industrial Conglomerates First Lien Senior Secured Term Loan (LIBOR + 2.75%, 3.8% Cash, Acquired 09/18, Due 06/24) 1,635,962 1,646,255 1,570,523
1,635,962 1,646,255 1,570,523
Phoenix Services International LLC (0.5%)*^{(6) (8)}
Steel First Lien Senior Secured Term Loan (LIBOR + 3.75%, 4.8% Cash, Acquired 08/18, Due 03/25) 2,947,368 2,956,566 2,618,560
2,947,368 2,956,566 2,618,560
Playtika Holding Corp. (0.8%)*^{(5) (8)}
Leisure, Amusement & Entertainment First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.1% Cash, Acquired 03/20, Due 12/24) 3,900,000 3,603,103 3,890,250
3,900,000 3,603,103 3,890,250
PODS Enterprises, Inc. (0.9%)*^{(6) (8)}
Packaging First Lien Senior Secured Term Loan (LIBOR + 2.75%, 3.8% Cash, Acquired 09/18, Due 12/24) 4,861,313 4,873,222 4,639,540
4,861,313 4,873,222 4,639,540
Premier Technical Services Group (Project Graphite) (0.5%)*^{(3) (5) (7) (8)}
Construction & Engineering First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 7.5% Cash, Acquired 08/19, Due 08/26) 2,810,169 2,674,219 2,577,238
2,810,169 2,674,219 2,577,238
Pro Mach Inc. (1.1%)*^{(5) (6) (8)}
Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 2.75%, 2.9% Cash, Acquired 08/18, Due 03/25) 5,894,737 5,880,032 5,495,015
5,894,737 5,880,032 5,495,015
ProAmpac Intermediate Inc. (1.9%)*^{(5) (6) (8)}
Packaged Foods & Meats First Lien Senior Secured Term Loan (LIBOR + 3.5%, 4.5% Cash, Acquired 08/18, Due 11/23) 9,821,105 9,831,133 9,342,326
9,821,105 9,831,133 9,342,326


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Legal Solutions Holdings (1.4%)*(7) (20)	Business Services	Senior Subordinated Loan (6.0% Cash, 10.0% PIK, Acquired 12/20, Due 03/22)	$	10,663,569	$	9,862,913	$	9,863,801
			10,663,569		9,862,913		9,863,801

LivTech Purchaser, Inc. (0.1%)*(7) (8) (11)	Business Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 01/21, Due 12/25)	552,248		540,237		539,748
			552,248		540,237		539,748

Media Recovery, Inc. (SpotSee) (1.0%)*(7) (8)	Containers, Packaging & Glass	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/19, Due 11/25) (11)	2,955,281		2,906,802		2,903,564
		First Lien Senior Secured Term Loan (GBP LIBOR + 6.0%, 7.0% Cash, Acquired 12/20, Due 12/26) (14)	4,584,486		4,347,360		4,504,258
			7,539,767		7,254,162		7,407,822

Modern Star Holdings Bidco Pty Limited. (0.6%)*(3) (7) (8) (18)	Non-durable Consumer Goods	First Lien Senior Secured Term Loan (BBSY + 6.25%, 6.8% Cash, Acquired 12/20, Due 12/26)	4,672,838		4,440,698		4,488,221
			4,672,838		4,440,698		4,488,221

MSG National Properties (0.3%)*(3) (7) (8) (11)	Hotel, Gaming, & Leisure	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.0% Cash, Acquired 11/20, Due 11/25)	2,461,759		2,392,506		2,523,303
			2,461,759		2,392,506		2,523,303

Murphy Midco Limited (0.6%)*(3) (7) (8) (13)	Media, Diversified & Production	First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.5% Cash, Acquired 11/20, Due 11/27)	4,683,649		4,262,242		4,472,750
			4,683,649		4,262,242		4,472,750

Music Reports, Inc. (0.8%)*(7) (8) (9)	Media & Entertainment	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 08/20, Due 08/26)	5,578,990		5,450,971		5,523,200
			5,578,990		5,450,971		5,523,200

Navia Benefit Solutions, Inc. (0.8%)* (7) (8) (11)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 02/21, Due 02/27)	6,000,000		5,829,009		5,825,000
			6,000,000		5,829,009		5,825,000

NGS US Finco, LLC (f/k/a Dresser Natural Gas Solutions) (1.6%)*(7) (8) (9)	Energy Equipment & Services	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 10/18, Due 10/25)	11,825,516		11,785,078		11,683,609
			11,825,516		11,785,078		11,683,609

Odeon Cinemas Group Limited (0.5%)*(3) (7)	Hotel, Gaming, & Leisure	First Lien Senior Secured Term Loan (10.75% Cash, Acquired 02/21, Due 08/23)	1,376,251		1,332,439		1,390,014
		First Lien Senior Secured Term Loan (10.75% Cash, Acquired 02/21, Due 08/23)	2,478,707		2,472,983		2,503,494
			3,854,958		3,805,422		3,893,508

Omni Intermediate Holdings, LLC (1.2%)*(7) (8) (9)	Transportation	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/20, Due 12/26)	9,000,000		8,739,450		8,752,500
			9,000,000		8,739,450		8,752,500

Options Technology Ltd. (1.3%)*(3) (7) (8) (11)	Computer Services	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 12/19, Due 12/25)	9,771,813		9,569,224		9,628,377
			9,771,813		9,569,224		9,628,377

Pacific Health Supplies Bidco Pty Limited (1.2%)*(3) (7) (8) (18)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (BBSY + 6.0%, 6.5% Cash, Acquired 12/20, Due 12/25)	9,196,755		8,642,055		8,914,484
			9,196,755		8,642,055		8,914,484

Pare SAS (SAS Maurice MARLE) (0.7%)*(3) (7) (8) (16)	Health Care Equipment	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, 1.5% PIK, Acquired 12/19, Due 12/26)	4,848,650		4,529,605		4,800,164
			4,848,650		4,529,605		4,800,164

Patriot New Midco 1 Limited (Forensic Risk Alliance) (1.1%)*(3) (7) (8)	Diversified Financial Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 02/20, Due 02/27)(11)	4,489,471		4,377,523		4,426,619
		First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 02/20, Due 02/27) (15)	3,964,194		3,584,353		3,908,695
			8,453,665		7,961,876		8,335,314

PerTronix, LLC (1.0%)*(7) (8) (12)	Automotive	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/20, Due 10/26)	7,287,692		7,184,750		7,287,692
			7,287,692		7,184,750		7,287,692

Premier Technical Services Group (Project Graphite) (0.4%)*(3) (7) (8) (13)	Construction & Engineering	First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 7.3% Cash, Acquired 08/19, Due 06/26)	3,137,901		2,686,018		3,085,003
			3,137,901		2,686,018		3,085,003

Premium Franchise Brands, LLC (3.0%)*(7) (8) (11)	Research & Consulting Services	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/20, Due 12/26)	21,945,000		21,522,183		21,545,820
			21,945,000		21,522,183		21,545,820

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~June 30, 2020~~March 31, 2021

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
Process Equipment, Inc. (ProcessBarron) (1.3%)*^{(5) (7) (8)}
Industrial Air & Material Handling Equipment First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 03/19, Due 03/25) $ 6,684,916 $ 6,582,532 $ 6,192,120
6,684,916 6,582,532 6,192,120
Professional Datasolutions, Inc. (PDI) (4.6%)*^{(5) (7) (8)}
Application Software First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 03/19, Due 10/24) 23,041,343 23,011,789 22,489,313
23,041,343 23,011,789 22,489,313
Project Potter Buyer, LLC (Command Alkon) (2.0%)*^{(5) (7) (8)}
Software First Lien Senior Secured Term Loan (LIBOR + 8.25%, 9.3% Cash, Acquired 04/20, Due 04/27) 9,895,616 9,604,477 9,740,671
LLC units (104,384 units, Acquired 04/20) 104,384 104,384
9,895,616 9,708,861 9,845,055
PSC UK Pty Ltd. (0.3%)*^{(3) (5) (7) (8)}
Insurance Services First Lien Senior Secured Term Loan (GBP LIBOR + 6.0%, 6.5% Cash, Acquired 11/19, Due 11/24) 1,736,232 1,729,999 1,663,716
1,736,232 1,729,999 1,663,716
Qlik Technologies Inc. (Alpha Intermediate Holding, Inc.) (1.0%)*^{(6) (8)}
Application Software First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.4% Cash, Acquired 08/18, Due 04/24) 4,936,387 4,936,541 4,730,688
4,936,387 4,936,541 4,730,688
Radiate HoldCo, LLC (0.4%)*^{(5) (8)}
Cable & Satellite First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.75% Cash, Acquired 03/20, Due 02/24) 1,989,740 1,775,086 1,895,227
1,989,740 1,775,086 1,895,227
Refinitiv US Holdings, Inc.(0.6%)*⁽⁵⁾
Data Processing & Outsourced Services First Lien Senior Secured Term Loan (LIBOR + 3.25%, 3.4% Cash, Acquired 03/20, Due 10/25) 3,020,382 2,741,337 2,947,138
3,020,382 2,741,337 2,947,138
Renaissance Learning, Inc.
(1.1%)*^{(6) (8)}
Application Software First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.0% Cash, Acquired 08/18, Due 05/25) 5,363,951 5,360,661 5,151,163
5,363,951 5,360,661 5,151,163
Reynolds Group Holdings Ltd. (1.0%)*^{(6) (8)}
Packaging First Lien Senior Secured Term Loan (LIBOR + 2.75%, 2.9% Cash, Acquired 09/18, Due 02/23) 4,935,964 4,951,009 4,703,480
4,935,964 4,951,009 4,703,480
RR Ltd: Series 2019-6A (0.4%)*^{(3) (5)}
Structured Finance Structured Secured Note - Class D (LIBOR + 6.75%, 8.0% Cash, Acquired 03/20, Due 04/30) 2,000,000 1,648,042 1,840,782
2,000,000 1,648,042 1,840,782
Ruffalo Noel Levitz, LLC
(1.9%)*^{(5) (7) (8)}
Media Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 01/19, Due 05/22) 9,665,676 9,579,861 9,419,977
9,665,676 9,579,861 9,419,977
Scaled Agile, Inc. (1.0%)*^{(5) (7) (8)}
Research & Consulting Services First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 06/19, Due 06/24) 4,869,777 4,827,923 4,680,414
4,869,777 4,827,923 4,680,414
SCI Packaging Inc. (0.9%)*^{(6) (8)}
Metal & Glass Containers First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.6% Cash, Acquired 08/18, Due 04/24) 4,936,387 4,927,777 4,420,139
4,936,387 4,927,777 4,420,139
Seaworld Entertainment, Inc. (1.1%)*^{(3) (6) (8)}
Leisure Facilities First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.8% Cash, Acquired 08/18, Due 03/24) 5,923,469 5,915,644 5,218,576
5,923,469 5,915,644 5,218,576
Serta Simmons Bedding LLC
(2.1%)*^{(5) (8)}
Home Furnishings Super Priority First Out (LIBOR + 7.5%, 8.5% Cash, Acquired 6/20, Due 08/23) 7,443,107 7,219,813 7,294,245
Super Priority Second Out (LIBOR + 7.5%, 8.5% Cash, Acquired 6/20, Due 08/23) 3,652,949 3,374,389 3,044,112
11,096,056 10,594,202 10,338,357
SIWF Holdings, Inc. (Spring Windows Fashions, LLC) (1.1%)*^{(6) (8)}
Home Furnishings First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 08/18, Due 06/25) 5,924,433 5,956,756 5,509,723
5,924,433 5,956,756 5,509,723
SK Blue Holdings, LP (Polar US Borrower LLC) (0.8%)*^{(6) (7) (8)}
Commodity Chemicals First Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.9% Cash, Acquired 09/18, Due 10/25) 4,139,599 4,137,617 3,891,223
4,139,599 4,137,617 3,891,223
Smile Brands Group Inc.
(1.1%)*^{(5) (7) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.7% Cash, Acquired 10/18, Due 10/24) 5,866,472 5,820,453 5,379,837
5,866,472 5,820,453 5,379,837


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value

Process Equipment, Inc. (ProcessBarron) (0.8%)*(7) (8) (11)	Industrial Air & Material Handling Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 03/19, Due 03/25)	$	6,173,594	$	6,096,724	$	5,543,887
			6,173,594		6,096,724		5,543,887

Professional Datasolutions, Inc. (PDI) (2.3%)*(7) (8) (19)	Application Software	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 03/19, Due 10/24)	16,881,613		16,863,369		16,785,556
			16,881,613		16,863,369		16,785,556

Protego Bidco B.V. (1.2%)*(3) (7) (8) (15)	Aerospace & Defense	First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 03/21, Due 03/28)	9,208,487		8,955,994		8,771,084
			9,208,487		8,955,994		8,771,084

PSC UK Pty Ltd. (0.4%)*(3) (7) (8) (13)	Insurance Services	First Lien Senior Secured Term Loan (GBP LIBOR + 6.0%, 6.5% Cash, Acquired 11/19, Due 10/24)	2,709,861		2,444,000		2,648,176
			2,709,861		2,444,000		2,648,176

Questel Unite (2.8%)*(3) (7) (8) (15)	Business Services	First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.8% Cash, Acquired 12/20, Due 12/27)	20,703,270		20,684,768		20,334,237
			20,703,270		20,684,768		20,334,237

Radwell International, LLC (1.9%)*(7) (8) (11)	Wholesale	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/20, Due 12/26)	14,220,264		13,917,380		13,935,809
			14,220,264		13,917,380		13,935,809

Recovery Point Systems, Inc. (1.6%)*(7) (8) (11)	Technology	First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.5% Cash, Acquired 03/20, Due 07/26)	11,736,797		11,522,211		11,736,797
		Partnership Equity (187,235 units, Acquired 03/21)			187,235		187,235
			11,736,797		11,709,446		11,924,032

REP SEKO MERGER SUB LLC (1.1%)* (7) (8) (11)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/20, Due 12/26)	7,671,682		7,447,161		7,660,913
			7,671,682		7,447,161		7,660,913

RPX Corporation (2.3%)*(7) (8) (11)	Research & Consulting Services	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 10/20, Due 10/25)	16,712,500		16,358,646		16,612,225
			16,712,500		16,358,646		16,612,225

Ruffalo Noel Levitz, LLC (1.3%)*(7) (8) (11)	Media Services	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 01/19, Due 05/22)	9,592,266		9,539,242		9,555,336
			9,592,266		9,539,242		9,555,336

Safety Products Holdings, LLC (2.1%)* (7) (8) (9)	Non-durable Consumer Goods	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 12/20, Due 12/26)	15,574,673		15,099,325		15,127,000
		Preferred Stock (372.1 shares, Acquired 12/20)			372,088		372,090
			15,574,673		15,471,413		15,499,090

Scaled Agile, Inc. (0.7%)*(7) (8) (11)	Research & Consulting Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 06/19, Due 06/24)	4,847,151		4,811,132		4,847,151
			4,847,151		4,811,132		4,847,151

Serta Simmons Bedding LLC (1.5%)*(8) (9)	Home Furnishings	Super Priority First Out (LIBOR + 7.5%, 8.5% Cash, Acquired 6/20, Due 08/23)	7,405,891		7,232,172		7,475,950
		Super Priority Second Out (LIBOR + 7.5%, 8.5% Cash, Acquired 6/20, Due 08/23)	3,634,684		3,378,205		3,463,163
			11,040,575		10,610,377		10,939,113

Sigmatek Systems, LLC (1.3%)*(7) (8) (11)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 01/21, Due 01/27)	9,975,000		9,782,539		9,787,825
			9,975,000		9,782,539		9,787,825

SISU ACQUISITIONCO., INC. (1.9%)*(7) (8) (11)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/20, Due 12/26)	14,097,503		13,826,164		13,841,069
			14,097,503		13,826,164		13,841,069

SMA Holdings, Inc. (1.0%)*(7) (20)	Consulting	First Lien Loan (11.0% Cash, Acquired 12/20, Due 06/24)	7,000,000		6,720,000		6,720,000
		Warrants (2.0 units, Acquired 12/20)			286,781		250,978
			7,000,000		7,006,781		6,970,978

Smile Brands Group Inc. (2.0%)*(7) (8)	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 5.17%, 5.4% Cash, Acquired 10/18, Due 10/24)(9)	5,861,902		5,825,907		5,768,111
		First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/20, Due 10/24)(11)	9,287,715		9,024,221		9,033,598
			15,149,617		14,850,128		14,801,709

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~June 30, 2020~~March 31, 2021

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
Solenis International, LLC (f/k/a
Solenis Holdings, L.P.) (1.1%)*^{(5) (6) (8)}
Specialty Chemicals First Lien Senior Secured Term Loan (LIBOR + 4.0%, 4.4% Cash, Acquired 08/18, Due 06/25) $ 5,391,234 $ 5,418,365 $ 5,156,500
5,391,234 5,418,365 5,156,500
Springbrook Software (SBRK Intermediate, Inc.) (2.0%)*^{(5) (7) (8)}
Enterprise Software and Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/19, Due 12/26) 10,468,385 10,232,620 9,824,721
10,468,385 10,232,620 9,824,721
SRS Distribution, Inc. (1.0%)*^{(6) (8)}
Building Products First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, Acquired 09/18, Due 05/25) 4,949,622 4,881,192 4,666,256
4,949,622 4,881,192 4,666,256
Syniverse Holdings, Inc. (1.5%)*^{(5) (6) (8)}
Technology Distributors First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.9% Cash, Acquired 08/18, Due 03/23) 10,289,474 10,258,899 7,281,656
10,289,474 10,258,899 7,281,656
Tahoe Subco 1 Ltd. (Almonde, Inc.) (2.1%)*^{(3) (5) (6) (8)}
Internet Software & Services First Lien Senior Secured Term Loan (LIBOR + 3.5%, 4.5% Cash, Acquired 09/18, Due 06/24) 11,860,496 11,868,675 10,340,218
11,860,496 11,868,675 10,340,218
Team Health Holdings, Inc. (1.1%)*^{(5) (6) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 2.75%, 3.8% Cash, Acquired 09/18, Due 02/24) 6,858,228 6,669,076 5,225,148
6,858,228 6,669,076 5,225,148
Tempo Acquisition LLC (1.1%)*^{(6) (8)}
Investment Banking & Brokerage First Lien Senior Secured Term Loan (LIBOR + 2.75%, 2.9% Cash, Acquired 09/18, Due 05/24) 5,561,088 5,576,381 5,269,130
5,561,088 5,576,381 5,269,130
The Hilb Group, LLC (1.8%)*^{(5) (7) (8)}
Insurance Brokerage First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/19, Due 12/26) 9,615,728 9,342,582 9,005,963
9,615,728 9,342,582 9,005,963
Total Safety U.S. Inc. (1.2%)*^{(5) (8)}
Diversified Support Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/19, Due 08/25) 7,040,348 6,762,711 6,072,300
7,040,348 6,762,711 6,072,300
Transit Technologies LLC(1.2%)*^{(5) (7) (8)}
Software First Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.9% Cash, Acquired 02/20, Due 02/25) 6,785,305 6,564,639 6,117,747
6,785,305 6,564,639 6,117,747
Transportation Insight, LLC (4.9%)*^{(5) (7) (8)}
Air Freight & Logistics First Lien Senior Secured Term Loan (LIBOR + 4.5%, 6.0% Cash, Acquired 08/18, Due 12/24) 24,638,036 24,458,135 23,854,549
24,638,036 24,458,135 23,854,549
Truck-Lite Co., LLC (3.7%)*^{(5) (7) (8)}
Automotive Parts and Equipment First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/19, Due 12/26) 19,517,308 19,097,372 18,104,295
19,517,308 19,097,372 18,104,295
Trystar, LLC (3.2%)*^{(5) (7) (8)}
Power Distribution Solutions First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 09/18, Due 09/23) 15,637,813 15,451,466 15,134,083
LLC Units (361.5 units, Acquired 09/18) 361,505 493,944
15,637,813 15,812,971 15,628,027
U.S. Anesthesia Partners, Inc. (2.4%)*^{(5) (6) (8)}
Managed Health Care First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.0% Cash, Acquired 09/18, Due 06/24) 13,515,863 13,562,587 11,898,825
13,515,863 13,562,587 11,898,825
U.S. Silica Company (0.2%)*^{(3) (5) (8)}
Metal & Glass Containers First Lien Senior Secured Term Loan (LIBOR + 4.0%, 5.0% Cash, Acquired 08/18, Due 05/25) 1,495,235 1,498,332 1,060,017
1,495,235 1,498,332 1,060,017
USF Holdings LLC (U.S. Farathane, LLC) (0.5%)*^{(6) (8)}
Auto Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 3.5%, 4.5% Cash, Acquired 08/18, Due 12/21) 3,134,000 3,140,040 2,334,830
3,134,000 3,140,040 2,334,830
USI Holdings Corp. (1.0%)*^{(6) (8)}
Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.3% Cash, Acquired 08/18, Due 05/24) 4,936,548 4,932,157 4,674,911
4,936,548 4,932,157 4,674,911
USIC Holdings, Inc. (United States Infrastructure Corp.) (0.8%)*^{(6) (8)}
Packaged Foods & Meats First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, Acquired 08/18, Due 12/23) 3,931,135 3,946,196 3,739,493
3,931,135 3,946,196 3,739,493
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.) (3.1%)*^{(5) (7) (8)}
Legal Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/18, Due 11/24) 16,430,096 16,200,387 15,043,847
16,430,096 16,200,387 15,043,847


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
SN BUYER, LLC (3.4%)*(7) (8) (11)	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/20, Due 11/26)	$	25,000,000	$	24,519,748	$	24,650,000
			25,000,000		24,519,748		24,650,000

Springbrook Software (SBRK Intermediate, Inc.) (1.3%)*(7) (8) (11)	Enterprise Software & Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/19, Due 12/26)	9,303,664		9,114,611		9,265,286
			9,303,664		9,114,611		9,265,286

SPT Acquico Limited (0.4%)*(3) (7) (8) (11)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 01/21, Due 12/27)	2,658,312		2,593,530		2,591,854
			2,658,312		2,593,530		2,591,854

SSCP Pegasus Midco Limited (1.6%)*(3) (7) (8) (14)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 6.8% Cash, Acquired 12/20, Due 11/27)	12,072,963		11,049,371		11,399,247
			12,072,963		11,049,371		11,399,247

Syniverse Holdings, Inc. (2.4%)*(8) (11)	Technology Distributors	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/18, Due 03/23)	17,435,517		16,149,215		17,175,903
			17,435,517		16,149,215		17,175,903

The Hilb Group, LLC (2.0%)*(7) (8) (11)	Insurance Brokerage	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/19, Due 12/26)	11,636,693		11,391,659		11,229,409
		First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/19, Due 12/26)	3,646,217		3,435,906		3,448,894
			15,282,910		14,827,565		14,678,303

Total Safety U.S. Inc. (0.9%)*(8) (11)	Diversified Support Services	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/19, Due 08/25)	6,766,049		6,534,648		6,759,283
			6,766,049		6,534,648		6,759,283

Transit Technologies LLC (0.7%)*(7) (8) (11)	Software	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.0% Cash, Acquired 02/20, Due 02/25)	6,035,305		5,869,127		5,443,845
			6,035,305		5,869,127		5,443,845

Transportation Insight, LLC (3.2%)*(7) (8) (9)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 4.6% Cash, Acquired 08/18, Due 12/24)	24,444,375		24,293,447		23,637,711
			24,444,375		24,293,447		23,637,711

Trident Maritime Systems, Inc. (3.4%)*(7) (8) (9)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 02/21, Due 02/27)	25,000,000		24,570,501		24,562,500
			25,000,000		24,570,501		24,562,500

Truck-Lite Co., LLC (3.1%)*(7) (8) (11)	Automotive Parts & Equipment	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/19, Due 12/26)	22,296,635		21,918,311		22,252,041
			22,296,635		21,918,311		22,252,041

Trystar, LLC (2.3%)*(7) (8) (11)	Power Distribution Solutions	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 09/18, Due 09/23)	16,185,659		16,004,667		16,120,916
		Class A LLC Units (384.5 units, Acquired 09/18)			395,995		369,443
			16,185,659		16,400,662		16,490,359

Tuf-Tug, Inc. (0.0%)*(7) (20)	Safety Equipment Manufacturer	Common Stock (24.6 shares, Acquired 12/20)			385,047		—
					385,047		—

Turf Products, LLC (1.2%)*(7) (20)	Landscaping & Irrigation Equipment Distributor	Senior Subordinated Debt (10.0% Cash, Acquired 12/20, Due 10/23)	8,697,056		8,383,962		8,436,144
			8,697,056		8,383,962		8,436,144

U.S. Gas & Electric, Inc. (0.2%)*(7) (20)	Energy Services	Second Lien Loan (9.5% Cash, Acquired 12/20, Due 07/25)	2,285,250		1,785,250		1,785,250
		Second Lien Loan (9.5% Cash, Acquired 12/20, Due 07/25)(21)	2,485,469		—		—
			4,770,719		1,785,250		1,785,250

U.S. Silica Company (0.2%)*(3) (8) (9)	Metal & Glass Containers	First Lien Senior Secured Term Loan (LIBOR + 4.0%, 5.0% Cash, Acquired 08/18, Due 05/25)	1,483,670		1,486,303		1,429,887
			1,483,670		1,486,303		1,429,887

UKFast Leaders Limited (1.7%)*(3) (7) (8) (13)	Technology	First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 6.8% Cash, Acquired 09/20, Due 9/27)	12,541,181		11,365,814		12,453,392
			12,541,181		11,365,814		12,453,392

USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.) (2.1%)*(7) (8) (11)	Legal Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/18, Due 11/24)	16,305,092		16,096,032		15,408,312
			16,305,092		16,096,032		15,408,312

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~June 30, 2020~~March 31, 2021

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
Validity, Inc. (0.9%)*^{(5) (7) (8)}
IT Consulting & Other Services First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 07/19, Due 05/25) $ 5,051,351 $ 4,908,648 $ 4,546,875
5,051,351 4,908,648 4,546,875
Veritas Bermuda Intermediate Holdings Ltd. (0.9%)*^{(6) (8)}
Technology Distributors First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 09/18, Due 01/23) 4,936,093 4,786,298 4,551,077
4,936,093 4,786,298 4,551,077
VF Holding Corp. (Vertafore, Inc.)(0.5%)*^{(5) (6) (8)}
Systems Software First Lien Senior Secured Term Loan (LIBOR + 3.25%, 3.4% Cash, Acquired 08/18, Due 07/25) 2,464,969 2,464,969 2,318,623
2,464,969 2,464,969 2,318,623
Wilsonart, LLC (1.0%)*^{(6) (8)}
Building Products First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, Acquired 11/18, Due 12/23) 4,936,387 4,936,388 4,749,742
4,936,387 4,936,388 4,749,742
Winebow Group, LLC, (The) (2.5%)*^{(5) (8)}
Consumer Goods First Lien Senior Secured Term Loan (LIBOR + 3.75%, 4.8% Cash, Acquired 11/19, Due 07/21) 10,787,719 9,846,515 8,077,304
Second Lien Senior Secured Term Loan (LIBOR + 7.5%, 8.5% Cash, Acquired 10/19, Due 01/22) 7,141,980 4,813,864 4,308,971
17,929,699 14,660,379 12,386,275
World 50, Inc. (2.1%)*^{(5) (7) (8)}
Broadcasting First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 01/20, Due 01/26) 10,650,223 10,402,176 10,247,420
10,650,223 10,402,176 10,247,420
Subtotal Non–Control / Non–Affiliate Investments 1,053,855,836 1,033,046,789 960,061,063
Affiliate Investments:⁽⁹⁾
Jocassee Partners LLC (2.9%)*^{(3) (5)}
Investment Funds & Vehicles 9.1% Member Interest, Acquired 06/19 15,158,270 14,434,410
15,158,270 14,434,410
Thompson Rivers LLC (0.3%)*^{(3) (5)}
Investment Funds & Vehicles 10% Member Interest, Acquired 06/20 1,500,000 1,499,435
1,500,000 1,499,435
Subtotal Affiliate Investments 16,658,270 15,933,845
Short-Term Investments:
BNY Mellon Investment Advisor, Inc.
(0.0%)*⁽⁵⁾
Money Market Fund Dreyfus Government Cash Management Fund (0.1% yield) 66,771 66,771
66,771 66,771
Federated Investment Management Company (10.1%)*⁽⁶⁾
Money Market Fund Federated Government Obligation Fund (0.1% yield) 49,454,205 49,454,205
49,454,205 49,454,205
HSBC Holdings PLC (0.4%)*⁽⁵⁾
Money Market Fund HSBC Funds U.S. Government Money Market Fund (0.1% yield) 2,000,000 2,000,000
2,000,000 2,000,000
JPMorgan Chase & Co. (1.3%)*^{(5) (6)}
Money Market Fund JPMorgan Prime Money Market Fund (0.4% yield) 6,525,500 6,525,148
6,525,500 6,525,148
Subtotal Short-Term Investments 58,046,476 58,046,124
Total Investments, June 30, 2020 (210.8%)* $ 1,053,855,836 $ 1,107,751,535 $ 1,034,041,032


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Utac Ceram (1.4%)*(3) (7) (8)	Business Services	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 09/20, Due 09/27)(15)	$	1,762,949	$	1,701,654	$	1,714,468
		First Lien Senior Secured Term Loan (LIBOR + 5.75%, 5.8% Cash, Acquired 02/21, Due 09/27)(10)	8,491,000		8,288,343		8,257,498
			10,253,949		9,989,997		9,971,966

Validity, Inc. (0.7%)*(7) (8) (9)	IT Consulting & Other Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.9% Cash, Acquired 07/19, Due 05/25)	5,013,118		4,891,028		4,767,474
			5,013,118		4,891,028		4,767,474

W2O Holdings, Inc. (0.0%)* (7) (8)	Healthcare Technology	Undrawn Delayed Draw Term Loan (LIBOR + 5.0%, 5.0% Cash, Acquired 10/20, Due 06/25)	—		(111,213)		—
			—		(111,213)		—

Winebow Group, LLC, (The) (2.3%)*(8) (9)	Consumer Goods	First Lien Senior Secured Term Loan (LIBOR + 3.75%, 4.8% Cash, Acquired 11/19, Due 07/21)	10,599,445		10,355,135		10,472,252
		Second Lien Senior Secured Term Loan (LIBOR + 7.5%, 8.5% Cash, Acquired 10/19, Due 01/22)	7,141,980		6,125,843		6,427,782
			17,741,425		16,480,978		16,900,034

World 50, Inc. (1.7%)*(7) (8) (9)	Professional Services	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 01/20, Due 01/26)	3,304,887		3,214,069		3,304,887
		First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 09/20, Due 01/26)	9,077,684		8,890,933		8,896,130
			12,382,571		12,105,002		12,201,017

Subtotal Non–Control / Non–Affiliate Investments (192.6%)			1,430,510,004		1,389,212,763		1,401,742,025

Affiliate Investments: (4)
Jocassee Partners LLC (4.0%)*(3)	Investment Funds & Vehicles	9.1% Member Interest, Acquired 06/19			25,158,270		28,950,050
					25,158,270		28,950,050

JSC Tekers Holdings (0.7%)*(3) (7) (20)	Real Estate Management	Preferred Stock (9,159,085 shares, Acquired 12/20)			4,753,000		4,945,906
		Common Stock (3,201 shares, Acquired 12/20)			—		—
					4,753,000		4,945,906

Security Holdings B.V. (4.8%)*(3) (7) (20)	Electrical Engineering	Bridge Loan (5.0% PIK, Acquired 12/20, Due 05/22)	5,451,205		5,451,207		5,451,205
		Senior Subordinated Loan (3.1% PIK, Acquired 12/20, Due 05/22)	8,815,745		8,815,746		8,815,745
		Common Stock (1,099.5 shares, Acquired 12/20)			21,264,000		20,955,588
			14,266,950		35,530,953		35,222,538

Thompson Rivers LLC (4.3%)*(3)	Investment Funds & Vehicles	24.7% Member Interest, Acquired 06/20			30,000,000		31,311,180
					30,000,000		31,311,180

Subtotal Affiliate Investments (13.8%)			14,266,950		95,442,223		100,429,674

Control Investments:(5)
MVC Automotive Group Gmbh (1.9%)*(3) (7) (20)	Other Diversified Financial Services	Bridge Loan (6.0% Cash, Acquired 12/20, Due 12/21)	7,149,166		7,149,166		7,149,166
		Common Equity Interest (18,000 shares, Acquired 12/20)			9,553,000		6,922,044
			7,149,166		16,702,166		14,071,210

MVC Private Equity Fund LP (1.1%)*(3) (20)	Investment Funds & Vehicles	General Partnership Interest			224,978		194,174
		Limited Partnership Interest			8,899,284		7,646,750
					9,124,262		7,840,924

Waccamaw River LLC (0.6%)*(3)	Investment Funds & Vehicles	50% Member Interest, Acquired 02/21			4,500,000		4,474,228
					4,500,000		4,474,228

Subtotal Control Investments (3.6%)			7,149,166		30,326,428		26,386,362

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~June 30, 2020~~March 31, 2021

Foreign Currency Forward Contracts:
Description Notional Amount to be Purchased Notional Amount to be Sold Settlement Date Unrealized Appreciation (Depreciation)
Foreign currency forward contract (EUR) €1,215,998 $1,366,015 07/02/20 $ (267)
Foreign currency forward contract (EUR) $1,353,787 €1,215,998 07/02/20 (11,961)
Foreign currency forward contract (EUR) $569,769 €506,305 10/02/20 (52)
Foreign currency forward contract (GBP) £1,861,505 $2,289,223 07/02/20 10,854
Foreign currency forward contract (GBP) $2,298,265 £1,861,505 07/02/20 (1,812)
Foreign currency forward contract (GBP) £1,117,883 $1,380,590 10/02/20 1,394
Foreign currency forward contract (SEK) $57,195 571,416kr 07/02/20 (4,138)
Foreign currency forward contract (SEK) 571,416kr $61,196 07/02/20 137
Foreign currency forward contract (SEK) $51,626 481,556kr 10/02/20 (119)
Total Foreign Currency Forward Contracts, June 30, 2020 $ (5,964)


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Short-Term Investments:

BlackRock, Inc. (4.8%)*	Money Market Fund	BlackRock Liquidity Temporary Fund (0.05% yield)			$	35,001,688	$	34,998,190
					35,001,688		34,998,190

JPMorgan Chase & Co. (5.3%)*	Money Market Fund	JPMorgan Prime Money Market Fund (0.09% yield)			38,567,486		38,567,486
					38,567,486		38,567,486

Subtotal Short-Term Investments (10.1%)					73,569,174		73,565,676

Total Investments, March 31, 2021 (220.1%)*			$	1,451,926,120	$	1,588,550,588	$	1,602,123,737

Derivative Instruments


Credit Support Agreement(a)(b)(d)
Description	Counter Party	Settlement Date(c)	Notional Amount		Value		Unrealized Appreciation (Depreciation)
Credit Support Agreement	Barings LLC	01/01/31	$	23,000,000	$	12,000,000	$	(1,600,000)

Total Credit Support Agreement, March 31, 2021							$	(1,600,000)

(a) The Credit Support Agreement covers all of the investments acquired by the Company from MVC Capital, Inc. ("MVC") in connection with the MVC Acquisition (as defined in “Note 1 – Organization, Business and Basis of Presentation”) and any investments received by the Company in connection with the restructuring, amendment, extension or other modification (including the issuance of new securities) of any of the investments acquired by the Company from MVC in connection with the MVC Acquisition (collectively, the “Reference Portfolio”). Each investment that is included in the Reference Portfolio is denoted in the above Schedule of Investments with footnote (20).

(b) The Company and Barings LLC entered into a Credit Support Agreement pursuant to which Barings LLC agreed to provide credit support to the Company in the amount of up to $23.0 million.

(c) Settlement Date means the earlier of (1) January 1, 2031 and (2) the date on which the entire Reference Portfolio has been realized or written off.

(d) See “Note 2 – Agreements and Related Party Transactions” for additional information regarding the Credit Support Agreement.


Foreign Currency Forward Contracts:
Description	Notional Amount to be Purchased	Notional Amount to be Sold	Settlement Date	Unrealized Appreciation (Depreciation)
Foreign currency forward contract (AUD)	$785,238	A$1,013,380	04/06/21	$	13,397
Foreign currency forward contract (AUD)	A$1,013,380	$773,688	04/06/21	(1,847)
Foreign currency forward contract (AUD)	$545,678	A$714,511	07/07/21	1,269

Foreign currency forward contract (EUR)	€5,800,000	$6,809,925	04/01/21	6,812
Foreign currency forward contract (EUR)	$16,496,839	€13,762,578	04/06/21	321,689
Foreign currency forward contract (EUR)	€13,762,578	$16,201,506	04/06/21	(26,356)
Foreign currency forward contract (EUR)	$24,184,783	€20,518,045	07/07/21	22,423

Foreign currency forward contract (GBP)	$33,170,791	£24,072,758	04/06/21	(42,405)
Foreign currency forward contract (GBP)	£24,072,758	$33,277,695	04/06/21	(64,500)
Foreign currency forward contract (GBP)	$3,289,859	£2,388,498	07/07/21	(6,517)

Foreign currency forward contract (SEK)	$164,325	1,356,628kr	04/06/21	8,682
Foreign currency forward contract (SEK)	1,356,628kr	$156,117	04/06/21	(475)
Foreign currency forward contract (SEK)	$176,315	1,530,825kr	07/07/21	533
Total Foreign Currency Forward Contracts, March 31, 2021				$	232,705

* Fair value as a percentage of net assets.

(1)All debt investments are income producing, unless otherwise noted. Equity and any equity-linked investments are non-income producing, unless otherwise noted. The Company's Board of Directors (the "Board") determined in good faith that all investments were valued at fair value in accordance with the Company's valuation policies and procedures and the Investment Company Act of 1940, as amended, (the "1940 Act") based on, among other things, the input of the Company's external investment adviser, Barings LLC ("Barings"), the Company’s Audit Committee and an independent valuation ~~firm~~firms that ~~has~~have been engaged to assist in the valuation of the Company's ~~senior secured,~~ middle-market investments. In addition, all debt investments are variable rate investments unless otherwise noted. Index-based floating interest rates are generally subject to a contractual minimum interest rate. A majority of the variable rate loans in the Company's investment portfolio bear interest at a rate that may be determined by reference to ~~either~~ LIBOR, EURIBOR, GBP LIBOR, BBSY, STIBOR or an alternate Base Rate (commonly based on the Federal Funds Rate or the Prime Rate), which typically reset semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan.

(2)All of the Company’s portfolio company investments (including joint venture and short-term investments), which as of ~~June 30, 2020~~March 31, 2021 represented ~~211%~~220.1% of the Company’s net assets, are subject to legal restrictions on sales. The acquisition date represents the date of the Company's initial investment in the relevant portfolio company.

(3)Investment is not a qualifying investment as defined under Section 55(a) of the 1940 Act. Non-qualifying assets ~~represent 17.4% of total~~represent 25.5% of total investments at fair value as of ~~June 30, 2020.~~March 31, 2021. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets. If at any time qualifying assets do not represent at least 70% of the Company's total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).

~~(4)Non-accrual investment.~~

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

March 31, 2021

~~(5)~~Some or all of the investment is or will be encumbered as security for the Company's credit facility entered into in February 2019 (and subsequently amended in December 2019) with ING Capital LLC (the "February 2019 Credit Facility").

~~(6)Some or all of the investment is encumbered as security for the Company's $449.3 million term debt securitization entered into in May 2019 (the "Debt Securitization").~~

~~(7)The fair value of the investment was determined using significant unobservable inputs.~~

~~(8)Debt investment includes interest rate floor feature~~

~~(9)~~(4)As defined in the 1940 Act, the Company is deemed to be an “affiliated person” of the portfolio company as the Company owns between 5% or more, up to 25% (inclusive), of the portfolio company's voting securities (“non-controlled affiliate”). Transactions related to investments in non-controlled ~~affiliates~~"Affiliate Investments" for the ~~six~~three months ended ~~June 30, 2020~~March 31, 2021 were as follows:


					Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)			Amount of Interest or Dividends Credited to Income(b)			December 31, 2019 Value			Gross Additions (c)			Gross Reductions (d)			June 30, 2020 Value						Amount of Realized Gain (Loss)			Amount of Unrealized Gain (Loss)			Amount of Interest or Dividends Credited to Income(b)			December 31, 2020 Value			Gross Additions (c)			Gross Reductions (d)			March 31, 2021 Value
Portfolio Company	Portfolio Company	Type of Investment(a)																						Amount of Unrealized Gain (Loss)		Amount of Interest or Dividends Credited to Income(b)																							December 31, 2020 Value		Gross Additions (c)	Gross Reductions (d)	March 31, 2021 Value
Advantage Insurance, Inc.(e)																						Advantage Insurance, Inc.(e)	Preferred Stock (587,001 shares)						$	(76,631)		$	—		$	71,500		$	5,946,641		$	—		$	5,946,641		$	—
																									(76,631)			—			71,500			5,946,641			—			5,946,641			—

Jocassee Partners LLC																						Jocassee Partners LLC	9.1% Member Interest		—			1,326,230			—			22,623,820			6,326,230			—			28,950,050
	Jocassee Partners LLC	9.1% Member Interest	$	—					$	(795,403)		$	—		$	10,229,813		$	5,000,000		$		795,403			$	14,434,410					—			1,326,230			—			22,623,820			6,326,230			—			28,950,050
			—		(795,403)		—			10,229,813			5,000,000			795,403			14,434,410
JSC Tekers Holdings(e)																						JSC Tekers Holdings(e)	Common Stock (3,201 shares)		—			192,909			—			4,753,000			192,909			3			4,945,906
																							Preferred Stock (9,159,085 shares)		—			—			—			—			—			—			—
																									—			192,909			—			4,753,000			192,909			3			4,945,906

Security Holdings B.V(e)																						Security Holdings B.V(e)	Bridge Loan (5.0% PIK 5/31/2021)		—			—			68,140			5,187,508			263,697			—			5,451,205
																							Senior Subordinated Loan (3.1% PIK)		—			—			68,322			8,746,454			69,291			—			8,815,745
																							Common Equity Interest		—			(373,782)			—			21,329,370			—			373,782			20,955,588
																									—			(373,782)			136,462			35,263,332			332,988			373,782			35,222,538

Thompson Rivers LLC	Thompson Rivers LLC	10% Member Interest	—		(565)		—			—			1,500,000			565			1,499,435			Thompson Rivers LLC	24.7% Member Interest		—			1,299,340			—			10,011,840			21,299,340			—			31,311,180
			—		(565)		—			—			1,500,000			565			1,499,435
Thompson Rivers LLC																						Thompson Rivers LLC			—			1,299,340			—			10,011,840			21,299,340			—			31,311,180

Total Affiliate Investments	Total Affiliate Investments				$	—	$	(795,968)		$	—		$	10,229,813		$	6,500,000		$	795,968			$	15,933,845	Total Affiliate Investments					$	(76,631)		$	2,444,697		$	207,962		$	78,598,633		$	28,151,467		$	6,320,426		$	100,429,674

(a) Equity and equity-linked investments are non-income producing, unless otherwise noted.

(b) Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Affiliate category.

(c) Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments. Gross additions also include net increases in unrealized appreciation or net decreases in unrealized depreciation.

(d) Gross reductions include decreases in the total cost basis of investments resulting from principal repayments or sales. Gross reductions also include net increases in unrealized depreciation or net decreases in unrealized appreciation.

(e) The fair value of the investment was determined using significant unobservable inputs.

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

March 31, 2021

(5) As defined in the 1940 Act, the Company is deemed to be both an “affiliated person” and “control” the portfolio company because it owns more than 25% of the portfolio company’s outstanding voting securities or it has the power to exercise control over the management or policies of such portfolio company (including through a management agreement). Transactions as of and during the three months ended March 31, 2021 in which the portfolio company is deemed to be a "Control Investment" of the Company are as follows:


		Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)		Amount of Interest or Dividends Credited to Income(b)		December 31, 2020 Value		Gross Additions (c)		Gross Reductions (d)		March 31, 2021 Value
Portfolio Company	Type of Investment(a)
MVC Automotive Group GmbH(e)	Common Equity Interest	$	—	$	(2,660,324)	$	—	$	9,582,368	$	—	$	2,660,324	$	6,922,044
	Bridge Loan (6.0% PIK 12/31/2021)	—		—		107,237		7,149,166		—		—		7,149,166
		—		(2,660,324)		107,237		16,731,534		—		2,660,324		14,071,210

MVC Private Equity Fund LP(e)	Limited Partnership Interest	—		(1,252,534)		—		8,899,284		—		1,252,534		7,646,750
	General Partnership Interest	—		(30,804)		160,113		224,978		—		30,804		194,174
		—		(1,283,338)		160,113		9,124,262		—		1,283,338		7,840,924
Waccamaw River LLC	50% Member Interest	—		(25,772)		—		—		4,500,000		25,772		4,474,228
		—		(25,772)		—		—		4,500,000		25,772		4,474,228

Total Control Investments		$	—	$	(3,969,434)	$	267,350	$	25,855,796	$	4,500,000	$	3,969,434	$	26,386,362

(a) Equity and equity-linked investments are non-income producing, unless otherwise noted.

(b) Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Control category.

(e) The fair value of the investment was determined using significant unobservable inputs.

(6)Some or all of the investment is or will be encumbered as security for the Company's $800.0 million senior secured credit facility with ING Capital LLC initially entered into in February 2019 (as amended, restated and otherwise modified from time to time, the "February 2019 Credit Facility").

(7)The fair value of the investment was determined using significant unobservable inputs.

(8)Debt investment includes interest rate floor feature.

(9)The interest rate on these loans is subject to 1 Month LIBOR, which as of March 31, 2021 was 0.11113%.

(10)The interest rate on these loans is subject to 2 Month LIBOR, which as of March 31, 2021 was 0.13363%.

(11)The interest rate on these loans is subject to 3 Month LIBOR, which as of March 31, 2021 was 0.19425%.

(12)The interest rate on these loans is subject to 6 Month LIBOR, which as of March 31, 2021 was 0.20525%.

(13)The interest rate on these loans is subject to 3 Month GBP LIBOR, which as of March 31, 2021 was 0.08788%.

(14)The interest rate on these loans is subject to 6 Month GBP LIBOR, which as of March 31, 2021 was 0.11275%.

(15)The interest rate on these loans is subject to 3 Month EURIBOR, which as of March 31, 2021 was -0.53800%.

(16)The interest rate on these loans is subject to 6 Month EURIBOR, which as of March 31, 2021 was -0.50900%.

(17)The interest rate on these loans is subject to 3 Month STIBOR, which as of March 31, 2021 was -0.01100%.

(18)The interest rate on these loans is subject to 1 Month BBSY, which as of March 31, 2021 was 0.01470%.

(19)The interest rate on these loans is subject to 12 Month LIBOR, which as of March 31, 2021 was 0.28313%.

(20)Investment was purchased as part of the MVC Acquisition and is part of the Reference Portfolio for purposes of the Credit Support Agreement.

(21)In 2017, MVC received $5.7 million of 9.5% second lien callable notes due in 2025, in lieu of an escrow to satisfy any indemnification claims associated with MVC’s sale of its equity investment in U.S. Gas & Electric. Effective January 1, 2018, the cost basis of the U.S. Gas second lien loan was decreased by approximately $3.0 million due to a working capital adjustment. This loan is still subject to indemnification adjustments.

See accompanying notes.

1719

Barings BDC, Inc.

Consolidated Schedule of Investments

December 31, ~~2019~~2020

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
Non–Control / Non–Affiliate Investments:
1WorldSync, Inc. (3.9%)*^{(5) (7) (8)}
IT Consulting & Other Services First Lien Senior Secured Term Loan (LIBOR + 7.25%, 9.2% Cash, Acquired 07/19, Due 07/25) $ 22,445,913 $ 22,024,832 $ 22,000,839
22,445,913 22,024,832 22,000,839
24 Hour Fitness Worldwide, Inc. (0.6%)*^{(4) (6) (8)}
Leisure Facilities First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 08/18, Due 05/25) 4,612,441 4,652,772 3,475,889
4,612,441 4,652,772 3,475,889
Accelerate Learning, Inc.
(1.3%)*⁽⁵⁾ ^{(7) (8)}
Education Services First Lien Senior Secured Term Loan (LIBOR + 4.5%, 6.4% Cash, Acquired 12/18, Due 12/24) 7,567,964 7,438,417 7,271,525
7,567,964 7,438,417 7,271,525
Accurus Aerospace Corporation (4.1%)*^{(5) (7) (8)}
Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 4.5%, 6.4% Cash, Acquired 10/18, Due 10/24) 24,750,000 24,442,153 23,423,629
24,750,000 24,442,153 23,423,629
Acrisure, LLC (0.9%)*^{(6) (8)}
Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 4.25%, 6.2% Cash, Acquired 08/18, Due 11/23) 4,961,929 4,986,542 4,968,131
4,961,929 4,986,542 4,968,131
ADMI Corp. (0.6%)*^{(6) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 08/18, Due 04/25) 3,447,500 3,458,266 3,449,672
3,447,500 3,458,266 3,449,672
Aftermath Bidco Corporation (2.1%)*^{(5) (7) (8)}
Professional Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 7.8% Cash, Acquired 04/19, Due 04/25) 12,259,030 12,010,502 12,016,813
12,259,030 12,010,502 12,016,813
AlixPartners LLP (0.9%)*^{(6) (8)}
Investment Banking & Brokerage First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 04/24) 4,961,735 4,980,608 4,985,005
4,961,735 4,980,608 4,985,005
Alliant Holdings LP (0.9%)*^{(6) (8)}
Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 09/18, Due 05/25) 4,922,531 4,929,349 4,919,775
4,922,531 4,929,349 4,919,775
American Dental Partners, Inc. (1.7%)*^{(5) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 4.25%, 6.2% Cash, Acquired 11/18, Due 03/23) 9,900,000 9,880,958 9,751,500
9,900,000 9,880,958 9,751,500
American Scaffold, Inc. (1.7%)*⁽⁵⁾ ^{(7) (8)}
Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.25%, 7.2% Cash, Acquired 09/19, Due 09/25) 9,784,844 9,574,185 9,576,821
9,784,844 9,574,185 9,576,821
Anju Software, Inc. (2.4%)*^{(5) (7) (8)}
Application Software First Lien Senior Secured Term Loan (LIBOR + 5.5%, 7.4% Cash, Acquired 02/19, Due 02/25) 13,820,065 13,505,384 13,485,435
13,820,065 13,505,384 13,485,435
Apex Tool Group, LLC (1.2%)*^{(4) (6) (8)}
Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 5.5%, 7.3% Cash, Acquired 08/18, Due 08/24) 7,145,435 7,014,166 7,032,680
7,145,435 7,014,166 7,032,680
Applied Systems Inc. (0.9%)*^{(6) (8)}
Application Software First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.2% Cash, Acquired 09/19, Due 09/24) 4,963,321 4,993,617 4,978,360
4,963,321 4,993,617 4,978,360
AQA Acquisition Holding, Inc. (f/k/a SmartBear) (0.9%)*^{(5) (7) (8)}
High Tech Industries Second Lien Senior Secured Term Loan (LIBOR + 8.0%, 10.1% Cash, Acquired 10/18, Due 05/24) 4,959,088 4,857,998 4,859,316
4,959,088 4,857,998 4,859,316
Arch Global Precision LLC
(1.4%)*^{(5) (7) (8)}
Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 4.75%, 6.6% Cash, Acquired 04/19, Due 04/26) 8,285,058 8,160,532 8,202,739
8,285,058 8,160,532 8,202,739
Armstrong Transport Group (Pele Buyer, LLC ) (0.8%)*^{(5) (7) (8)}
Air Freight & Logistics First Lien Senior Secured Term Loan (LIBOR + 4.75%, 6.5% Cash, Acquired 06/19, Due 06/24) 4,679,427 4,581,840 4,575,617
4,679,427 4,581,840 4,575,617
Ascend Learning, LLC (0.9%)*^{(6) (8)}
IT Consulting & Other Services First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 09/18, Due 07/24) 4,961,928 4,971,130 4,989,864
4,961,928 4,971,130 4,989,864
Ascensus Specialties, LLC
(1.4%)*^{(5) (7) (8)}
Specialty Chemicals First Lien Senior Secured Term Loan (LIBOR + 4.75%, 6.4% Cash, Acquired 09/19, Due 09/26) 8,092,810 8,014,212 8,023,386
8,092,810 8,014,212 8,023,386

~~Barings BDC, Inc.~~

~~Consolidated Schedule of Investments — (Continued)~~

~~December 31, 2019~~

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
ASPEQ Heating Group LLC (1.8%)*^{(5) (7) (8)}
Building Products, Air and Heating First Lien Senior Secured Term Loan (LIBOR + 5.25%, 7.2% Cash, Acquired 11/19, Due 11/25) $ 10,535,858 $ 10,381,002 $ 10,403,101
10,535,858 10,381,002 10,403,101
AssuredPartners Capital, Inc. (0.9%)*^{(6) (8)}
Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 08/18, Due 10/24) 4,957,568 4,966,915 4,968,722
4,957,568 4,966,915 4,968,722
Auxi International (1.0%)*^{(3) (5) (7) (8)}
Commercial Finance First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/19, Due 12/26) 5,578,822 5,359,131 5,429,359
5,578,822 5,359,131 5,429,359
Avantor, Inc. (0.3%)*^{(3) (6) (8)}
Health Care Equipment First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 08/18, Due 11/24) 1,477,017 1,494,467 1,489,320
1,477,017 1,494,467 1,489,320
Aveanna Healthcare Holdings, Inc. (0.8%)*^{(6) (8)}
Health Care Facilities First Lien Senior Secured Term Loan (LIBOR + 4.25%, 6.0% Cash, Acquired 10/18, Due 03/24) 1,473,559 1,457,678 1,415,545
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 7.3% Cash, Acquired 10/18, Due 03/24) 3,529,748 3,530,607 3,400,700
5,003,307 4,988,285 4,816,245
AVSC Holding Corp. (1.4%)*^{(4) (5) (6) (8)}
Advertising First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.1% Cash, Acquired 08/18, Due 03/25) 7,879,699 7,843,898 7,840,301
7,879,699 7,843,898 7,840,301
Bausch Health Companies Inc. (0.8%)*^{(3) (6) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.7% Cash, Acquired 08/18, Due 05/25) 4,581,718 4,600,701 4,604,627
4,581,718 4,600,701 4,604,627
BDP International, Inc. (f/k/a BDP Buyer, LLC) (4.3%)*^{(5) (7) (8)}
Air Freight & Logistics First Lien Senior Secured Term Loan (LIBOR + 4.75%, 6.7% Cash, Acquired 12/18, Due 12/24) 24,750,000 24,326,180 24,449,263
24,750,000 24,326,180 24,449,263
Benify (Bennevis AB)
(0.2%)*^{(3) (5) (7) (8)}
High Tech Industries First Lien Senior Secured Term Loan (STIBOR + 5.75%, 5.85% Cash, Acquired 07/19, Due 07/26) 1,394,029 1,363,957 1,373,219
1,394,029 1,363,957 1,373,219
Berlin Packaging LLC
(1.5%)*^{(4) (5) (6) (8)}
Forest Products /Containers First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.7% Cash, Acquired 08/18, Due 11/25) 8,372,500 8,389,597 8,297,734
8,372,500 8,389,597 8,297,734
Blackhawk Network Holdings Inc. (0.9%)*^{(6) (8)}
Data Processing & Outsourced Services First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 11/18, Due 06/25) 4,962,217 4,962,217 4,957,056
4,962,217 4,962,217 4,957,056
Brown Machine Group Holdings, LLC (0.9%)*^{(5) (7) (8)}
Industrial Equipment First Lien Senior Secured Term Loan (LIBOR + 5.25%, 7.2% Cash, Acquired 10/18, Due 10/24) 5,286,022 5,231,847 5,016,305
5,286,022 5,231,847 5,016,305
Cadent, LLC (f/k/a Cross MediaWorks) (1.4%)*^{(5) (7) (8)}
Media & Entertainment First Lien Senior Secured Term Loan (LIBOR + 5.25%, 7.0% Cash, Acquired 09/18, Due 09/23) 7,866,556 7,806,344 7,827,224
7,866,556 7,806,344 7,827,224
Capital Automotive LLC (0.9%)*^{(6) (8)}
Automotive Retail First Lien Senior Secured Term Loan (LIBOR + 2.5%, 4.3% Cash, Acquired 09/18, Due 03/24) 4,987,277 4,999,916 4,998,199
4,987,277 4,999,916 4,998,199
CM Acquisitions Holdings Inc. (f/k/a Campaign Monitor (UK) Limited) (3.5%)*^{(5) (7) (8)}
Internet & Direct Marketing
First Lien Senior Secured Term Loan (LIBOR + 4.75%, 6.5% Cash, Acquired 05/19, Due 05/25) 20,537,685 20,188,267 20,161,398
20,537,685 20,188,267 20,161,398
Confie Seguros Holding II Co. (0.4%)*^{(5) (7) (8)}
Insurance Brokerage Services Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 10.4% Cash, Acquired 10/19, Due 11/25) 2,500,000 2,350,797 2,312,500
2,500,000 2,350,797 2,312,500
Contabo Finco S.À R.L (0.9%)*^{(3) (5) (7) (8)}
Internet Software and Services First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.75% Cash, Acquired 10/19, Due 10/26) 5,069,246 4,853,087 4,900,448
5,069,246 4,853,087 4,900,448
Container Store Group, Inc., (The) (0.5%)*^{(6) (7) (8)}
Retail First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.8% Cash, Acquired 09/18, Due 09/23) 2,929,197 2,931,249 2,753,445
2,929,197 2,931,249 2,753,445
Core & Main LP (0.7%)*^{(6) (8)}
Building Products First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 08/24) 3,979,695 3,995,692 3,978,024
3,979,695 3,995,692 3,978,024

~~Barings BDC, Inc.~~

~~Consolidated Schedule of Investments — (Continued)~~

~~December 31, 2019~~

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
CPG Intermediate LLC (0.4%)*^{(6) (8)}
Specialty Chemicals First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 08/18, Due 11/24) $ 2,110,623 $ 2,112,734 $ 2,122,506
2,110,623 2,112,734 2,122,506
CPI International Inc. (0.8%)*^{(6) (8)}
Electronic Components First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 09/18, Due 07/24) 4,747,070 4,753,808 4,557,187
4,747,070 4,753,808 4,557,187
Dart Buyer, Inc. (1.8%)*^{(3) (5) (7) (8)}
Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.25%, 7.2% Cash, Acquired 04/19, Due 04/25) 10,571,782 10,307,197 10,315,912
10,571,782 10,307,197 10,315,912
Dimora Brands, Inc. (0.5%)*^{(6) (8)}
Building Products First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 08/18, Due 08/24) 2,941,442 2,944,373 2,919,381
2,941,442 2,944,373 2,919,381
Distinct Holdings, Inc. (1.3%)*^{(5) (7) (8)}
Systems Software First Lien Senior Secured Term Loan (LIBOR + 4.75%, 6.7% Cash, Acquired 04/19, Due 12/23) 7,592,719 7,509,950 7,519,228
7,592,719 7,509,950 7,519,228
Duff & Phelps Corporation (1.2%)*^{(4) (6) (8)}
Research & Consulting Services First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.0% Cash, Acquired 09/18, Due 02/25) 6,754,286 6,769,081 6,725,310
6,754,286 6,769,081 6,725,310
Edelman Financial Center, LLC, The (f/k/a Edelman Financial Group, Inc.) (0.9%)*^{(6) (8)}
Investment Banking & Brokerage First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.0% Cash, Acquired 09/18, Due 07/25) 4,962,406 4,999,143 4,986,176
4,962,406 4,999,143 4,986,176
Endo International PLC (1.3%)*^{(3) (4) (6) (8)}
Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 4.25%, 6.1% Cash, Acquired 09/18, Due 04/24) 7,878,788 7,939,415 7,524,242
7,878,788 7,939,415 7,524,242
Exeter Property Group, LLC (2.2%)*^{(5) (7) (8)}
Real Estate First Lien Senior Secured Term Loan (LIBOR + 4.5%, 6.2% Cash, Acquired 02/19, Due 08/24) 12,437,500 12,276,532 12,351,037
12,437,500 12,276,532 12,351,037
ExGen Renewables IV, LLC (f/k/a Exelon Corp.) (0.5%)*^{(3) (6) (8)}
Electric Utilities First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.9% Cash, Acquired 09/18, Due 11/24) 2,865,257 2,888,576 2,822,278
2,865,257 2,888,576 2,822,278
Eyemart Express (0.6%)*^{(6) (8)}
Retail First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 08/18, Due 08/24) 3,452,217 3,462,081 3,456,463
3,452,217 3,462,081 3,456,463
Fieldwood Energy LLC
(1.5%)*^{(4) (5) (6) (8)}
Oil & Gas Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 5.25%, 7.2% Cash, Acquired 08/18, Due 04/22) 10,000,000 10,065,208 8,322,200
10,000,000 10,065,208 8,322,200
Filtration Group Corporation (0.8%)*^{(6) (8)}
Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 09/18, Due 03/25) 4,774,230 4,804,208 4,788,840
4,774,230 4,804,208 4,788,840
Flex Acquisition Holdings, Inc. (1.7%)*^{(4) (5) (6) (8)}
Paper Packaging First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.3% Cash, Acquired 08/18, Due 06/25) 9,782,731 9,800,160 9,695,077
9,782,731 9,800,160 9,695,077
Frazer Consultants, LLC (d/b/a Tribute Technology) (1.3%)*^{(5) (7) (8)}
Software Services First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.7% Cash, Acquired 11/19, Due 08/23) 7,742,985 7,667,700 7,684,869
7,742,985 7,667,700 7,684,869
Graftech International Ltd. (1.6%)*^{(3) (4) (6) (7) (8)}
Specialty Chemicals First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 08/18, Due 02/25) 9,013,889 9,081,525 8,980,087
9,013,889 9,081,525 8,980,087
Gulf Finance, LLC (0.1%)*^{(4) (8)}
Oil & Gas Exploration & Production First Lien Senior Secured Term Loan (LIBOR + 5.25%, 7.0% Cash, Acquired 10/18, Due 08/23) 1,058,979 920,988 826,003
1,058,979 920,988 826,003
Harbor Freight Tools USA Inc.(1.0%)*^{(6) (8)}
Specialty Stores First Lien Senior Secured Term Loan (LIBOR + 2.5%, 4.3% Cash, Acquired 08/18, Due 08/23) 5,979,675 5,931,148 5,951,870
5,979,675 5,931,148 5,951,870
Hayward Industries, Inc.
(1.4%)*^{(4) (6) (8)}
Leisure Products First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 08/18, Due 08/24) 8,221,922 8,247,578 8,147,924
8,221,922 8,247,578 8,147,924


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Non–Control / Non–Affiliate Investments:

1WorldSync, Inc. (4.0%)*(7) (9) (12)	IT Consulting & Other Services	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 07/19, Due 07/25)	$	29,000,000	$	28,490,102	$	28,420,000
			29,000,000		28,490,102		28,420,000

Accelerate Learning, Inc. (1.0%)*(7) (9) (12)	Education Services	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/18, Due 12/24)	7,567,965		7,461,410		7,258,435
			7,567,965		7,461,410		7,258,435

Accurus Aerospace Corporation (2.9%)*(7) (9) (12)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 10/18, Due 10/24)	24,500,000		24,251,575		20,506,500
			24,500,000		24,251,575		20,506,500

ADE Holding (d/b/a AD Education) (0.8%)*(3) (7) (9) (19)	Education Services	First Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 01/20, Due 01/27)	5,459,746		4,977,557		5,459,746
			5,459,746		4,977,557		5,459,746

AEP Holdings, Inc. (1.8%)*(7) (9)	Wholesale	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 6.8% Cash, Acquired 11/20, Due 11/25) (18)	4,362,794		4,143,810		4,275,538
		First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/20, Due 11/25) (12)	8,902,516		8,727,725		8,724,466
			13,265,310		12,871,535		13,000,004

Aftermath Bidco Corporation (1.3%)* (7) (9) (12)	Professional Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 04/19, Due 04/25)	9,425,284		9,265,301		9,335,155
			9,425,284		9,265,301		9,335,155

Ahead DB Borrower, LLC. (0.3%)*(7) (9) (12)	Technology Distributors	Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 9.5% Cash, Acquired 10/20, Due 10/28)	2,139,295		2,076,161		2,075,117
			2,139,295		2,076,161		2,075,117

Air Canada 2020-2 Class B Pass Through Trust (1.1%)*	Airlines	Structured Secured Note - Class B (9.0% Cash, Acquired 09/20, Due 10/25)	7,500,000		7,500,000		8,077,169
			7,500,000		7,500,000		8,077,169

American Dental Partners, Inc. (1.3%)*(7) (9) (12)	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 11/18, Due 03/23)	9,800,000		9,786,672		9,396,240
			9,800,000		9,786,672		9,396,240

American Scaffold, Inc. (1.3%)*(7) (9) (12)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 09/19, Due 09/25)	9,686,750		9,509,443		9,686,750
			9,686,750		9,509,443		9,686,750

Anagram Holdings, LLC (2.2%)*(3)	Chemicals, Plastics, & Rubber	First Lien Senior Secured Note (10.0% Cash, 5.0% PIK, Acquired 08/20, Due 08/25)	13,673,780		12,565,289		15,588,108
			13,673,780		12,565,289		15,588,108

Anchorage Capital CLO Ltd: Series 2013-1A (0.3%)*(3) (9) (12)	Structured Finance	Structured Secured Note - Class DR (LIBOR + 6.8%, 7.0% Cash, Acquired 03/20, Due 10/30)	2,000,000		1,743,066		2,000,156
			2,000,000		1,743,066		2,000,156

Anju Software, Inc. (1.9%)*(7) (12)	Application Software	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.4% Cash, Acquired 02/19, Due 02/25)	13,701,182		13,442,543		13,385,963
			13,701,182		13,442,543		13,385,963

Apex Bidco Limited (0.3%)*(3) (7)	Business Equipment & Services	First Lien Senior Secured Term Loan (GBP LIBOR + 6.50%, 7.0% Cash, Acquired 01/20, Due 01/27) (9) (15)	1,992,033		1,851,359		1,950,974
		Subordinated Senior Unsecured Term Loan (8.0% PIK, Acquired 01/20, Due 07/27)	258,955		241,837		253,618
			2,250,988		2,093,196		2,204,592

AQA Acquisition Holding, Inc. (f/k/a SmartBear) (0.7%)*(7) (9) (12)	High Tech Industries	Second Lien Senior Secured Term Loan (LIBOR + 8.0%, 9.0% Cash, Acquired 10/18, Due 05/24)	4,959,088		4,877,581		4,959,088
			4,959,088		4,877,581		4,959,088

Arch Global Precision LLC (2.3%)*(7) (12)	Industrial Machinery	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.0% Cash, Acquired 04/19, Due 04/26)	16,649,218		16,496,045		16,557,510
			16,649,218		16,496,045		16,557,510

Archimede (0.4%)*(3) (7) (9) (17)	Consumer Services	First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 10/20, Due 10/27)	2,677,354		2,510,391		2,610,420
			2,677,354		2,510,391		2,610,420

Argus Bidco Limited (0.8%)*(3) (7) (9) (15)	High Tech Industries	First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.8% Cash, Acquired 12/20, Due 12/27)	5,715,005		5,383,300		5,543,555
			5,715,005		5,383,300		5,543,555

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2019~~2020

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
Heartland, LLC (0.9%)*^{(5) (7) (8)}
Commercial Services & Supplies First Lien Senior Secured Term Loan (LIBOR + 4.75%, 6.7% Cash, Acquired 08/19, Due 08/25) $ 5,504,030 $ 5,260,931 $ 5,280,431
5,504,030 5,260,931 5,280,431
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.)) (1.2%)*^{(3) (5) (7) (8)}
Insurance First Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 09/19, Due 09/26) 6,948,082 6,633,562 6,713,253
6,948,082 6,633,562 6,713,253
Hertz Corporation (The) (1.0%)*^{(3) (6) (8)}
Rental & Leasing Services First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.6% Cash, Acquired 09/18, Due 06/23) 5,814,910 5,806,679 5,845,206
5,814,910 5,806,679 5,845,206
Holley Performance Products (Holley Purchaser, Inc.) (3.9%)*^{(5) (7) (8)}
Packaging First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.9% Cash, Acquired 10/18, Due 10/25) 22,309,650 22,020,784 22,015,260
22,309,650 22,020,784 22,015,260
Hub International Limited (0.9%)*^{(6) (8)}
Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.7% Cash, Acquired 08/18, Due 04/25) 4,962,217 4,966,855 4,955,666
4,962,217 4,966,855 4,955,666
HW Holdco, LLC (f/k/a Hanley Wood LLC) (1.3%)*^{(5) (7) (8)}
Advertising First Lien Senior Secured Term Loan (LIBOR + 6.25%, 8.1% Cash, Acquired 12/18, Due 12/24) 7,584,677 7,422,931 7,447,061
7,584,677 7,422,931 7,447,061
Hyland Software Inc. (0.9%)*^{(6) (8)}
Technology Distributors First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 09/18, Due 07/24) 4,962,312 5,001,673 4,984,046
4,962,312 5,001,673 4,984,046
Hyperion Materials & Technologies, Inc. (2.4%)*^{(5) (7) (8)}
Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 5.5%, 7.3% Cash, Acquired 08/19, Due 08/26) 13,995,753 13,751,206 13,873,283
13,995,753 13,751,206 13,873,283
IM Analytics Holding, LLC (d/b/a NVT) (1.6%)*^{(5) (7) (8)}
Electronic Instruments and Components First Lien Senior Secured Term Loan (LIBOR + 6.5%, 8.4% Cash, Acquired 11/19, Due 11/23) 9,292,112 9,201,220 9,222,019
Warrant (77,265 units, Acquired 11/19) — —
9,292,112 9,201,220 9,222,019
Immucor Inc. (0.4%)*^{(4) (8)}
Healthcare First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.9% Cash, Acquired 09/18, Due 06/21) 2,466,061 2,486,174 2,454,496
2,466,061 2,486,174 2,454,496
Infor Software Parent, LLC (0.9%)*^{(6) (8)}
Systems Software First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.7% Cash, Acquired 08/18, Due 02/22) 4,970,073 4,976,381 4,989,606
4,970,073 4,976,381 4,989,606
Institutional Shareholder Services, Inc. (0.8%)*^{(5) (7) (8)}
Diversified Support Services Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 10.4% Cash, Acquired 03/19, Due 03/27) 4,951,685 4,816,340 4,840,149
4,951,685 4,816,340 4,840,149
Internet Brands, Inc.(f/k/a Micro Holding Corp.) (0.7%)*^{(6) (8)}
Entertainment First Lien Senior Secured Term Loan (LIBOR + 3.75%, 5.5% Cash, Acquired 08/18, Due 09/24) 3,969,543 3,992,088 3,973,949
3,969,543 3,992,088 3,973,949
ION Trading Technologies Ltd. (2.5%)*^{(3) (4) (6) (8)}
Electrical Components & Equipment First Lien Senior Secured Term Loan (LIBOR + 4.0%, 6.1% Cash, Acquired 08/18, Due 11/24) 14,773,869 14,745,732 14,145,980
14,773,869 14,745,732 14,145,980
IRB Holding Corporation (0.7%)*^{(6) (8)}
Food Retail First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.2% Cash, Acquired 08/18, Due 02/25) 3,969,697 3,984,302 3,990,657
3,969,697 3,984,302 3,990,657
Jade Bidco Limited (4.2%)*^{(3) (5) (7) (8)}
Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.9% Cash, Acquired 11/19, Due 12/26) 20,933,517 20,363,170 20,377,010
First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 11/19, Due 12/26) 3,748,582 3,581,938 3,648,928
24,682,099 23,945,108 24,025,938
Jaguar Holding Company I
(0.9%)*^{(6) (8)}
Life Sciences Tools & Services First Lien Senior Secured Term Loan (LIBOR + 2.5%, 4.3% Cash, Acquired 08/18, Due 08/22) 4,922,680 4,923,566 4,945,620
4,922,680 4,923,566 4,945,620
Kenan Advantage Group Inc. (1.1%)*^{(4) (5) (6) (8)}
Trucking First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 08/18, Due 07/22) 6,203,297 6,200,149 6,145,172
6,203,297 6,200,149 6,145,172


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Armstrong Transport Group (Pele Buyer, LLC ) (1.0%)*(7) (9) (12)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 06/19, Due 06/24)	$	5,354,941	$	5,277,976	$	5,302,778
		First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 07/20, Due 06/24)	2,000,318		1,964,493		2,000,318
			7,355,259		7,242,469		7,303,096

Ascensus Specialties, LLC (1.0%)*(7) (9) (10)	Specialty Chemicals	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.9% Cash, Acquired 09/19, Due 09/26)	7,019,401		6,959,939		6,978,909
			7,019,401		6,959,939		6,978,909

ASPEQ Heating Group LLC (1.2%)* (7) (9) (12)	Building Products, Air & Heating	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 11/19, Due 11/25)	8,945,499		8,833,249		8,862,629
			8,945,499		8,833,249		8,862,629

Auxi International (0.2%)*(3) (7) (9) (19)	Commercial Finance	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 12/19, Due 12/26)	1,712,970		1,514,901		1,682,438
			1,712,970		1,514,901		1,682,438

AVSC Holding Corp. (1.4%)*(9) (12)	Advertising	First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, 0.25% PIK, Acquired 08/18, Due 03/25)	4,904,496		4,313,104		4,165,780
		First Lien Senior Secured Term Loan (LIBOR + 4.50%, 5.5% Cash, 1.0% PIK, Acquired 08/18, Due 03/25)	748,116		682,722		665,823
		First Lien Senior Secured Term Loan (5.0% Cash, 10.0% PIK, Acquired 11/20, Due 10/26)	4,951,086		4,816,560		5,668,994
			10,603,698		9,812,386		10,500,597

Bass Pro Group, LLC (0.3%)*(9) (12)	General Merchandise Stores	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 5.8% Cash, Acquired 03/20, Due 09/24)	1,979,540		1,793,950		1,983,083
			1,979,540		1,793,950		1,983,083

BDP International, Inc. (f/k/a BDP Buyer, LLC) (4.8%)*(7) (9) (12)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/18, Due 12/24)	34,937,500		34,387,459		34,238,750
			34,937,500		34,387,459		34,238,750

Beacon Pointe Advisors, LLC (0.1%)*(7) (9) (12)	Asset Manager & Custody Bank	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 03/20, Due 03/26)	631,591		611,703		631,591
			631,591		611,703		631,591

Benify (Bennevis AB) (0.2%)*(3) (7) (9) (20)	High Tech Industries	First Lien Senior Secured Term Loan (STIBOR + 5.25%, 5.3% Cash, Acquired 07/19, Due 07/26)	1,588,980		1,366,586		1,576,555
			1,588,980		1,366,586		1,576,555

Black Diamond Equipment Rentals LLC (1.2%)*(7) (23)	Equipment Rental	Second Lien Loan (12.5% Cash, Acquired 12/20, Due 06/22)	7,500,000		7,500,000		7,500,000
		Warrant (1.0 unit, Acquired 12/20)			847,000		847,000
			7,500,000		8,347,000		8,347,000

British Airways 2020-1 Class B Pass Through Trust (0.2%)*	Airlines	Structured Secured Note - Class B (8.4% Cash, Acquired 11/20, Due 11/28)	1,500,000		1,500,000		1,661,827
			1,500,000		1,500,000		1,661,827

British Engineering Services Holdco Limited (1.1%)*(3) (7) (9) (15)	Commercial Services & Supplies	First Lien Senior Secured Term Loan (GBP LIBOR + 5.25%, 5.5% Cash, Acquired 12/20, Due 12/27)	8,667,451		7,989,566		8,191,066
			8,667,451		7,989,566		8,191,066

Brown Machine Group Holdings, LLC (0.7%)*(7) (9) (12)	Industrial Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/18, Due 10/24)	5,286,022		5,241,933		5,286,022
			5,286,022		5,241,933		5,286,022

Cadent, LLC (f/k/a Cross MediaWorks) (1.0%)*(7) (9) (12)	Media & Entertainment	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 09/18, Due 09/23)	7,532,846		7,490,785		7,361,851
			7,532,846		7,490,785		7,361,851

Carlson Travel, Inc (1.0%)*	Business Travel Management	First Lien Senior Secured Note (6.8% Cash, Acquired 09/20, Due 12/25)	3,000,000		2,362,500		2,471,250
		Super Senior Senior Secured Term Loan (10.5% Cash, Acquired 12/20, Due 3/25)	4,239,000		4,149,608		4,376,768
		Common Stock (1,962 units, Acquired 11/20)(7)			88,290		68,670
			7,239,000		6,600,398		6,916,688

Carlyle Aviation Partners Ltd. (0.2%)*	Structured Finance	Structured Secured Note, Series 2019-2 - Class A (3.4% Cash, Acquired 3/20, Due 11/39)	912,844		826,343		863,003
		Structured Secured Note, Series 2018-2 - Class A (4.5% Cash, Acquired 3/20, Due 11/38)	432,194		391,920		408,302
			1,345,038		1,218,263		1,271,305

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2019~~2020

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
Kene Acquisition, Inc. (1.1%)*^{(5) (7) (8)}
Oil & Gas Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 4.25%, 6.2% Cash, Acquired 08/19, Due 08/26) $ 6,635,895 $ 6,488,912 $ 6,490,475
6,635,895 6,488,912 6,490,475
K-Mac Holdings Corp. (0.2%)*^{(6) (8)}
Restaurants First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 08/18, Due 03/25) 994,342 997,356 979,925
994,342 997,356 979,925
Kronos Inc. (1.1%)*^{(6) (8)}
Application Software First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.9% Cash, Acquired 08/18, Due 11/23) 5,998,096 6,018,120 6,024,727
5,998,096 6,018,120 6,024,727
LAC Intermediate, LLC (f/k/a Lighthouse Autism Center) (1.4%)*^{(5) (7) (8)}
Healthcare & Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 5.75%, 7.7% Cash, Acquired 10/18, Due 10/24) 7,887,705 7,666,906 7,550,895
Class A LLC Units (154,320 units, Acquired 10/18) 154,320 163,135
7,887,705 7,821,226 7,714,030
LTI Holdings, Inc. (1.9%)*^{(4) (6) (8)}
Industrial Conglomerates First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 09/18, Due 09/25) 11,850,000 11,906,192 10,610,016
11,850,000 11,906,192 10,610,016
Mallinckrodt Plc (0.5%)*^{(3) (4) (5) (6) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.9% Cash, Acquired 08/18, Due 09/24) 3,254,149 3,243,401 2,648,519
3,254,149 3,243,401 2,648,519
MB2 Dental Solutions, LLC (0.8%)*^{(5) (7) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.9% Cash, Acquired 09/19, Due 09/23) 4,723,425 4,670,058 4,671,419
4,723,425 4,670,058 4,671,419
Media Recovery, Inc. (0.6%)*^{(5) (7) (8)}
Containers, Packaging and Glass First Lien Senior Secured Term Loan (LIBOR + 5.75%, 7.7% Cash, Acquired 11/19, Due 11/25) 3,233,126 3,169,337 3,176,175
3,233,126 3,169,337 3,176,175
Men's Wearhouse, Inc. (The) (1.4%)*^{(4) (6) (8)}
Apparel Retail First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.9% Cash, Acquired 08/18, Due 04/25) 9,845,114 9,928,392 7,843,307
9,845,114 9,928,392 7,843,307
Nautilus Power, LLC (0.6%)*^{(6) (8)}
Independent Power Producers & Energy Traders First Lien Senior Secured Term Loan (LIBOR + 4.25%, 6.0% Cash, Acquired 09/18, Due 05/24) 3,220,650 3,234,041 3,206,157
3,220,650 3,234,041 3,206,157
NFP Corp. (1.5%)*^{(4) (6) (8)}
Specialized Finance First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 08/18, Due 01/24) 8,564,081 8,562,584 8,521,261
8,564,081 8,562,584 8,521,261
NGS US Finco, LLC (f/k/a Dresser Natural Gas Solutions) (2.1%)*^{(5) (7) (8)}
Energy Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 4.25%, 6.0% Cash, Acquired 10/18, Due 10/25) 11,994,231 11,943,470 11,870,574
11,994,231 11,943,470 11,870,574
NVA Holdings, Inc. (0.7%)*^{(6) (8)}
Health Care Facilities First Lien Senior Secured Term Loan (LIBOR + 2.75%, 6.5% Cash, Acquired 08/18, Due 02/25) 3,979,900 3,973,472 3,975,761
3,979,900 3,973,472 3,975,761
Omaha Holdings LLC (0.9%)*^{(6) (8)}
Auto Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 03/24) 4,961,929 4,991,732 4,961,929
4,961,929 4,991,732 4,961,929
Omnitracs, LLC (0.8%)*^{(6) (8)}
Application Software First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.7% Cash, Acquired 08/18, Due 03/25) 4,619,141 4,606,867 4,600,387
4,619,141 4,606,867 4,600,387
Options Technology Ltd.
(1.9%)*^{(3) (5) (7) (8)}
Computer Services First Lien Senior Secured Term Loan (LIBOR + 4.5%, 6.5% Cash, Acquired 12/19, Due 12/25) 11,090,100 10,810,546 10,838,484
11,090,100 10,810,546 10,838,484
Ortho-Clinical Diagnostics Bermuda Co. Ltd. (2.0%)*^{(4) (6) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.3% Cash, Acquired 08/18, Due 06/25) 11,286,170 11,289,852 11,142,722
11,286,170 11,289,852 11,142,722
Pare SAS (SAS Maurice MARLE) (2.4%)*^{(3) (5) (7) (8)}
Health Care Equipment First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 5.75% Cash, 1.0% PIK, Acquired 12/19, Due 12/26) 13,918,994 13,521,804 13,640,614
13,918,994 13,521,804 13,640,614
PAREXEL International Corp. (1.1%)*^{(4) (6) (8)}
Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.6% Cash, Acquired 09/18, Due 09/24) 6,680,843 6,655,192 6,544,821
6,680,843 6,655,192 6,544,821


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Centralis Finco S.a.r.l. (0.1%)*(3) (7) (9) (18)	Diversified Financial Services	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/20, Due 05/27)	$	867,913	$	732,995	$	867,913
			867,913		732,995		867,913

Cineworld Group PLC (1.1%)*(3) (9) (13)	Leisure Products	First Lien Senior Secured Term Loan (LIBOR + 2.50%, 2.8% Cash, Acquired 04/20, Due 02/25)	9,070,729		5,915,501		6,121,290
		Super Senior Secured Term Loan (7.0% Cash, 8.3% PIK, Acquired 11/20, Due 05/24)	1,618,242		1,446,976		1,920,318
		Warrants (553,375 units, Acquired 12/20)			101,602		166,416
			10,688,971		7,464,079		8,208,024

Classic Collision (Summit Buyer, LLC) (1.6%)*(7) (9) (12)	Auto Collision Repair Centers	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 01/20, Due 01/26)	12,006,341		11,774,075		11,820,664
			12,006,341		11,774,075		11,820,664

CM Acquisitions Holdings Inc. (3.4%)*(7) (9) (13)	Internet & Direct Marketing	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/19, Due 05/25)	24,655,278		24,287,477		24,196,657
			24,655,278		24,287,477		24,196,657

CMT Opco Holding, LLC (Concept Machine) (0.6%)*(7) (9) (12)	Distributors	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/20, Due 01/25)	4,425,935		4,351,646		4,097,088
		LLC Units (8,309 units, Acquired 01/20)			332,904		230,492
			4,425,935		4,684,550		4,327,580

Command Alkon (Project Potter Buyer, LLC) (3.0%)*(7) (9) (10)	Software	First Lien Senior Secured Term Loan (LIBOR + 8.25%, 9.3% Cash, Acquired 04/20, Due 04/27)	22,166,804		21,527,201		21,501,800
		Class A Units (90.384 units, Acquired 04/20)			90,384		93,510
		Class B Units (33,324.69 units, Acquired 04/20)			—		8,165
			22,166,804		21,617,585		21,603,475

Confie Seguros Holding II Co. (0.3%)*(9) (12)	Insurance Brokerage Services	Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 8.7% Cash, Acquired 10/19, Due 11/25)	2,500,000		2,370,563		2,233,600
			2,500,000		2,370,563		2,233,600

Contabo Finco S.À R.L (0.2%)*(3) (7) (9) (18)	Internet Software & Services	First Lien Senior Secured Term Loan (EURIBOR + 4.75%, 4.8% Cash, Acquired 10/19, Due 10/26)	1,483,377		1,310,386		1,454,918
			1,483,377		1,310,386		1,454,918

CSL DualCom (0.5%)*(3) (7) (9) (15)	Tele-communications	First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.6% Cash, Acquired 09/20, Due 09/27)	3,776,936		3,339,563		3,646,170
			3,776,936		3,339,563		3,646,170

Custom Alloy Corporation (4.8%)*(7) (23)	Manufacturer of Pipe Fittings & Forgings	Second Lien Loan (15.0% PIK, Acquired 12/20, Due 04/22)	39,391,300		31,434,257		31,434,257
		Revolver (15.0% PIK, Acquired 12/20, Due 04/21)	3,745,808		3,228,308		3,228,308
			43,137,108		34,662,565		34,662,565

Dart Buyer, Inc. (1.7%)*(3) (7) (9) (12)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 04/19, Due 04/25)	12,310,907		12,092,929		12,188,061
			12,310,907		12,092,929		12,188,061

Diamond Sports Group, LLC (0.1%)*(9) (10)	Broadcasting	First Lien Senior Secured Term Loan (LIBOR + 3.25%, 3.4% Cash, Acquired 03/20, Due 08/26)	989,975		790,536		872,208
			989,975		790,536		872,208

Discovery Education, Inc. (3.7%)*(7) (9) (10)	Publishing	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/20, Due 10/26)	27,000,000		26,538,991		26,527,500
			27,000,000		26,538,991		26,527,500

Distinct Holdings, Inc. (1.0%)*(7) (9) (10)	Systems Software	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 04/19, Due 12/23)	7,516,792		7,453,665		7,475,638
			7,516,792		7,453,665		7,475,638

DreamStart Bidco SAS (d/b/a SmartTrade) (0.3%)*(3) (7) (9) (19)	Diversified Financial Services	First Lien Senior Secured Term Loan (EURIBOR + 4.5%, 4.5% Cash, 1.8% PIK, Acquired 03/20, Due 03/27)	2,232,173		1,939,189		2,176,655
			2,232,173		1,939,189		2,176,655

Dukane IAS, LLC (0.6%)*(7) (23)	Welding Equipment Manufacturer	Second Lien Note (10.5% Cash, 2.5% PIK, Acquired 12/20, Due 12/24)	4,604,374		4,604,374		4,604,374
			4,604,374		4,604,374		4,604,374

Envision Healthcare Corp. (0.4%)*(9) (10)	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 3.75%, 3.9% Cash, Acquired 03/20, Due 10/25)	3,156,772		2,259,339		2,623,688
			3,156,772		2,259,339		2,623,688

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2019~~2020

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
Penn Engineering & Manufacturing Corp. (0.3%)*^{(6) (8)}
Industrial Conglomerates First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 06/24) $ 1,684,725 $ 1,696,539 $ 1,682,619
1,684,725 1,696,539 1,682,619
PeroxyChem Holdings, L.P.
(1.5%)*^{(5) (7) (8)}
Diversified Chemicals First Lien Senior Secured Term Loan (LIBOR + 5.0%, 7.1% Cash, Acquired 10/19, Due 09/24) 8,415,118 8,374,666 8,384,879
8,415,118 8,374,666 8,384,879
Phoenix Services International LLC (0.5%)*^{(6) (8)}
Steel First Lien Senior Secured Term Loan (LIBOR + 3.75%, 5.5% Cash, Acquired 08/18, Due 03/25) 2,954,887 2,964,982 2,757,885
2,954,887 2,964,982 2,757,885
PODS Enterprises, Inc. (0.9%)*^{(6) (8)}
Packaging First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 12/24) 4,961,943 4,975,275 4,982,088
4,961,943 4,975,275 4,982,088
Premier Technical Services Group (0.5%)*^{(3) (5) (7) (8)}
Construction & Engineering First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 7.5% Cash, Acquired 08/19, Due 08/26) 2,875,549 2,533,643 2,752,808
2,875,549 2,533,643 2,752,808
Pro Mach Inc. (1.0%)*^{(5) (6) (8)}
Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 08/18, Due 03/25) 5,909,774 5,893,603 5,847,013
5,909,774 5,893,603 5,847,013
ProAmpac Intermediate Inc. (1.7%)*^{(4) (6) (8)}
Packaged Foods & Meats First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.4% Cash, Acquired 08/18, Due 11/23) 9,846,482 9,857,895 9,680,372
9,846,482 9,857,895 9,680,372
Process Equipment, Inc. (1.1%)*^{(5) (7) (8)}
Industrial Air & Material Handling Equipment First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.9% Cash, Acquired 03/19, Due 03/25) 6,762,500 6,635,562 6,546,325
6,762,500 6,635,562 6,546,325
Professional Datasolutions, Inc. (PDI) (4.0%)*^{(5) (7) (8)}
Application Software First Lien Senior Secured Term Loan (LIBOR + 4.5%, 6.4% Cash, Acquired 03/19, Due 10/24) 23,158,008 23,120,723 22,879,936
23,158,008 23,120,723 22,879,936
PSC UK Pty Ltd. (0.6%)*^{(3) (5) (7) (8)}
Insurance Services First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 6.3% Cash, Acquired 11/19, Due 11/24) 3,625,921 3,396,509 3,494,295
3,625,921 3,396,509 3,494,295
Qlik Technologies Inc. (Alpha Intermediate Holding, Inc.) (0.9%)*^{(6) (8)}
Application Software First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.5% Cash, Acquired 08/18, Due 04/24) 4,974,555 4,974,727 4,977,689
4,974,555 4,974,727 4,977,689
Red Ventures, LLC (1.0%)*^{(6) (8)}
Advertising First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 09/18, Due 11/24) 5,954,774 5,985,039 5,990,919
5,954,774 5,985,039 5,990,919
RedPrairie Holding, Inc. (0.9%)*^{(6) (8)}
Computer Storage & Peripherals First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.6% Cash, Acquired 09/18, Due 10/23) 4,961,637 4,990,946 4,989,571
4,961,637 4,990,946 4,989,571
Renaissance Learning, Inc. (0.9%)*^{(6) (8)}
Application Software First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.0% Cash, Acquired 08/18, Due 05/25) 5,391,318 5,387,730 5,354,711
5,391,318 5,387,730 5,354,711
Reynolds Group Holdings Ltd. (0.9%)*^{(6) (8)}
Packaging First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 02/23) 4,961,637 4,979,527 4,973,297
4,961,637 4,979,527 4,973,297
Ruffalo Noel Levitz, LLC (1.7%)*^{(5) (7) (8)}
Media Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.9% Cash, Acquired 01/19, Due 05/22) 9,714,617 9,607,656 9,641,334
9,714,617 9,607,656 9,641,334
Scaled Agile, Inc. (0.9%)*^{(5) (7) (8)}
Research & Consulting Services First Lien Senior Secured Term Loan (LIBOR + 5.25%, 7.0% Cash, Acquired 06/19, Due 06/24) 4,986,980 4,940,603 4,941,809
4,986,980 4,940,603 4,941,809
SCI Packaging Inc. (0.9%)*^{(6) (8)}
Metal & Glass Containers First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.2% Cash, Acquired 08/18, Due 04/24) 4,961,832 4,952,139 4,940,149
4,961,832 4,952,139 4,940,149
Seadrill Ltd. (0.9%)*^{(3) (4) (8)}
Oil & Gas Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.9% Cash, Acquired 09/18, Due 02/21) 9,809,097 9,508,856 4,883,066
9,809,097 9,508,856 4,883,066


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Exeter Property Group, LLC (2.6%)*(7) (9) (10)	Real Estate	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 4.7% Cash, Acquired 02/19, Due 08/24)	$	19,363,647	$	19,100,177	$	18,976,374
			19,363,647		19,100,177		18,976,374

F24 (Stairway BidCo Gmbh) (0.3%)*(3) (7) (9) (18)	Software Services	First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 08/20, Due 08/27)	1,855,625		1,734,062		1,805,715
			1,855,625		1,734,062		1,805,715

FitzMark Buyer, LLC (0.5%)*(7) (9) (10)	Cargo & Transportation	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/20, Due 12/26)	3,529,412		3,429,854		3,429,412
			3,529,412		3,429,854		3,429,412

Foundation Risk Partners, Corp. (1.4%)*(7) (9) (12)	Financial Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 09/20, Due 11/23)	8,789,777		8,575,855		8,576,718
		Second Lien Senior Secured Term Loan (LIBOR + 8.50%, 9.5% Cash, Acquired 09/20, Due 11/24)	1,722,222		1,588,593		1,602,355
			10,511,999		10,164,448		10,179,073

GoldenTree Loan Opportunities IX, Limited: Series 2014-9A (0.2%)*(3) (9) (12)	Structured Finance	Structured Secured Note - Class DR2 (LIBOR + 3.0%, 3.2% Cash, Acquired 03/20, Due 10/29)	1,250,000		916,935		1,231,963
			1,250,000		916,935		1,231,963

GTM Intermediate Holdings, Inc. (0.9%)*(7) (23)	Medical Equipment Manufacturer	Second Lien Loan (11.0% Cash, 1.0% PIK, Acquired 12/20, Due 11/24)	5,115,750		5,064,593		5,064,593
		Common Stock (2 shares, Acquired 12/20)			1,078,778		1,078,778
			5,115,750		6,143,371		6,143,371

Gulf Finance, LLC (0.1%)*(9) (10)	Oil & Gas Exploration & Production	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/18, Due 08/23)	1,048,305		944,246		788,105
			1,048,305		944,246		788,105

Hawaiian Airlines 2020-1 Class B Pass Through Certificates (1.1%)*	Airlines	Structured Secured Note - Class B (11.3% Cash, Acquired 08/20, Due 09/25)	7,500,000		7,500,000		7,738,286
			7,500,000		7,500,000		7,738,286

Heartland, LLC (1.2%)*(7) (9) (12)	Commercial Services & Supplies	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 08/19, Due 08/25)	8,831,018		8,667,194		8,582,892
			8,831,018		8,667,194		8,582,892

Heilbron (f/k/a Sucsez (Bolt Bidco B.V.)) (1.6%)*(3) (7) (9)	Insurance	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 09/19, Due 09/26)(19)	10,413,655		9,216,174		10,266,128
		First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 07/20, Due 09/26) (18)	1,092,757		820,169		1,092,757
			11,506,412		10,036,343		11,358,885

Highbridge Loan Management Ltd: Series 2014A-19 (0.1%)*(3) (9) (12)	Structured Finance	Structured Secured Note - Class E (LIBOR + 6.75%, 7.0% Cash, Acquired 03/20, Due 07/30)	1,000,000		833,749		978,180
			1,000,000		833,749		978,180

Highpoint Global LLC (0.7%)*(7) (23)	Government Services	Second Lien Note (12.0% Cash, 2.0% PIK, Acquired 12/20, Due 09/22)	5,307,799		5,286,568		5,286,568
			5,307,799		5,286,568		5,286,568

Holley Performance Products (Holley Purchaser, Inc.) (2.4%)*(7) (9) (12)	Automotive Parts & Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 5.2% Cash, Acquired 10/18, Due 10/25)	16,936,387		16,754,221		16,936,387
			16,936,387		16,754,221		16,936,387

HTI Technology & Industries (1.70%)* (7) (23)	Electronic Component Manufacturing	Second Lien Note (12.0% Cash, 4.8% PIK, Acquired 12/20, Due 09/24)	12,619,964		12,115,165		12,115,165
			12,619,964		12,115,165		12,115,165

HW Holdco, LLC (Hanley Wood LLC) (1.0%)*(7) (9) (12)	Advertising	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 12/18, Due 12/24)	7,527,218		7,396,115		7,527,218
			7,527,218		7,396,115		7,527,218

Hyperion Materials & Technologies, Inc. (1.9%)*(7) (9) (12)	Industrial Machinery	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 08/19, Due 08/26)	13,855,795		13,643,767		13,700,560
			13,855,795		13,643,767		13,700,560

IGL Holdings III Corp. (1.9%)*(7) (9) (12)	Commercial Printing	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/20, Due 11/26)	14,025,147		13,635,887		13,626,360
			14,025,147		13,635,887		13,626,360

IM Analytics Holding, LLC (d/b/a NVT) (1.0%)*(7) (9) (12)	Electronic Instruments & Components	First Lien Senior Secured Term Loan (LIBOR + 7.0%, 8.0% Cash, Acquired 11/19, Due 11/23)	8,209,191		8,147,872		6,982,738
		Warrant (68,950 units, Acquired 11/19)			—		—
			8,209,191		8,147,872		6,982,738

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2019~~2020

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
Seaworld Entertainment, Inc. (1.0%)*^{(3) (6) (8)}
Leisure Facilities First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 08/18, Due 03/24) $ 5,954,081 $ 5,945,241 $ 5,978,910
5,954,081 5,945,241 5,978,910
Serta Simmons Bedding LLC (0.6%)*^{(4) (5) (8)}
Home Furnishings First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.2% Cash, Acquired 10/19, Due 11/23) 4,961,929 3,927,986 3,184,963
4,961,929 3,927,986 3,184,963
SIWF Holdings, Inc. (1.6%)*^{(4) (6) (8)}
Home Furnishings First Lien Senior Secured Term Loan (LIBOR + 4.25%, 6.0% Cash, Acquired 08/18, Due 06/25) 9,350,501 9,403,797 9,303,749
9,350,501 9,403,797 9,303,749
SK Blue Holdings, LP (0.7%)*^{(6) (7) (8)}
Commodity Chemicals First Lien Senior Secured Term Loan (LIBOR + 4.75%, 6.8% Cash, Acquired 09/18, Due 10/25) 4,160,612 4,158,472 4,129,407
4,160,612 4,158,472 4,129,407
Smile Brands Group Inc.
(0.9%)*^{(5) (7) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 4.5%, 6.6% Cash, Acquired 10/18, Due 10/24) 5,390,141 5,339,191 5,293,980
5,390,141 5,339,191 5,293,980
Solenis International, LLC (f/k/a
Solenis Holdings, L.P.) (1.4%)*^{(5) (6) (8)}
Specialty Chemicals First Lien Senior Secured Term Loan (LIBOR + 4.0%, 5.9% Cash, Acquired 08/18, Due 06/25) 7,880,000 7,922,706 7,781,500
7,880,000 7,922,706 7,781,500
SonicWALL, Inc. (0.8%)*^{(6) (8)}
Internet Software & Services First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.4% Cash, Acquired 08/18, Due 05/25) 4,455,000 4,457,031 4,336,185
4,455,000 4,457,031 4,336,185
Springbrook Software (SBRK Intermediate, Inc.) (1.8%)*^{(5) (7) (8)}
Enterprise Software and Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 7.7% Cash, Acquired 12/19, Due 12/26) 10,520,990 10,269,533 10,294,130
10,520,990 10,269,533 10,294,130
SRS Distribution, Inc. (0.9%)*^{(6) (8)}
Building Products First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.0% Cash, Acquired 09/18, Due 05/25) 4,974,811 4,899,772 4,930,038
4,974,811 4,899,772 4,930,038
SS&C Technologies, Inc. (0.3%)*^{(3) (6) (8)}
Computer & Electronics Retail First Lien Senior Secured Term Loan (LIBOR + 2.25%, 4.0% Cash, Acquired 10/18, Due 04/25) 1,742,327 1,738,643 1,753,042
1,742,327 1,738,643 1,753,042
Syniverse Holdings, Inc. (1.7%)*^{(4) (6) (8)}
Technology Distributors First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.8% Cash, Acquired 08/18, Due 03/23) 10,342,105 10,306,230 9,612,573
10,342,105 10,306,230 9,612,573
Tahoe Subco 1 Ltd. (2.6%)*^{(3) (4) (6) (8)}
Internet Software & Services First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.7% Cash, Acquired 09/18, Due 06/24) 14,800,754 14,806,789 14,677,463
14,800,754 14,806,789 14,677,463
Team Health Holdings, Inc. (1.0%)*^{(4) (6) (8)}
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 02/24) 6,893,671 6,679,490 5,560,159
6,893,671 6,679,490 5,560,159
Tempo Acquisition LLC (1.0%)*^{(6) (8)}
Investment Banking & Brokerage First Lien Senior Secured Term Loan (LIBOR + 2.75%, 4.5% Cash, Acquired 09/18, Due 05/24) 5,589,753 5,606,977 5,618,876
5,589,753 5,606,977 5,618,876
The Hilb Group, LLC (1.8%)*^{(5) (7) (8)}
Insurance Brokerage First Lien Senior Secured Term Loan (LIBOR + 5.75%, 7.4% Cash, Acquired 12/19, Due 12/26) 10,357,834 10,029,427 10,049,762
10,357,834 10,029,427 10,049,762
Total Safety U.S. Inc. (0.8%)*^{(5) (8)}
Diversified Support Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.9% Cash, Acquired 11/19, Due 08/25) 4,937,500 4,668,972 4,650,533
4,937,500 4,668,972 4,650,533
Transportation Insight, LLC (3.9%)*^{(5) (7) (8)}
Air Freight & Logistics First Lien Senior Secured Term Loan (LIBOR + 4.5%, 6.3% Cash, Acquired 08/18, Due 12/24) 22,286,485 22,088,329 22,245,067
22,286,485 22,088,329 22,245,067
Truck-Lite Co., LLC (3.7%)*^{(5) (7) (8)}
Automotive Parts and Equipment First Lien Senior Secured Term Loan (LIBOR + 6.25%, 8.1% Cash, Acquired 12/19, Due 12/24) 21,794,872 21,298,442 21,337,947
21,794,872 21,298,442 21,337,947
Trystar, LLC (2.9%)*^{(5) (7) (8)}
Power Distribution Solutions First Lien Senior Secured Term Loan (LIBOR + 4.75%, 6.7% Cash, Acquired 09/18, Due 09/23) 15,999,318 15,782,579 15,963,771
LLC Units (361.5 units, Acquired 09/18) 361,505 597,581
15,999,318 16,144,084 16,561,352


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
INOS 19-090 GmbH (1.7%)*(3) (7) (9) (18)	Aerospace & Defense	First Lien Senior Secured Term Loan (EURIBOR + 6.1%, 6.1% Cash, Acquired 12/20, Due 10/27)	$	12,275,911	$	11,888,699	$	11,934,913
			12,275,911		11,888,699		11,934,913

Institutional Shareholder Services, Inc. (0.7%)*(7) (9) (12)	Diversified Support Services	Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 8.7% Cash, Acquired 03/19, Due 03/27)	4,951,685		4,830,132		4,951,685
			4,951,685		4,830,132		4,951,685

International Precision Components (1.0%)*(7) (23)	Plastic Injection Molding	Second Lien Loan (12.0% Cash, 2.0% PIK, Acquired 12/20, Due 10/24)	7,000,000		6,895,000		6,895,000
			7,000,000		6,895,000		6,895,000

ISS#2, LLC (d/b/a Industrial Services Solutions) (0.9%)*(7) (9) (12)	Commercial Services & Supplies	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 02/20, Due 02/26)	6,819,551		6,700,432		6,300,583
			6,819,551		6,700,432		6,300,583

Jade Bidco Limited (Jane's) (1.7%)*(3) (7) (9)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 4.8% Cash, 2.0% PIK, Acquired 11/19, Due 12/26)(13)	10,538,414		10,291,098		10,353,797
		First Lien Senior Secured Term Loan (EURIBOR + 4.5%, 4.5% Cash, 2.0% PIK, Acquired 11/19, Due 12/26)(19)	2,057,007		1,813,166		2,020,971
			12,595,421		12,104,264		12,374,768

Jedson Engineering, Inc. (0.4%)*(7) (8) (23)	Engineering & Construction Management	First Lien Loan (12.0% Cash, 3.0% PIK, Acquired 12/20, Due 06/22)	9,560,423		3,000,000		3,000,000
			9,560,423		3,000,000		3,000,000

JetBlue 2019-1 Class B Pass Through Trust (0.7%)*	Airlines	Structured Secured Note - Class B (8.0% Cash, Acquired 08/20, Due 11/27)	4,721,693		4,721,693		5,048,044
			4,721,693		4,721,693		5,048,044

Kano Laboratories LLC (1.4%)*(7) (9) (12)	Chemicals, Plastics & Rubber	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 11/20, Due 09/26)	9,873,095		9,589,856		9,584,754
		Partnership Equity (227.2 units, Acquired 11/20)			227,198		227,200
			9,873,095		9,817,054		9,811,954

Kenan Advantage Group Inc. (0.6%)* (9) (10)	Trucking	First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.0% Cash, Acquired 08/18, Due 07/22)	4,265,453		4,263,951		4,217,125
			4,265,453		4,263,951		4,217,125

Kene Acquisition, Inc. (En Engineering) (1.0%)*(7) (9) (12)	Oil & Gas Equipment & Services	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 08/19, Due 08/26)	7,298,712		7,173,784		7,202,679
			7,298,712		7,173,784		7,202,679

Kona Buyer, LLC (4.8%)*(7) (9) (12)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 12/20, Due 12/27)	35,000,000		34,132,135		34,125,000
			35,000,000		34,132,135		34,125,000

LAC Intermediate, LLC (f/k/a Lighthouse Autism Center) (1.3%)*(7) (9) (12)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 10/18, Due 10/24)	9,218,032		9,083,136		8,987,581
		Class A LLC Units (154,320 units, Acquired 10/18)			154,320		184,312
			9,218,032		9,237,456		9,171,893

Learfield Communications, LLC (1.0%)*	Broadcasting	First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, Acquired 08/20, Due 12/23)(9)(10)	136,803		96,446		123,073
		First Lien Senior Secured Term Loan (LIBOR + 3.00%, 3.2% Cash, 10.0% PIK, Acquired 08/20, Due 12/23)(12)	7,181,368		7,117,163		7,133,468
			7,318,171		7,213,609		7,256,541

Legal Solutions Holdings (1.3%)*(7) (23)	Business Services	Senior Subordinated Loan (6.0% Cash, 10.0% PIK, Acquired 12/20, Due 03/22)	10,398,126		9,597,471		9,597,471
			10,398,126		9,597,471		9,597,471

MB2 Dental Solutions, LLC (1.0%)*(7) (9) (12)	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 6.5%, 6.7% Cash, Acquired 09/19, Due 09/23)	7,443,622		7,381,819		7,443,622
			7,443,622		7,381,819		7,443,622

Media Recovery, Inc. (SpotSee) (1.3%)*(7) (9) (12)	Containers, Packaging & Glass	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/19, Due 11/25)	9,179,626		8,873,020		9,018,983
			9,179,626		8,873,020		9,018,983

Modern Star Holdings Bidco Pty Limited. (1.4%)*(3) (7) (9) (22)	Non-durable Consumer Goods	First Lien Senior Secured Term Loan (BBSY + 6.25%, 6.8% Cash, Acquired 12/20, Due 12/26)	10,482,797		9,973,821		10,101,881
			10,482,797		9,973,821		10,101,881

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2019~~2020

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
U.S. Anesthesia Partners, Inc. (2.4%)*^{(4) (6) (8)}
Managed Health Care First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 09/18, Due 06/24) $ 13,585,533 $ 13,637,823 $ 13,534,587
13,585,533 13,637,823 13,534,587
U.S. Silica Company (0.2%)*^{(3) (4) (5) (8)}
Metal & Glass Containers First Lien Senior Secured Term Loan (LIBOR + 4.0%, 5.8% Cash, Acquired 08/18, Due 05/25) 1,502,945 1,506,348 1,324,200
1,502,945 1,506,348 1,324,200
USF Holdings LLC (0.5%)*^{(6) (7) (8)}
Auto Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 3.5%, 5.3% Cash, Acquired 08/18, Due 12/21) 3,224,841 3,233,041 2,902,357
3,224,841 3,233,041 2,902,357
USIC Holdings, Inc. (1.2%)*^{(5) (6) (8)}
Packaged Foods & Meats First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.0% Cash, Acquired 08/18, Due 12/23) 6,896,886 6,925,717 6,866,746
6,896,886 6,925,717 6,866,746
USI Holdings Corp. (0.9%)*^{(6) (8)}
Property & Casualty Insurance First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.9% Cash, Acquired 08/18, Due 05/24) 4,961,929 4,956,994 4,956,967
4,961,929 4,956,994 4,956,967
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.) (2.8%)*^{(5) (7) (8)}
Legal Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 7.7% Cash, Acquired 11/18, Due 11/24) 16,513,432 16,260,417 16,107,839
16,513,432 16,260,417 16,107,839
Validity, Inc. (0.7%)*^{(5) (7) (8)}
IT Consulting & Other Services First Lien Senior Secured Term Loan (LIBOR + 4.75%, 6.7% Cash, Acquired 07/19, Due 05/25) 4,178,543 3,989,821 3,977,081
4,178,543 3,989,821 3,977,081
Venator Materials LLC (0.3%)*^{(3) (6) (8)}
Commodity Chemicals First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 09/18, Due 08/24) 1,562,199 1,566,972 1,547,873
1,562,199 1,566,972 1,547,873
Veritas Bermuda Intermediate Holdings Ltd. (0.8%)*^{(6) (8)}
Technology Distributors First Lien Senior Secured Term Loan (LIBOR + 4.5%, 6.3% Cash, Acquired 09/18, Due 01/23) 4,961,735 4,784,696 4,767,235
4,961,735 4,784,696 4,767,235
VF Holding Corp. (2.1%)*^{(4) (5) (6) (8)}
Systems Software First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.0% Cash, Acquired 08/18, Due 07/25) 11,880,000 11,885,248 11,728,768
11,880,000 11,885,248 11,728,768
Wilsonart, LLC (0.9%)*^{(6) (8)}
Building Products First Lien Senior Secured Term Loan (LIBOR + 3.25%, 5.2% Cash, Acquired 11/18, Due 12/23) 4,961,832 4,961,832 4,970,118
4,961,832 4,961,832 4,970,118
Winebow Group, LLC, (The) (1.7%)*^{(4) (5) (8)}
Consumer Goods First Lien Senior Secured Term Loan (LIBOR + 3.75%, 5.5% Cash, Acquired 11/19, Due 07/21) 7,088,420 6,425,336 6,361,857
Second Lien Senior Secured Term Loan (LIBOR + 7.5%, 9.3% Cash, Acquired 10/19, Due 01/22) 4,911,766 3,314,045 3,209,004
12,000,186 9,739,381 9,570,861
Wink Holdco, Inc. (0.7%)*^{(6) (8)}
Managed Health Care First Lien Senior Secured Term Loan (LIBOR + 3.0%, 4.8% Cash, Acquired 08/18, Due 12/24) 3,969,620 3,967,724 3,972,121
3,969,620 3,967,724 3,972,121
Xperi Corp. (0.4%)*^{(3) (6) (8)}
Semiconductor Equipment First Lien Senior Secured Term Loan (LIBOR + 2.5%, 4.3% Cash, Acquired 08/18, Due 12/23) 2,049,364 2,042,322 2,048,729
2,049,364 2,042,322 2,048,729
Subtotal Non–Control / Non–Affiliate Investments 1,099,631,654 1,085,886,720 1,066,845,054
Affiliate Investment:⁽⁹⁾
Jocassee Partners LLC (1.8%)*^{(3) (5) (8)}
Investment Funds & Vehicles 9.1% Member Interest, Acquired 06/19 10,158,270 10,229,813
10,158,270 10,229,813
Subtotal Affiliate Investment 10,158,270 10,229,813


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
MSG National Properties (0.3%)*(3) (7) (9) (12)	Hotel, Gaming, & Leisure	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.0% Cash, Acquired 11/20, Due 11/25)	$	2,461,759	$	2,389,417	$	2,474,068
			2,461,759		2,389,417		2,474,068

Murphy Midco Limited (1.3%)*(3) (7) (9) (16)	Media, Diversified & Production	First Lien Senior Secured Term Loan (GBP LIBOR + 5.50%, 5.5% Cash, Acquired 11/20, Due 11/27)	9,904,416		9,228,222		9,508,239
			9,904,416		9,228,222		9,508,239

Music Reports, Inc. (0.8%)*(7) (9) (10)	Media & Entertainment	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 08/20, Due 08/26)	5,592,972		5,459,912		5,469,461
			5,592,972		5,459,912		5,469,461

Neuberger Berman CLO Ltd: Series 2020-36A (0.3%)*(3) (9) (12)	Structured Finance	Structured Secured Note - Class E (LIBOR + 7.81%, 8.0% Cash, Acquired 03/20, Due 04/33)	2,500,000		2,476,562		2,501,790
			2,500,000		2,476,562		2,501,790

NGS US Finco, LLC (f/k/a Dresser Natural Gas Solutions) (1.6%)*(7) (9) (10)	Energy Equipment & Services	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 10/18, Due 10/25)	11,855,804		11,813,315		11,645,956
			11,855,804		11,813,315		11,645,956

Omni Intermediate Holdings, LLC (1.4%)*(7) (9) (10)	Transportation	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/20, Due 12/26)	10,000,000		9,700,263		9,700,000
			10,000,000		9,700,263		9,700,000

Options Technology Ltd. (1.3%)*(3) (7) (9) (12)	Computer Services	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 12/19, Due 12/25)	9,796,552		9,583,342		9,633,049
			9,796,552		9,583,342		9,633,049

Pacific Health Supplies Bidco Pty Limited (2.5%)*(3) (7) (9) (21)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (BBSY + 6.0%, 6.5% Cash, Acquired 12/20, Due 12/25)	18,489,367		17,237,355		17,919,335
			18,489,367		17,237,355		17,919,335

Pare SAS (SAS Maurice MARLE) (0.7%)*(3) (7) (9) (19)	Health Care Equipment	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, 1.5% PIK, Acquired 12/19, Due 12/26)	4,817,430		4,305,403		4,683,024
			4,817,430		4,305,403		4,683,024

Patriot New Midco 1 Limited (Forensic Risk Alliance) (1.2%)*(3) (7) (9)	Diversified Financial Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 02/20, Due 02/27)(12)	4,489,471		4,372,581		4,388,907
		First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 02/20, Due 02/27) (18)	4,126,940		3,579,755		4,034,496
			8,616,411		7,952,336		8,423,403

PerTronix, LLC (1.1%)*(7) (9) (13)	Automotive	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/20, Due 10/26)	8,308,515		8,186,879		8,183,887
			8,308,515		8,186,879		8,183,887

Playtika Holding Corp. (0.5%)*(9) (12)	Leisure, Amusement & Entertainment	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 03/20, Due 12/24)	3,800,000		3,536,230		3,818,582
			3,800,000		3,536,230		3,818,582

Premier Technical Services Group (Project Graphite) (0.4%)*(3) (7) (9) (15)	Construction & Engineering	First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 7.3% Cash, Acquired 08/19, Due 06/26)	3,108,900		2,681,906		3,039,998
			3,108,900		2,681,906		3,039,998

Premium Franchise Brands, LLC (3.4%)*(7) (9) (12)	Research & Consulting Services	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/20, Due 12/26)	25,000,000		24,501,666		24,500,000
			25,000,000		24,501,666		24,500,000

Process Equipment, Inc. (ProcessBarron) (0.8%)*(7) (9) (12)	Industrial Air & Material Handling Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 03/19, Due 03/25)	6,173,594		6,090,812		5,612,414
			6,173,594		6,090,812		5,612,414

Professional Datasolutions, Inc. (PDI) (2.3%)*(7) (9) (12)	Application Software	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 03/19, Due 10/24)	16,924,678		16,905,254		16,628,496
			16,924,678		16,905,254		16,628,496

PSC UK Pty Ltd. (0.4%)*(3) (7) (9) (15)	Insurance Services	First Lien Senior Secured Term Loan (GBP LIBOR + 6.0%, 6.5% Cash, Acquired 11/19, Due 10/24)	2,684,817		2,439,292		2,614,299
			2,684,817		2,439,292		2,614,299

Questel Unite (3.1%)*(3) (7) (9) (18)	Business Services	First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 7.3% Cash, Acquired 12/20, Due 12/27)	22,451,369		21,728,443		21,905,058
			22,451,369		21,728,443		21,905,058

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2019~~2020

Portfolio Company Industry
Type of Investment^{(1) (2)}
Principal
Amount Cost Fair
Value
Short-Term Investments:
BNY Mellon Investment Advisor, Inc.
(12.6%)*^{(4) (5)}
Money Market Fund Dreyfus Government Cash Management Fund (1.5% yield) $ 71,963,994 $ 71,963,994
71,963,994 71,963,994
Federated Investment Management Company (4.3%)*⁽⁶⁾
Money Market Fund Federated Government Obligation Fund (1.5% yield) 24,604,946 24,604,946
24,604,946 24,604,946
Subtotal Short-Term Investments 96,568,940 96,568,940
Total Investments, December 31, 2019 (205.6%)* $ 1,099,631,654 $ 1,192,613,930 $ 1,173,643,807


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Radwell International, LLC (1.9%)*(7) (9) (12)	Wholesale	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/20, Due 12/26)	$	14,264,053	$	13,916,962	$	13,914,053
			14,264,053		13,916,962		13,914,053

Recovery Point Systems, Inc. (1.6%)*(7) (9) (10)	Technology	First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.5% Cash, Acquired 03/20, Due 07/26)	11,795,776		11,572,084		11,766,287
			11,795,776		11,572,084		11,766,287

REP SEKO MERGER SUB LLC (1.2%)* (7) (9) (10)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/20, Due 12/26)	8,545,455		8,290,487		8,345,456
			8,545,455		8,290,487		8,345,456

RPX Corporation (2.4%)*(7) (9) (12)	Research & Consulting Services	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 10/20, Due 10/25)	17,500,000		17,110,715		17,106,250
			17,500,000		17,110,715		17,106,250

RR Ltd: Series 2019-6A (0.3%)*(3) (12)	Structured Finance	Structured Secured Note - Class D (LIBOR + 6.75%, 7.0% Cash, Acquired 03/20, Due 04/30)	2,000,000		1,661,539		2,000,124
			2,000,000		1,661,539		2,000,124

Ruffalo Noel Levitz, LLC (1.3%)*(7) (9) (12)	Media Services	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 01/19, Due 05/22)	9,616,736		9,552,719		9,567,718
			9,616,736		9,552,719		9,567,718

Safety Products Holdings, LLC (2.5%)* (9) (12)	Non-durable Consumer Goods	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 12/20, Due 12/26)(7)	18,108,567		17,559,056		17,555,609
		Common Stock (424.1 units, Acquired 12/20)			424,088		424,090
			18,108,567		17,983,144		17,979,699

Scaled Agile, Inc. (0.7%)*(7) (9) (10)	Research & Consulting Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 06/19, Due 06/24)	4,845,720		4,807,839		4,797,263
			4,845,720		4,807,839		4,797,263

Serta Simmons Bedding LLC (1.5%)*(9) (10)	Home Furnishings	Super Priority First Out (LIBOR + 7.5%, 8.5% Cash, Acquired 6/20, Due 08/23)	7,424,499		7,234,063		7,498,744
		Super Priority Second Out (LIBOR + 7.5%, 8.5% Cash, Acquired 6/20, Due 08/23)	3,643,817		3,379,870		3,272,913
			11,068,316		10,613,933		10,771,657

SISU ACQUISITIONCO., INC. (2.2%)*(7) (9) (12)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/20, Due 12/26)	16,132,835		15,811,282		15,810,178
			16,132,835		15,811,282		15,810,178

SMA Holdings, Inc. (1.0%)*(7) (23)	Consulting	First Lien Loan (11.0% Cash, Acquired 12/20, Due 06/24)	7,000,000		6,720,000		6,720,000
		Warrants (2.0 units, Acquired 12/20)			286,781		286,781
			7,000,000		7,006,781		7,006,781

Smile Brands Group Inc. (2.1%)*(7) (9) (12)	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 5.17%, 5.4% Cash, Acquired 10/18, Due 10/24)	5,880,607		5,842,184		5,824,154
		First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/20, Due 10/24)	9,310,993		9,030,258		9,024,500
			15,191,600		14,872,442		14,848,654

SN BUYER, LLC (4.8%)*(7) (9) (12)	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/20, Due 11/26)	35,000,000		34,304,393		34,300,000
			35,000,000		34,304,393		34,300,000

Springbrook Software (SBRK Intermediate, Inc.) (1.3%)*(7) (9) (12)	Enterprise Software & Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/19, Due 12/26)	9,349,719		9,152,983		9,201,599
			9,349,719		9,152,983		9,201,599

SSCP Pegasus Midco Limited (2.3%)*(3) (7) (9) (16)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 6.8% Cash, Acquired 12/20, Due 11/27)	17,664,989		16,498,614		16,733,353
			17,664,989		16,498,614		16,733,353

Syniverse Holdings, Inc. (2.2%)*(9) (12)	Technology Distributors	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/18, Due 03/23)	17,480,454		16,048,735		15,749,365
			17,480,454		16,048,735		15,749,365

Team Health Holdings, Inc. (0.8%)*(9) (10)	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 2.75%, 3.8% Cash, Acquired 09/18, Due 02/24)	6,822,785		6,659,174		6,058,906
			6,822,785		6,659,174		6,058,906

Foreign Currency Forward Contracts:
Description Notional Amount to be Purchased Notional Amount to be Sold Settlement Date Unrealized Appreciation (Depreciation)
Foreign currency forward contract (EUR) $158,244 €142,781 01/02/20 $ (2,028)
Foreign currency forward contract (EUR) €142,781 $158,547 01/02/20 1,724
Foreign currency forward contract (EUR) $506,967 €453,920 04/02/20 (5,440)
Foreign currency forward contract (GBP) $707,963 £549,253 01/02/20 (19,660)
Foreign currency forward contract (GBP) £549,253 $718,861 01/02/20 8,763
Foreign currency forward contract (GBP) $227,890 £175,529 04/02/20 (5,215)
Foreign currency forward contract (SEK) $95,654 920,569kr 01/02/20 (2,687)
Foreign currency forward contract (SEK) 920,569kr $96,846 01/02/20 1,495
Foreign currency forward contract (SEK) $97,360 912,212kr 04/02/20 (511)
Total Foreign Currency Forward Contracts, December 31, 2019 $ (23,559)

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, 2020


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
The Hilb Group, LLC (2.1%)*(7) (9)	Insurance Brokerage	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/19, Due 12/26)(11)	$	11,667,719	$	11,413,365	$	11,541,707
		First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 12/19, Due 12/26)(12)	3,602,001		3,374,934		3,373,303
			15,269,720		14,788,299		14,915,010

Total Safety U.S. Inc. (0.9%)* (12)	Diversified Support Services	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/19, Due 08/25)	6,857,482		6,611,003		6,576,325
			6,857,482		6,611,003		6,576,325

Transit Technologies LLC (0.7%)*(7) (9) (12)	Software	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.0% Cash, Acquired 02/20, Due 02/25)	6,035,305		5,859,123		5,221,746
			6,035,305		5,859,123		5,221,746

Transportation Insight, LLC (3.3%)*(7) (9) (12)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 4.6% Cash, Acquired 08/18, Due 12/24)	24,506,875		24,346,335		23,899,105
			24,506,875		24,346,335		23,899,105

Truck-Lite Co., LLC (3.0%)*(7) (9) (12)	Automotive Parts & Equipment	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/19, Due 12/26)	22,352,885		21,960,470		21,791,827
			22,352,885		21,960,470		21,791,827

Trystar, LLC (2.5%)*(7) (9) (12)	Power Distribution Solutions	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 09/18, Due 09/23)	17,596,398		17,384,658		17,288,461
		Class A LLC Units (384.5 units, Acquired 09/18)			395,995		339,474
			17,596,398		17,780,653		17,627,935

Tuf-Tug, Inc. (0.1%)*(7) (23)	Safety Equipment Manufacturer	Common Stock (24.6 shares, Acquired 12/20)			385,047		$	385,047
					385,047		385,047

Turf Products, LLC (1.2%)*(7) (23)	Landscaping & Irrigation Equipment Distributor	Senior Subordinated Debt (10.0% Cash, Acquired 12/20, Due 10/23)	8,697,056		8,383,962		8,383,962
			8,697,056		8,383,962		8,383,962

U.S. Gas & Electric, Inc. (0.2%)*(7) (23)	Energy Services	Second Lien Loan (9.5% Cash, Acquired 12/20, Due 07/25)	2,285,250		1,785,250		1,785,250
		Second Lien Loan (9.5% Cash, Acquired 12/20, Due 07/25)(24)	2,485,469		—		—
			4,770,719		1,785,250		1,785,250

U.S. Silica Company (0.2%)*(3) (9) (10)	Metal & Glass Containers	First Lien Senior Secured Term Loan (LIBOR + 4.0%, 5.0% Cash, Acquired 08/18, Due 05/25)	1,487,525		1,490,312		1,299,724
			1,487,525		1,490,312		1,299,724

UKFast Leaders Limited (3.3%)*(3) (7) (9) (14)	Technology	First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 6.8% Cash, Acquired 09/20, Due 9/27)	24,226,278		22,140,865		23,625,466
			24,226,278		22,140,865		23,625,466

USF Holdings LLC (U.S. Farathane, LLC) (0.4%)*(9) (12)	Auto Parts & Equipment	First Lien Senior Secured Term Loan (LIBOR + 3.5%, 4.5% Cash, Acquired 08/18, Due 12/21)	3,088,580		3,092,541		2,849,214
			3,088,580		3,092,541		2,849,214

USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.) (2.1%)*(7) (9) (12)	Legal Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/18, Due 11/24)	16,388,428		16,165,710		15,226,488
			16,388,428		16,165,710		15,226,488

Utac Ceram (0.2%)*(3) (7) (9) (18)	Business Services	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 09/20, Due 09/27)	1,713,064		1,524,242		1,651,143
			1,713,064		1,524,242		1,651,143

Validity, Inc. (0.6%)*(7) (9) (10)	IT Consulting & Other Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.9% Cash, Acquired 07/19, Due 05/25)	5,025,862		4,896,882		4,586,098
			5,025,862		4,896,882		4,586,098

W2O Holdings, Inc. (0.0%)* (7) (9)	Healthcare Technology	Undrawn Delayed Draw Term Loan (LIBOR + 5.0%, 5.0% Cash, Acquired 10/20, Due 06/25)	—		(115,981)		(104,214)
			—		(115,981)		(104,214)

Winebow Group, LLC, (The) (2.1%)*(9) (10)	Consumer Goods	First Lien Senior Secured Term Loan (LIBOR + 3.75%, 4.8% Cash, Acquired 11/19, Due 07/21)	10,599,445		10,113,510		9,690,543
		Second Lien Senior Secured Term Loan (LIBOR + 7.5%, 8.5% Cash, Acquired 10/19, Due 01/22)	7,141,980		4,813,864		5,713,584
			17,741,425		14,927,374		15,404,127

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, 2020


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
World 50, Inc. (1.7%)*(7) (9) (10)	Professional Services	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 01/20, Due 01/26)	$	3,313,191	$	3,218,141	$	3,313,191
		First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 09/20, Due 01/26)	9,100,607		8,905,025		8,940,436
			12,413,798		12,123,166		12,253,627

Subtotal Non–Control / Non–Affiliate Investments (184.7%)			1,378,776,392		1,318,614,617		1,325,783,281

Affiliate Investment: (4)
Advantage Insurance, Inc. (0.8%)*(7) (23)	Banking, Finance, Insurance, & Real Estate	Preferred Stock (587,001 shares, Acquired 12/20)			5,946,641		5,946,641
					5,946,641		5,946,641

Jocassee Partners LLC (3.2%)*(3)	Investment Funds & Vehicles	9.1% Member Interest, Acquired 06/19			20,158,270		22,623,820
					20,158,270		22,623,820

JSC Tekers Holdings (0.7%)*(3) (7) (23)	Real Estate Management	Preferred Stock (9,159,085 shares, Acquired 12/20)			4,753,000		4,753,000
		Common Stock (3,201 shares, Acquired 12/20)			—		—
					4,753,000		4,753,000

Security Holdings B.V. (4.9%)*(3) (7) (23)	Electrical Engineering	Bridge Loan (5.0% PIK, Acquired 12/20, Due 05/22)	5,187,506		5,187,508		5,187,508
		Senior Subordinated Loan (3.1% PIK, Acquired 12/20, Due 05/22)	8,746,454		8,746,454		8,746,454
		Common Stock (1,099.5 shares, Acquired 12/20)			21,264,000		21,329,370
			13,933,960		35,197,962		35,263,332

Thompson Rivers LLC (1.4%)*(3)	Investment Funds & Vehicles	10% Member Interest, Acquired 06/20			10,000,000		10,011,840
					10,000,000		10,011,840

Subtotal Affiliate Investments (11.0%)			13,933,960		76,055,873		78,598,633

Control Investments:(5)
MVC Automotive Group Gmbh (2.3%)*(3) (7) (23)	Other Diversified Financial Services	Bridge Loan (6.0% Cash, Acquired 12/20, Due 12/21)	7,149,166		7,149,166		7,149,166
		Common Equity Interest (18,000 shares, Acquired 12/20)			9,553,000		9,582,368
			7,149,166		16,702,166		16,731,534

MVC Private Equity Fund LP (1.3%)*(3) (23)	Investment Funds & Vehicles	General Partnership Interest			224,978		224,978
		Limited Partnership Interest			8,899,284		8,899,284
					9,124,262		9,124,262

Subtotal Control Investments (3.6%)			7,149,166		25,826,428		25,855,796

Short-Term Investments:

BlackRock, Inc. (4.2%)*	Money Market Fund	BlackRock Liquidity Temporary Fund (0.08% yield)			30,000,000		30,000,000
					30,000,000		30,000,000

JPMorgan Chase & Co. (5.0%)*	Money Market Fund	JPMorgan Prime Money Market Fund (0.09% yield)			35,558,227		35,558,227
					35,558,227		35,558,227

Subtotal Short-Term Investments (9.1%)					65,558,227		65,558,227

Total Investments, December 31, 2020 (208.4%)*			$	1,399,859,518	$	1,486,055,145	$	1,495,795,937

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, 2020

Derivative Instruments


Credit Support Agreement(a)(b)(d)
Description	Counter Party	Settlement Date(c)	Notional Amount		Value		Unrealized Appreciation (Depreciation)
Credit Support Agreement	Barings LLC	01/01/31	$	23,000,000	$	13,600,000	$	—

Total Credit Support Agreement, December 31, 2020							$	—

(a) The Credit Support Agreement covers all of the investments acquired by the Company from MVC in connection with the MVC Acquisition (as defined in “Note 1 – Organization, Business and Basis of Presentation”) and any investments received by the Company in connection with the restructuring, amendment, extension or other modification (including the issuance of new securities) of any of the investments acquired by the Company from MVC in connection with the MVC Acquisition (collectively, the “Reference Portfolio”). Each investment that is included in the Reference Portfolio is denoted in the above Schedule of Investments with footnote (23).

(b) The Company and Barings LLC entered into a Credit Support Agreement pursuant to which Barings LLC agreed to provide credit support to the Company in the amount of up to $23.0 million.

(c) Settlement Date means the earlier of (1) January 1, 2031 and (2) the date on which the entire Reference Portfolio has been realized or written off.

(d) See “Note 2 – Agreements and Related Party Transactions” for additional information regarding the Credit Support Agreement.


Foreign Currency Forward Contracts:
Description	Notional Amount to be Purchased	Notional Amount to be Sold	Settlement Date	Unrealized Appreciation (Depreciation)
Foreign currency forward contract (AUD)	$8,471,304	A$11,378,670	01/05/21	$	(309,049)
Foreign currency forward contract (AUD)	A$11,378,670	$8,610,504	01/05/21	169,849
Foreign currency forward contract (AUD)	$148,019	A$193,882	04/06/21	(1,698)

Foreign currency forward contract (EUR)	$13,472,749	€11,406,604	01/05/21	(483,801)
Foreign currency forward contract (EUR)	€11,406,604	$13,518,023	01/05/21	438,526
Foreign currency forward contract (EUR)	$561,754	€456,604	04/06/21	1,944

Foreign currency forward contract (GBP)	$13,554,607	£10,215,299	01/05/21	(409,190)
Foreign currency forward contract (GBP)	£10,215,299	$13,717,678	01/05/21	246,118
Foreign currency forward contract (GBP)	$13,109,849	£9,672,758	04/06/21	(119,769)

Foreign currency forward contract (SEK)	$141,603	1,259,406kr	01/05/21	(11,748)
Foreign currency forward contract (SEK)	1,259,406kr	$152,396	01/05/21	955
Foreign currency forward contract (SEK)	$164,325	1,356,628kr	04/06/21	(1,028)

Total Foreign Currency Forward Contracts, December 31, 2020				$	(478,891)

* Fair value as a percentage of net assets.

(1)All debt investments are income producing, unless otherwise noted. Equity and any equity-linked investments are non-income producing, unless otherwise noted. The Board determined in good faith that all investments were valued at fair value in accordance with the Company's valuation policies and procedures and the 1940 Act based on, among other things, the input of the Company's external investment adviser, Barings, the Company’s Audit Committee and an independent valuation ~~firm~~firms that ~~has~~have been engaged to assist in the valuation of the Company's middle-market investments. In addition, all debt investments are variable rate investments unless otherwise noted. Index-based floating interest rates are generally subject to a contractual minimum interest rate. A majority of the variable rate loans in the Company's investment portfolio bear interest at a rate that may be determined by reference to ~~either~~ LIBOR, EURIBOR, GBP LIBOR, BBSY, STIBOR or an alternate Base Rate (commonly based on the Federal Funds Rate or the Prime Rate), which typically reset semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan.

(2)All of the Company’s portfolio company investments (including joint venture and short-term investments), which as of December 31, ~~2019~~2020 represented ~~206%~~208.4% of the Company’s net assets, are subject to legal restrictions on sales. The acquisition date represents the date of the Company's initial investment in the relevant portfolio company.

(3)Investment is not a qualifying investment as defined under Section 55(a) of the 1940 Act. Non-qualifying assets ~~represent 14.8%~~represent 23.4% of ~~total~~total investments at fair value as of December 31, ~~2019.~~2020. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets. If at any time qualifying assets do not represent at least 70% of the Company's total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).

~~(4)~~Some or all of the investment is or will be encumbered as security for Barings BDC Senior Funding I, LLC's credit facility entered into in August 2018 with Bank of America, N.A., as subsequently amended in December 2018 and February 2020 (the "August 2018 Credit Facility").

~~(5)Some or all of the investment is or will be encumbered as security for the February 2019 Credit Facility.~~

~~(6)Some or all of the investment is encumbered as security for the Company's Debt Securitization.~~

~~(7)The fair value of the investment was determined using significant unobservable inputs.~~

~~(8)~~

~~Debt investment includes interest rate floor feature~~

2629

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2019~~

2020

~~(9)~~(4)As defined in the 1940 Act, the Company is deemed to be an “affiliated person” of the portfolio company as the Company owns between 5% or more, up to 25% (inclusive), of the portfolio company's voting securities (“non-controlled affiliate”). Transactions related to investments in non-controlled ~~affiliates~~"Affiliate Investments" for the year ended December 31, ~~2019~~2020 were as follows:


					Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)			Amount of Interest or Dividends Credited to Income(b)			December 31, 2018 Value			Gross Additions (c)			Gross Reductions (d)			December 31, 2019 Value							Amount of Realized Gain (Loss)			Amount of Unrealized Gain (Loss)			Amount of Interest or Dividends Credited to Income(b)			December 31, 2019 Value			Gross Additions (c)			Gross Reductions (d)			December 31, 2020 Value
Portfolio Company	Portfolio Company	Type of Investment(a)																							Amount of Unrealized Gain (Loss)		Amount of Interest or Dividends Credited to Income(b)																							December 31, 2019 Value		Gross Additions (c)	Gross Reductions (d)	December 31, 2020 Value
Advantage Insurance, Inc.(e)																						Advantage Insurance, Inc.(e)		Preferred Stock (587,001 shares)						$	—		$	—		$	—		$	—		$	5,946,641		$	—		$	5,946,641
																										—			—			—			—			5,946,641			—			5,946,641

Jocassee Partners LLC																						Jocassee Partners LLC		9.1% Member Interest		—			2,394,007			—			10,229,813			12,394,007			—			22,623,820
	Jocassee Partners LLC	9.1% Member Interest	$	—					$	71,543		$	—		$	—		$	10,229,813		$			—			$	10,229,813					—			2,394,007			—			10,229,813			12,394,007			—			22,623,820

JSC Tekers Holdings(e)																						JSC Tekers Holdings(e)		Common Stock (3,201 shares)		—			—			—			—			—			—			—
																								Preferred Stock (9,159,085 shares)		—			—			—			—			4,753,000			—			4,753,000
																										—			—			—			—			4,753,000			—			4,753,000

Security Holdings B.V(e)																						Security Holdings B.V(e)		Bridge Loan (5.0% PIK)		—			—			—			—			5,187,508			—			5,187,508
																								Senior Subordinated Loan (3.1% PIK)		—			—			—			—			8,746,454			—			8,746,454
																								Common Stock (1,099.5 shares)		—			65,370			—			—			21,329,370			—			21,329,370
																										—			65,370			—			—			35,263,332			—			35,263,332

Thompson Rivers LLC																						Thompson Rivers LLC		10% Member Interest		—			11,840			—			—			10,011,840			—			10,011,840
																										—			11,840			—			—			10,011,840			—			10,011,840

Total Affiliate Investments	Total Affiliate Investments				$	—	$	71,543		$	—		$	—		$	10,229,813		$	—		$	10,229,813		Total Affiliate Investments				$	—		$	2,471,217		$	—		$	10,229,813		$	68,368,820		$	—		$	78,598,633

(a) Equity and equity-linked investments are non-income producing, unless otherwise noted.

(b) Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Affiliate category.

~~See accompanying notes.~~

(e) The fair value of the investment was determined using significant unobservable inputs.

2730

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, 2020

(5) As defined in the 1940 Act, the Company is deemed to be both an “affiliated person” and “control” the portfolio company because it owns more than 25% of the portfolio company’s outstanding voting securities or it has the power to exercise control over the management or policies of such portfolio company (including through a management agreement). Transactions as of and during the year ended December 31, 2020 in which the portfolio company is deemed to be a "Control Investment" of the Company are as follows:


		Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)		Amount of Interest or Dividends Credited to Income(b)		December 31, 2019 Value		Gross Additions (c)		Gross Reductions (d)		December 31, 2020 Value
Portfolio Company	Type of Investment(a)
MVC Automotive Group GmbH(e)	Common Equity Interest (18,000 shares)	$	—	$	29,368	$	—	$	—	$	9,582,368	$	—	$	9,582,368
	Bridge Loan (6.0% PIK)	—		—		9,532		—		7,149,166		—		7,149,166
		—		29,368		9,532		—		16,731,534		—		16,731,534

MVC Private Equity Fund LP(e)	Limited Partnership Interest	—		—		—		—		8,899,284		—		8,899,284
	General Partnership Interest	—		—		5,292		—		224,978		—		224,978
		—		—		5,292		—		9,124,262		—		9,124,262

Total Control Investments		$	—	$	29,368	$	14,824	$	—	$	25,855,796	$	—	$	25,855,796

(a) Equity and equity-linked investments are non-income producing, unless otherwise noted.

(b) Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Control category.

(e) The fair value of the investment was determined using significant unobservable inputs.

(6)Some or all of the investment is or will be encumbered as security for the February 2019 Credit Facility.

(7)The fair value of the investment was determined using significant unobservable inputs.

(8)Non-accrual investment.

(9)Debt investment includes interest rate floor feature.

(10)The interest rate on these loans is subject to 1 Month LIBOR, which as of December 31, 2020 was 0.14388%.

(11)The interest rate on these loans is subject to 2 Month LIBOR, which as of December 31, 2020 was 0.19038%.

(12)The interest rate on these loans is subject to 3 Month LIBOR, which as of December 31, 2020 was 0.23838%.

(13)The interest rate on these loans is subject to 6 Month LIBOR, which as of December 31, 2020 was 0.25763%.

(14)The interest rate on these loans is subject to 2 month GBP LIBOR, which as of December 31, 2020 was 0.06088%.

(15)The interest rate on these loans is subject to 3 Month GBP LIBOR, which as of December 31, 2020 was 0.02550%.

(16)The interest rate on these loans is subject to 6 Month GBP LIBOR, which as of December 31, 2020 was 0.02988%.

(17)The interest rate on these loans is subject to 1 Month EURIBOR, which as of December 31, 2020 was -0.55400%.

(18)The interest rate on these loans is subject to 3 Month EURIBOR, which as of December 31, 2020 was -0.54500%.

(19)The interest rate on these loans is subject to 6 Month EURIBOR, which as of December 31, 2020 was -0.526%.

(20)The interest rate on these loans is subject to 3 Month STIBOR, which as of December 31, 2020 was -0.08500%.

(21)The interest rate on these loans is subject to 1 Month BBSY, which as of December 31, 2020 was 0.01000%.

(22)The interest rate on these loans is subject to 3 Month BBSY, which as of December 31, 2020 was 0.01000%.

(23)Investment was purchased as part of the MVC Acquisition and is part of the Reference Portfolio for purposes of the Credit Support Agreement.

(24)In 2017, MVC Capital, Inc. received $5.7 million of 9.5% second lien callable notes due in 2025, in lieu of an escrow to satisfy any indemnification claims associated with MVC Capital, Inc's sale of its equity investment in U.S. Gas & Electric. Effective January 1, 2018, the cost basis of the U.S. Gas second lien loan was decreased by approximately $3.0 million due to a working capital adjustment. This loan is still subject to indemnification adjustments.

See accompanying notes.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements

1. ORGANIZATION, BUSINESS AND BASIS OF PRESENTATION

Barings BDC, Inc. (the ~~"Company"~~“Company”) and its wholly-owned subsidiaries are specialty finance companies. The Company currently operates as a closed-end, non-diversified investment company and has elected to be treated as a business development company ~~("BDC"~~(“BDC”) under the ~~Investment Company Act of~~ 1940 ~~as amended (the "1940 Act").~~Act. The Company has elected for federal income tax purposes to be treated as a regulated investment company ~~("RIC"~~(“RIC”) under the Internal Revenue Code of 1986, as amended (the ~~"Code"~~“Code”).

Organization

The Company is a Maryland corporation incorporated on October 10, 2006. On August 2, 2018, the Company entered into an investment advisory agreement (the ~~"Advisory Agreement"~~“Original Advisory Agreement”) and an administration agreement (the ~~"Administration Agreement"~~“Administration Agreement”) and became an externally-managed BDC managed by ~~the~~ Barings LLC ~~("Barings"~~(“Barings” or the ~~"Adviser"~~“Adviser”). An externally-managed BDC generally does not have any employees, and its investment and management functions are provided by an outside investment adviser and administrator under an investment advisory agreement and administration agreement. Instead of the Company directly compensating employees, the Company pays the Adviser for investment and management services pursuant to the terms of the Amended and Restated Advisory Agreement ~~and the Administration Agreement. See Note~~(as defined in “Note 2 - Agreements and Related Party ~~Transactions~~Transactions”) (and, prior to January 1, 2021, under the terms of the Original Advisory Agreement) and the Administration Agreement. See “Note 2 - Agreements and Related Party Transactions” for additional information regarding the ~~Advisory Agreement~~Company’s investment advisory agreement and ~~the Administration Agreement.~~administration agreement.

Basis of Presentation

The financial statements of the Company include the accounts of Barings BDC, Inc. and its wholly-owned subsidiaries. The effects of all intercompany transactions between ~~Barings BDC, Inc.~~the Company and its wholly-owned subsidiaries have been eliminated in consolidation. The Company is an investment company and, therefore, applies the specialized accounting and reporting guidance in Accounting Standards Codification ~~("ASC"~~(“ASC”) Topic 946, Financial Services – Investment Companies. ASC Topic 946 states that consolidation by the Company of an investee that is not an investment company is not appropriate, except when the Company holds a controlling interest in an operating company that provides all or substantially all of its services directly to the Company or to its portfolio companies. None of the portfolio investments made by the Company qualify for this exception. Therefore, the Company's investment portfolio is carried on the Unaudited and Audited Consolidated Balance Sheets at fair value, as discussed further in Note 3, with any adjustments to fair value recognized as ~~"Net~~“Net unrealized appreciation (depreciation)"” on the Unaudited Consolidated Statements of Operations.

The accompanying unaudited consolidated financial statements are presented in conformity with accounting principles generally accepted in the United States ("(“U.S. ~~GAAP"~~GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Articles 6, 10 and 12 of Regulation S-X. Accordingly, certain disclosures accompanying annual consolidated financial statements prepared in accordance with U.S. GAAP are omitted. In the opinion of management, all adjustments, consisting solely of normal recurring adjustments necessary for the fair presentation of financial statements for the interim period, have been reflected in the unaudited consolidated financial statements. The current period’s results of operations are not necessarily indicative of results that ultimately may be achieved for the full fiscal year. Additionally, the unaudited consolidated financial statements and accompanying notes should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, ~~2019.~~2020. Financial statements prepared on a U.S. GAAP basis require management to make estimates and assumptions that affect the amounts and disclosures reported in the unaudited consolidated financial statements and accompanying notes. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed herein.

Recently Issued Accounting Standards

In ~~August 2018,~~March 2020, the FASB issued Accounting Standards Update, ~~2018-13,~~ ~~Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement ("ASU 2018-13"),~~ ~~which includes new, eliminated and modified fair value disclosure requirements. The new guidance requires disclosure~~2020-04, Facilitation of the ~~range~~Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional expedients and ~~weighted average of the significant unobservable inputs~~exceptions for ~~Level 3 fair value measurements~~applying U.S. GAAP to contracts, hedging relationships and the way it is calculated. The guidance also eliminates the following disclosures: (i) amount and reason for transfers between Level 1 and Level 2, (ii) policy for timing of transfers between levels of the fair value hierarchy and (iii) valuation processes for Level 3 fair value measurement. In addition, the disclosure is modified such that the narrative description for the recurring Level 3 fair value measures should communicate information about the measurement uncertainty in fair value measurements as of the reporting date rather than a point in the future. The guidanceother transactions affected by reference rate reform if certain criteria are met. ASU 2020-04 is effective for all entities ~~for interim and annual periods beginning after~~as of March 12, 2020 through December ~~15, 2019.~~31, 2022. The Company ~~adopted~~is currently evaluating the ~~aforementioned guidance~~impact of adopting ASU 2020-04 on ~~January 1, 2020 and it did not have a material impact on the Company’s~~its consolidated financial statements.

2832

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

Share Purchase Programs

On September 24, 2018, the Adviser entered into a Rule 10b5-1 Purchase Plan (the “10b5-1 Plan”) that qualified for the safe harbors provided by Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Pursuant to the 10b5-1 Plan, an independent broker made purchases of shares of the Company's common stock on the open market on behalf of the Adviser in accordance with purchase guidelines specified in the 10b5-1 Plan. The maximum aggregate purchase price of all shares purchased under the 10b5-1 Plan was $50.0 million. On February 11, 2019, the Adviser fulfilled its obligations under the 10b5-1 Plan to purchase an aggregate amount of $50.0 million in shares of the Company's common stock and the 10b5-1 Plan terminated in accordance with its terms. Upon completion of the 10b5-1 Plan, the Adviser had purchased 5,084,302 shares of the Company's common stock pursuant to the 10b5-1 Plan. As of June 30, 2020, the Adviser owned a total of 13,639,681 shares of our common stock, or 28.4% of the total shares outstanding.

On February 25, 2019, the Company adopted a share repurchase plan, pursuant to Board approval, for the purpose of repurchasing shares of the Company's common stock in the open market during the 2019 fiscal year (the "2019 Share Repurchase Plan"). The Board authorized the Company to repurchase in 2019 up to a maximum of 5.0% of the amount of shares outstanding under the following targets:

•~~a maximum of 2.5% of the amount of shares of the Company's common stock outstanding if shares traded below NAV per share but in excess of 90% of NAV per share; and~~

•~~a maximum of 5.0% of the amount of shares of the Company's common stock outstanding if shares traded below 90% of NAV per share.~~

The 2019 Share Repurchase Plan was executed in accordance with applicable rules under the Exchange Act including Rules 10b5-1 and 10b-18 thereunder, as well as certain price, market volume and timing constraints specified in the 2019 Share Repurchase Plan. The 2019 Share Repurchase Plan was designed to allow the Company to repurchase its shares both during its open window periods and at times when it otherwise might be prevented from doing so under applicable insider trading laws or because of self-imposed trading blackout periods. A broker selected by the Company was delegated the authority to repurchase shares on the Company's behalf in the open market, pursuant to, and under the terms and limitations of, the 2019 Share Repurchase Plan. During the three and six months ended June 30, 2019, the Company repurchased a total of 376,384 shares and 969,789 shares, respectively, of its common stock in the open market under the 2019 Share Repurchase Plan at an average price of $10.06 per share and $9.95 per share, respectively, including broker commissions.

On February 27, 2020, the Board approved an open-market share repurchase program for the 2020 fiscal year (the “2020 Share Repurchase Program”). Under the 2020 Share Repurchase Program, the Company iswas authorized during fiscal year 2020 to repurchase up to a maximum of 5.0% of the amount of shares outstanding as of February 27, 2020 if shares ~~trade~~traded below ~~NAV~~net asset value (“NAV”) per share, subject to liquidity and regulatory constraints.

Purchases under the 2020 Share Repurchase Program ~~may be~~were made in open-market transactions and ~~include~~included transactions being executed by a broker selected by the Company that ~~has~~had been delegated the authority to repurchase shares on the Company's behalf in the open market in accordance with applicable rules under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), including Rules 10b5-1 and 10b-18 thereunder, and pursuant to, and under the terms and limitations of, the 2020 Share Repurchase Program. ~~There is no assurance that the Company will purchase shares at any specific discount levels or in any specific amounts.~~ During the three ~~and six~~ months ended ~~June 30,~~March 31, 2020, the Company repurchased a total of ~~327,069 and 989,050~~661,981 shares ~~respectively,~~ of its common stock in the open market under the 2020 Share Repurchase Program at an average price of ~~$7.17 and $7.21~~$7.23 per share, ~~respectively,~~ including broker commissions.

In connection with the completion of the Company’s acquisition of MVC Capital, Inc. (“MVC”), a Delaware corporation, on December 23, 2020 (the “MVC Acquisition”), the Company committed to make open-market purchases of shares of its common stock in an aggregate amount of up to $15.0 million at then-current market prices at any time shares trade below 90% of the Company’s then most recently disclosed NAV per share. Any repurchases pursuant to the authorized program will occur during the 12-month period commencing upon the filing of this quarterly report on Form 10-Q for the quarter ended March 31, 2021 and will be made in accordance with applicable legal, contractual and regulatory requirements.

~~Barings BDC, Inc.~~

~~Notes to Unaudited Consolidated Financial Statements — (Continued)~~

2. AGREEMENTS AND RELATED PARTY TRANSACTIONS

On August 2, 2018, the Company entered into the Original Advisory Agreement and the Administration Agreement with the Adviser, an investment adviser registered under the Investment Advisers Act of 1940, as amended. ~~Pursuant to~~In connection with the MVC Acquisition, on December 23, 2020, the Company entered into an amended and restated investment advisory agreement (the “Amended and Restated Advisory Agreement”) with the Adviser, following approval of the Amended and Restated Advisory Agreement ~~and the Administration Agreement, the Adviser serves as~~by the Company’s ~~investment adviser and administrator and manages~~stockholders at its investment portfolio. The Company’s then-current board of directors unanimously approved the Advisory Agreement at an in-person meeting on March 22, 2018. The Company’s stockholders approved the Advisory Agreement at a July 24, 2018December 23, 2020 special meeting of stockholders. The terms of the Amended and Restated Advisory Agreement became effective on January 1, 2021.

The Amended and Restated Advisory Agreement amended the Original Advisory Agreement to, among other things, (i) reduce the annual base management fee payable to the Adviser from 1.375% to 1.250% of the Company’s gross assets, (ii) reset the commencement date for the rolling 12-quarter “look-back” provision used to calculate the income incentive fee and incentive fee cap to January 1, 2021 from January 1, 2020 and (iii) describe the fact that the Company may enter into guarantees, sureties and other credit support arrangements with respect to one or more of its investments, including the impact of these arrangements on the income incentive fee cap.

Investment Advisory Agreement

Pursuant to the Amended and Restated Advisory Agreement, the Adviser manages the Company's day-to-day operations and provides the Company with investment advisory services. Among other things, the Adviser (i) determines the composition of the portfolio of the Company, the nature and timing of the changes therein and the manner of implementing such changes; (ii) identifies, evaluates and negotiates the structure of the investments made by the Company; (iii) executes, closes, services and monitors the investments that the Company makes; (iv) determines the securities and other assets that the Company will purchase, retain or sell; (v) performs due diligence on prospective portfolio companies and (vi) provides the Company with such other investment advisory, research and related services as the Company may, from time to time, reasonably require for the investment of its funds.

The Amended and Restated Advisory Agreement provides that, absent fraud, willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of the reckless disregard of its duties and obligations, the Adviser, and its officers, managers, partners, agents, employees, controlling persons, members and any other person or entity affiliated with the Adviser (collectively, the "IA Indemnified Parties"), are entitled to indemnification from the Company for any damages, liabilities, costs, demands, charges, claims and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) incurred by the IA Indemnified Parties in or by reason of any pending, threatened or completed action, suit, investigation or other proceeding (including an action or suit by or in the right of the Company or its security holders) arising out of any actions or omissions or otherwise based upon the performance of any of the Adviser’s duties or obligations under the Amended and Restated Advisory Agreement or otherwise as an investment adviser of the Company. The Adviser’s services under the Amended and Restated Advisory Agreement are not exclusive, and the Adviser is generally free to furnish similar

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

services to other entities so long as its performance under the Amended and Restated Advisory Agreement is not adversely affected.

The Adviser has entered into a personnel-sharing arrangement with its affiliate, Barings International Investment Limited ~~("BIIL"~~(“BIIL”). BIIL is a wholly-owned subsidiary of Baring Asset Management Limited, which in turn is an indirect, wholly-owned subsidiary of the Adviser. Pursuant to this arrangement, certain employees of BIIL may serve as ~~"associated persons"~~“associated persons” of the Adviser and, in this capacity, subject to the oversight and supervision of the Adviser, may provide research and related services, and discretionary investment management and trading services (including acting as portfolio managers) to the Company on behalf of the Adviser. This arrangement is based on no-action letters of the staff of the Securities and Exchange Commission (the ~~"SEC"~~“SEC”) that permit SEC-registered investment advisers to rely on and use the resources of advisory affiliates or "participating affiliates," subject to the supervision of that SEC-registered investment adviser. BIIL is a ~~"participating affiliate"~~“participating affiliate” of the Adviser, and the BIIL employees are ~~"associated persons"~~“associated persons” of the Adviser.

Under the Amended and Restated Advisory Agreement, the Company pays the Adviser (i) a base management fee (the ~~"Base~~“Base Management ~~Fee"~~Fee”) and (ii) an incentive fee (the ~~"Incentive Fee"~~“Incentive Fee”) as compensation for the investment advisory and management services it provides the Company thereunder.

Pre-January 1, 2021 Base Management Fee

~~The~~For the period from January 1, 2020 through December 31, 2020, the Base Management Fee iswas calculated based on the ~~Company’s~~Company's gross assets, including assets purchased with borrowed funds or other forms of leverage and excluding cash and cash equivalents, at an annual rate of 1.375%. The annual rate of the Base Management Fee was 1.0% for the period from August 2, 2018 through December 31, 2018, and was 1.125% for the period commencing on January 1, 2019 through December 31, 2019.

The Base Management Fee iswas payable quarterly in arrears on a calendar quarter basis. The Base Management Fee iswas calculated based on the average value of the Company’s gross assets, excluding cash and cash equivalents, at the end of the two most recently completed calendar quarters prior to the quarter for which such fees are being calculated. Base Management Fees for any partial month or quarter ~~are~~were appropriately pro-rated.

~~Barings BDC, Inc.~~Post-December 31, 2020 Base Management Fee

~~Notes~~Beginning January 1, 2021, the Base Management Fee is calculated based on the Company’s gross assets, including assets purchased with borrowed funds or other forms of leverage and excluding cash and cash equivalents, at an annual rate of 1.25%. The Base Management Fee is payable quarterly in arrears on a calendar quarter basis. The Base Management Fee will be calculated based on the average value of the Company’s gross assets, excluding cash and cash equivalents, at the end of the two most recently completed calendar quarters prior to ~~Unaudited Consolidated Financial Statements — (Continued)~~

the quarter for which such fees are being calculated. Base Management Fees for any partial month or quarter will be appropriately pro-rated.

For the three ~~and six~~ months ended ~~June 30,~~March 31, 2021, the Base Management Fee determined in accordance with the terms of the Amended and Restated Advisory Agreement was approximately $3.9 million. For the three months ended, March 31, 2020, the Base Management Fee determined in accordance with the terms of the Original Advisory Agreement was approximately ~~$3.6 million and $7.5 million, respectively. For the three and six months ended June 30, 2019, the amount of Base Management Fee incurred was approximately $3.1 million and $5.6 million, respectively.~~$3.9 million. As of ~~June 30, 2020,~~March 31, 2021, the Base Management Fee of ~~$3.6~~$3.9 million for the three months ended ~~June 30, 2020~~March 31, 2021 was unpaid and included in ~~"Base~~“Base management fees ~~payable"~~payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, ~~2019,~~2020, the Base Management Fee of ~~$3.3~~$3.4 million for the three months ended December 31, ~~2019~~2020 was unpaid and included in ~~"Base~~“Base management fees ~~payable"~~payable” in the accompanying Consolidated Balance Sheet.

Pre-January 1, 2021 Incentive Fee

~~The~~For the period from August 2, 2018 through December 31, 2020, under the Original Advisory Agreement, the Incentive Fee iswas comprised of two parts: (1) a portion based on the Company’s pre-incentive fee net investment income (the ~~"Income-Based~~"Pre-2021 Income-Based Fee") and (2) a portion based on the net capital gains received on the Company’s portfolio of securities on a cumulative basis for each calendar year, net of all realized capital losses and all unrealized capital depreciation for that same calendar year (the ~~"Capital~~"Pre-2021 Capital Gains Fee").

The Pre-2021 Income-Based Fee iswas calculated as follows:

(i)For each quarter from and after August 2, 2018 through December 31, 2019 (the "Pre-2020 Period"), the Pre-2021 Income-Based Fee was calculated and payable quarterly in arrears based on the Pre-Incentive Fee Net Investment Income for the immediately preceding calendar quarter for which such fees were being calculated. In respect of the Pre-2020 Period, "Pre-Incentive Fee Net Investment Income" ~~means~~meant interest income, dividend income and any other income (including any other fees, such as commitment, origination, structuring, diligence, managerial assistance and consulting fees or other fees that the Company receives from portfolio companies) accrued during the relevant

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

calendar quarter, minus the Company’s operating expenses for such quarter (including the Base Management Fee, expenses payable under the Administration Agreement, any interest expense and any dividends paid on any issued and outstanding preferred stock, but excluding the Incentive Fee). Pre-Incentive Fee Net Investment Income ~~includes,~~included, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with payment-in-kind interest and zero coupon securities), accrued income not yet received in cash. Pre-Incentive Fee Net Investment Income ~~does~~did not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.

(ii)For each quarter beginning on and after January 1, 2020 (the "Post-2019 Period"), the Pre-2021 Income-Based Fee iswas calculated and payable quarterly in arrears based on the Pre-Incentive Fee Net Investment Income for the immediately preceding calendar quarter and the eleven preceding calendar quarters (or such fewer number of preceding calendar quarters counting each calendar quarter beginning on or after January 1, 2020) (each such period referred to as the ~~"Trailing~~"Pre-2021 Trailing Twelve Quarters") for which such fees ~~are~~were being calculated and iswas payable promptly following the filing of the Company’s financial statements for such quarter. In respect of the Post-2019 Period, "Pre-Incentive Fee Net Investment Income" ~~means~~meant interest income, dividend income and any other income (including any other fees, such as commitment, origination, structuring, diligence, managerial assistance and consulting fees or other fees that the Company receives from portfolio companies) accrued during the relevant Pre-2021 Trailing Twelve Quarters, minus the Company’s operating expenses for such Pre-2021 Trailing Twelve Quarters (including the Base Management Fee, expenses payable under the Administration Agreement, any interest expense and any dividends paid on any issued and outstanding preferred stock, but excluding the Incentive Fee) divided by the number of quarters that comprise the relevant Pre-2021 Trailing Twelve Quarters. Pre-Incentive Fee Net Investment Income ~~includes,~~included, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with payment-in-kind interest and zero coupon securities), accrued income not yet received in cash. Pre-Incentive Fee Net Investment Income ~~does~~did not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.

(iii)Pre-Incentive Fee Net Investment Income, expressed as a rate of return on the value of the Company’s net assets (defined as total assets less senior securities constituting indebtedness and preferred stock) at the end of the calendar quarter for which such fees ~~are~~were being calculated, iswas compared to a "hurdle rate", expressed as a rate of return on the value of the Company’s net assets at the end of the most recently completed calendar quarter, of 2% per quarter (8% annualized). The Company ~~pays~~paid the Adviser the Pre-2021 Income-Based Fee with respect to the Company’s Pre-Incentive Fee Net Investment Income in each calendar quarter as follows:

(1)(a) With respect to the Pre-2020 Period, no Pre-2021 Income-Based Fee for any calendar quarter in which the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (i) above) did not exceed the hurdle rate;

~~Barings BDC, Inc.~~

~~Notes to Unaudited Consolidated Financial Statements — (Continued)~~

(b) With respect to the Post-2019 Period, no Pre-2021 Income-Based Fee for any calendar quarter in which the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (ii) above) ~~does~~did not exceed the hurdle rate;

(2)(a) With respect to the Pre-2020 Period, 100% of the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (i) above) for any calendar quarter with respect to that portion of the Pre-Incentive Fee Net Investment Income for such quarter, if any, that exceeded the hurdle rate but was less than 2.5% (10% annualized) (the "Pre-2020 Catch-Up Amount"). The Pre-2020 Catch-Up Amount was intended to provide the Adviser with an incentive fee of 20% on all of the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (i) above) when the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (i) above) reached 2% per quarter (8% annualized);

(b) With respect to the Post-2019 Period, 100% of the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (ii) above) with respect to that portion of the Pre-Incentive Fee Net Investment Income (as defined in paragraph (ii) above), if any, that ~~exceeds~~exceeded the hurdle rate but iswas less than 2.5% (10% annualized) (the "Post-2019 Catch-Up Amount"). The Post-2019 Catch-Up Amount iswas intended to provide the Adviser with an incentive fee of 20% on all of the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (ii) above) when the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (ii) above) ~~reaches~~reached 2% per quarter (8% annualized);

(3)(a) With respect to the Pre-2020 Period, 20% of the amount of the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (i) above) for any calendar quarter with respect to that portion of the ~~Pre-Incentive~~Pre-

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

Incentive Fee Net Investment Income (as defined in paragraph (i) above) for such quarter, if any, that exceeded the Pre-2020 Catch-Up Amount; and

(b) With respect to the Post-2019 Period, 20% of the amount of the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (ii) above) for any calendar quarter with respect to that portion of the Pre-Incentive Fee Net Investment Income (as defined in paragraph (ii) above), if any, that ~~exceeds~~exceeded the Post-2019 Catch-Up Amount.

However, with respect to the Post-2019 Period, the Pre-2021 Income-Based Fee paid to the Adviser ~~will not~~would in no event be in excess of the Pre-2021 Incentive Fee Cap. With respect to the Post-2019 Period, the ~~"Incentive~~"Pre-2021 Incentive Fee Cap" for any quarter iswas an amount equal to (a) 20% of the Cumulative Net Return (as defined below) during the relevant Pre-2021 Trailing Twelve Quarters minus (b) the aggregate Pre-2021 Income-Based Fee that was paid in respect of the first eleven calendar quarters (or the portion thereof) included in the relevant Pre-2021 Trailing Twelve Quarters. ~~The Incentive Fee Cap is not subject to recoupment.~~

Cumulative Net Return ~~means~~meant (x) the aggregate net investment income in respect of the relevant Pre-2021 Trailing Twelve Quarters minus (y) any Net Capital Loss (as defined below), if any, in respect of the relevant Pre-2021 Trailing Twelve Quarters. If, in any quarter, the Pre-2021 Incentive Fee Cap iswas zero or a negative value, the Company ~~pays~~paid no Pre-2021 Income-Based Fee to the Adviser for such quarter. If, in any quarter, the Pre-2021 Incentive Fee Cap for such quarter iswas a positive value but iswas less than the Pre-2021 Income-Based Fee that iswas payable to the Adviser for such quarter (before giving effect to the Pre-2021 Incentive Fee Cap) calculated as described above, the Company ~~pays an~~paid a Pre-2021 Income-Based Fee to the Adviser equal to the Pre-2021 Incentive Fee Cap for such quarter. If, in any quarter, the Pre-2021 Incentive Fee Cap for such quarter iswas equal to or greater than the Pre-2021 Income-Based Fee that iswas payable to the Adviser for such quarter (before giving effect to the Pre-2021 Incentive Fee Cap) calculated as described above, the Company ~~pays~~paid an Pre-2021 Income-Based Fee to the Adviser equal to the Pre-2021 Income-Based Fee calculated as described above for such quarter without regard to the Pre-2021 Incentive Fee Cap.

Net Capital Loss in respect of a particular period ~~means~~meant the difference, if positive, between (i) aggregate capital losses, whether realized or unrealized, in such period and (ii) aggregate capital gains, whether realized or unrealized, in such period.

The Pre-2021 Capital Gains Fee iswas determined and payable in arrears as of the end of each calendar year, ~~(or upon termination of~~commencing with the ~~Advisory Agreement),~~calendar year ended on December 31, 2018, and iswas calculated at the end of each applicable year by subtracting (1) the sum of the Company’s cumulative aggregate realized capital losses and aggregate unrealized capital depreciation from (2) the Company’s cumulative aggregate realized capital gains, in each case calculated from August 2, 2018. If such amount was positive at the end of such year, then the Pre-2021 Capital Gains Fee payable for such year was equal to 20% of such amount, less the cumulative aggregate amount of Pre-2021 Capital Gains Fees paid in all prior years. If such amount was negative, then there was no Pre-2021 Capital Gains Fee payable for such year.

Post-December 31, 2020 Incentive Fee

Beginning January 1, 2021, the Incentive Fee continues to consist of two components that are independent of each other, with the result that one component may be payable even if the other is not. Under the Amended and Restated Advisory Agreement, a portion of the Incentive Fee is based on the Company's income (the “Income-Based Fee”) and a portion is based on the Company's capital gains (the “Capital Gains Fee”), each as described below:

(i) The Income-Based Fee will be determined and paid quarterly in arrears based on the amount by which (x) the aggregate “Pre-Incentive Fee Net Investment Income” (as defined below) in respect of the current calendar quarter and the eleven preceding calendar quarters beginning with the calendar quarter that commences on or after January 1, 2021, as the case may be (or the appropriate portion thereof in the case of any of the Company's first eleven calendar quarters that commences on or after January 1, 2021) (in either case, the “Trailing Twelve Quarters”) exceeds (y) the Hurdle Amount (as defined below) in respect of the Trailing Twelve Quarters. The Hurdle Amount will be determined on a quarterly basis, and will be calculated by multiplying 2.0% (8% annualized) by the aggregate of the Company's NAV at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Quarters. For this purpose, under the Amended and Restated Advisory Agreement, “Pre-Incentive Fee Net Investment Income” means interest income, dividend income and any other income (including, without limitation, any accrued income that we have not yet received in cash and any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that we receive from portfolio companies) accrued during the calendar quarter, minus the Company's operating expenses accrued during the calendar quarter (including, without limitation, the Base Management Fee, administration expenses and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the Income-Based Fee and the Capital Gains Fee). For the

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

avoidance of doubt, Pre-Incentive Fee Net Investment Income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation:

The calculation of the Income-Based Fee for each quarter is as follows:

(A) No Income-Based Fee will be payable to the Adviser in any calendar quarter in which the Company's aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Quarters does not exceed the Hurdle Amount;

(B) 100% of the Company's aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Quarters, if any, that exceeds the Hurdle Amount but is less than or equal to an amount (the “Catch-Up Amount”) determined on a quarterly basis by multiplying 2.5% (10% annualized) by the Company's NAV at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Quarters. The Catch-Up Amount is intended to provide the Adviser with an incentive fee of 20% on all of the Company's Pre-Incentive Fee Net Investment Income when the Company's Pre-Incentive Fee Net Investment Income reaches the Catch-Up Amount for the Trailing Twelve Quarters; and

(C) For any quarter in which the Company's aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Quarters exceeds the Catch-Up Amount, the Income-Based Fee shall equal 20% of the amount of the Company's Pre-Incentive Fee Net Investment Income for such Trailing Twelve Quarters, as the Hurdle Amount and Catch-Up Amount will have been achieved.

Subject to the Incentive Fee Cap described below, the amount of the Income-Based Fee that will be paid to the Adviser for a particular quarter will equal the excess of the aggregate Income-Based Fee so calculated less the aggregate Income-Based Fees that were paid to the Adviser in the preceding eleven calendar quarters (or portion thereof) comprising the relevant Trailing Twelve Quarters.

(ii) The Income-Based Fee is subject to a cap (the “Incentive Fee Cap”). The Incentive Fee Cap in any quarter is an amount equal to (a) 20% of the Cumulative Pre-Incentive Fee Net Return (as defined below) during the relevant Trailing Twelve Quarters less (b) the aggregate Income-Based Fee that were paid to the Adviser in the preceding eleven calendar quarters (or portion thereof) comprising the relevant Trailing Twelve Quarters. For this purpose, “Cumulative Pre-Incentive Fee Net Return” during the relevant Trailing Twelve Quarters means (x) Pre-Incentive Fee Net Investment Income in respect of the Trailing Twelve Quarters less (y) any Net Capital Loss, if any, in respect of the Trailing Twelve Quarters. If, in any quarter, the Incentive Fee Cap is zero or a negative value, we will pay no Income-Based Fee to the Adviser in that quarter. If, in any quarter, the Incentive Fee Cap is a positive value but is less than the Income-Based Fee calculated in accordance with paragraph (i) above, we will pay the Adviser the Incentive Fee Cap for such quarter. If, in any quarter, the Incentive Fee Cap is equal to or greater than the Income-Based Fee calculated in accordance with paragraph (i) above, we will pay the Adviser the Income-Based Fee for such quarter.

“Net Capital Loss” in respect of a particular period means the difference, if positive, between (i) aggregate capital losses on the Company's assets, whether realized or unrealized, in such period and (ii) aggregate capital gains or other gains on the Company's assets (including, for the avoidance of doubt, the value ascribed to any credit support arrangement in the Company's financial statements even if such value is not categorized as a gain therein), whether realized or unrealized, in such period.

(iii) The second part of the Incentive Fee (the “Capital Gains Fee”) will be determined and payable in arrears as of the end of each calendar year (or upon termination of the Amended and Restated Advisory Agreement), commencing with the calendar year ended on December 31, 2018, and is calculated at the end of each applicable year by subtracting (1) the sum of the Company's cumulative aggregate realized capital losses and aggregate unrealized capital depreciation from (2) the Company's cumulative aggregate realized capital gains, in each case calculated from August 2, 2018. If such amount is positive at the end of such year, then the Capital Gains Fee payable for such year is equal to 20% of such amount, less the cumulative aggregate amount of Capital Gains Fees paid in all prior ~~years.~~years commencing with the calendar year ended on December 31, 2018. If such amount is negative, then there is no Capital Gains Fee payable for such year. If ~~the Advisory~~this Agreement is terminated as of a date that is not a calendar year end, the termination date will be treated as though it were a calendar year end for purposes of calculating and paying a Capital Gains Fee. ~~The Company did not pay any Incentive Fee for~~

Under the ~~three~~Amended and Restated Advisory Agreement, the "cumulative aggregate realized capital gains" are calculated as the sum of the differences, if positive, between (a) the net sales price of each investment in the Company's portfolio when sold and (b) the accreted or ~~six months ended June 30, 2020 or 2019.~~amortized cost basis of such investment.

3237

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The cumulative aggregate realized capital losses are calculated as the sum of the differences, if negative, between (a) the net sales price of each investment in the Company's portfolio when sold and (b) the accreted or amortized cost basis of such investment.

The aggregate unrealized capital depreciation is calculated as the sum of the differences, if negative, between (a) the valuation of each investment in the Company's portfolio as of the applicable Capital Gains Fee calculation date and (b) the accreted or amortized cost basis of such investment.

Under the Amended and Restated Advisory Agreement, the “accreted or amortized cost basis of an investment” shall mean the accreted or amortized cost basis of such investment as reflected in the Company’s financial statements.

For the three months ended March 31, 2021, the Income-Based Fee determined in accordance with the terms of the Amended and Restated Advisory Agreement was $2.7 million. As of March 31, 2021, the Income-Based Fee of $2.7 million was unpaid and included in “Incentive management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. The Company did not pay any Pre-2021 Income-Based Fee for the three months ended March 31, 2020.

The Company did not pay any capital gains fees for either of the three months ended March 31, 2021 or 2020.

Payment of Company Expenses

Under the Amended and Restated Advisory Agreement, all investment professionals of the Adviser and its staff, when and to the extent engaged in providing services required to be provided by the Adviser under the Amended and Restated Advisory Agreement, and the compensation and routine overhead expenses of such personnel allocable to such services, are provided and paid for by the Adviser and not by the Company, except that all costs and expenses relating to the Company's operations and transactions, including, without limitation, those items listed in the Amended and Restated Advisory Agreement, will be borne by the Company.

Administration Agreement

Under the terms of the Administration Agreement, the Adviser performs (or oversees, or arranges for, the performance of) the administrative services necessary for the operation of the Company, including, but not limited to, office facilities, equipment, clerical, bookkeeping and record-keeping services at such office facilities and such other services as the Adviser, subject to review by the Board, from time to time, determines to be necessary or useful to perform its obligations under the Administration Agreement. The Adviser also, on behalf of the Company and subject to oversight by the Board, arranges for the services of, and oversees, custodians, depositories, transfer agents, dividend disbursing agents, other stockholder servicing agents, accountants, attorneys, valuation experts, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable.

The Company ~~is required to~~will reimburse ~~the Adviser~~Barings for the costs and expenses incurred by ~~the Adviser~~it in performing its obligations and providing personnel and facilities under the Administration Agreement ~~or such lesser~~in an amount ~~as may~~to be negotiated and mutually agreed to ~~in writing~~ by the Company and Barings quarterly in arrears. In no event will the ~~Adviser from time to time. If~~agreed-upon quarterly expense amount exceed the amount of expenses that would otherwise be reimbursable by the Company ~~and the Adviser agree to a reimbursement amount for any period which is less than the full amount otherwise permitted~~ under the Administration Agreement ~~then~~for the ~~Adviser~~applicable quarterly period, and Barings will not be entitled to ~~recoup~~the recoupment of any ~~difference thereof~~amounts in ~~any subsequent period or otherwise.~~excess of the agreed-upon quarterly expense amount. The costs and expenses incurred by the Adviser on behalf of the Company under the Administration Agreement include, but are not limited to:

•the allocable portion of the Adviser’s rent for the Company’s Chief Financial Officer and the Chief Compliance Officer and their respective staffs, which is based upon the allocable portion of the usage thereof by such personnel in connection with their performance of administrative services under the Administration Agreement;

•the allocable portion of the salaries, bonuses, benefits and expenses of the Company’s Chief Financial Officer and Chief Compliance Officer and their respective staffs, which is based upon the allocable portion of the time spent by such personnel in connection with performing administrative services for the Company under the Administration Agreement;

•the actual cost of goods and services used for the Company and obtained by the Adviser from entities not affiliated with the Company, which is reasonably allocated to the Company on the basis of assets, revenues, time records or other ~~method~~methods conforming with generally accepted accounting principles;

•all fees, costs and expenses associated with the engagement of a sub-administrator, if any; and

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

•costs associated with (a) the monitoring and preparation of regulatory reporting, including registration statements and amendments thereto, prospectus supplements, and tax reporting, (b) the coordination and oversight of service provider activities and the direct cost of such contractual matters related thereto and (c) the preparation of all financial statements and the coordination and oversight of audits, regulatory inquiries, certifications and sub-certifications.

For the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 and March 31, 2020, the Company incurred and was invoiced by the Adviser for expenses of approximately ~~$0.2~~$0.5 million and ~~$0.6~~$0.4 million, respectively, under the terms of the Administration Agreement, which ~~amount is~~amounts are included in ~~"General~~“General and administrative expenses" in the accompanying Unaudited Consolidated Statements of Operations. For the three and six months ended June 30, 2019, the Company incurred and was invoiced by the Adviser for expenses of approximately $0.9 million and $1.4 million, respectively, under the terms of the Administration Agreement, which amount is included in "General and administrative expenses"expenses” in the accompanying Unaudited Consolidated Statements of Operations. As of ~~June 30, 2020,~~March 31, 2021, the administrative expenses of $0.5 million for the three months ended ~~June 30, 2020~~March 31, 2021 were unpaid and included in ~~"Administrative~~“Administrative fees ~~payable"~~payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, ~~2019,~~2020, the administrative expenses of ~~$0.4~~$0.7 million incurred for the three months ended December 31, ~~2019~~2020 were unpaid and included in ~~"Administrative~~“Administrative fees ~~payable"~~payable” in the accompanying Consolidated Balance Sheet.

Credit Support Agreement

In connection with the MVC Acquisition, on December 23, 2020, promptly following the closing of the Company’s merger with MVC, the Company entered into a Credit Support Agreement (the “Credit Support Agreement”) with the Adviser, pursuant to which the Adviser has agreed to provide credit support to the Company in the amount of up to $23.0 million relating to the net cumulative realized and unrealized losses on the acquired MVC investment portfolio over a 10-year period. A summary of the material terms of the Credit Support Agreement are as follows:

•The Credit Support Agreement covers all of the investments in the Reference Portfolio.

•The Adviser has an obligation to provide credit support to the Company in an amount equal to the excess of (1) the aggregate realized and unrealized losses on the Reference Portfolio over (2) the aggregate realized and unrealized gains on the Reference Portfolio, in each case from the date of the closing of the Company’s merger with MVC through the Designated Settlement Date (up to a $23.0 million cap) (such amount, the “Covered Losses”). For purposes of the Credit Support Agreement, “Designated Settlement Date” means the earlier of (1) January 1, 2031 and (2) the date on which the entire Reference Portfolio has been realized or written off. No credit support is required to be made by the Adviser to the Company under the Credit Support Agreement if the aggregate realized and unrealized gains on the Reference Portfolio exceed realized and unrealized losses of the Reference Portfolio on the Designated Settlement Date.

•The Adviser will settle any credit support obligation under the Credit Support Agreement as follows. If the Covered Losses are greater than $0.00, then, in satisfaction of the Adviser’s obligation set forth in the Credit Support Agreement, the Adviser will irrevocably waive during the Waiver Period (as defined below) (1) the incentive fees payable under the Amended and Restated Advisory Agreement (including any incentive fee calculated on an annual basis during the Waiver Period), and (2) in the event that Covered Losses exceed such incentive fee, the base management fees payable under the Amended and Restated Advisory Agreement. The “Waiver Period” means the four quarterly measurement periods immediately following the quarter in which the Designated Settlement Date occurs. If the Covered Losses exceed the aggregate amount of incentive fees and base management fees waived by the Adviser during the Waiver Period, then, on the date on which the last incentive fee or base management fee payment would otherwise be due during the Waiver Period, the Adviser shall make a cash payment to the Company equal to the positive difference between the Covered Losses and the aggregate amount of incentive fees and base management fees previously waived by the Adviser during the Waiver Period.

•The Credit Support Agreement and the rights of the Company thereunder shall automatically terminate if the Adviser (or an affiliate of the Adviser) ceases to serve as the investment adviser to the Company or any successor thereto, other than as a result of the voluntary termination by the Adviser of its investment advisory agreement with the Company. In the event of such a voluntary termination by the Adviser of the then-current investment advisory agreement with the Company, the Adviser will remain obligated to provide the credit support contemplated by the Credit Support Agreement. In the event of a non-voluntary termination of the advisory agreement or its expiration (due to non-renewal by the Board, the Adviser will have no obligations under the Credit Support Agreement.

The Credit Support Agreement is intended to give stockholders of the combined company following the MVC Acquisition downside protection from net cumulative realized and unrealized losses on the acquired MVC portfolio and insulate the combined company’s stockholders from potential value volatility and losses in MVC’s portfolio following the closing of the Company’s merger with MVC. There is no fee or other payment by the Company to the Adviser or any of its affiliates in connection with the Credit Support Agreement. Any cash payment from the Adviser to the Company under the Credit Support

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

Agreement will be excluded from the Company’s incentive fee calculations under the Amended and Restated Advisory Agreement.

When the Company and the Adviser entered into the Credit Support Agreement, it was accounted for as a deemed contribution from the Adviser and is included in "Additional paid-in capital" in the accompanying Unaudited Consolidated Balance Sheet and Consolidated Balance Sheet. In addition, the Credit Support Agreement will be accounted for as a derivative in accordance with ASC 815, Derivatives and Hedging, and is included in "Credit support agreement" in the accompanying Unaudited Consolidated Balance Sheet and Consolidated Balance Sheet.

3. INVESTMENTS

Portfolio Composition

~~Excluding the Company's~~The Company invests predominately in senior secured private debt investments in ~~its joint ventures and short-term money market funds,~~well-established middle-market businesses that operate across a wide range of industries, as ~~of June 30, 2020 and December 31, 2019 approximately $350.9 million and $509.9 million, respectively, or 36.5% and 47.8%, respectively, of the Company's investment portfolio was invested in~~well as syndicated senior secured loans, ~~approximately $596.9 million~~structured product investments, bonds and ~~$556.9 million, respectively, or 62.2% and 52.2%, respectively, of the Company's investment portfolio was invested in senior secured, middle-market, private debt and equity~~other fixed income securities. Structured product investments ~~and approximately $12.3 million and $0.0 million, respectively, or 1.3% and 0.0%, respectively, of the Company's investment portfolio was invested in structured products. Structured products~~ include collateralized loan obligations and asset-backed securities. The Adviser's existing SEC co-investment exemptive relief under the 1940 Act, permits the Company and the Adviser's affiliated private funds and SEC-registered funds to co-invest in loans originated by the Adviser, which allows the Adviser to efficiently implement its senior secured private debt investment strategy for the Company.

The cost basis of the Company's debt investments includes any unamortized purchased premium or discount, unamortized loan origination fees and PIK interest, if any. Summaries of the composition of the Company’s investment portfolio at cost and fair value, and as a percentage of total investments, are shown in the following tables:


		Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio		Percentage of Total Net Assets			Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio		Percentage of Total Net Assets
June 30, 2020:
March 31, 2021:												March 31, 2021:
Senior debt and 1^st lien notes	Senior debt and 1^st lien notes	$	1,002,993,507	91	%	$	930,685,483	90	%	190	%	Senior debt and 1st lien notes	$	1,228,983,292	77	%	$	1,238,178,055	77	%	170	%
Subordinated debt and 2^nd lien notes	Subordinated debt and 2^nd lien notes	17,505,684		2		16,040,935		2		3		Subordinated debt and 2nd lien notes	150,273,105		10		150,597,961		9		21
Structured products	Structured products	11,519,473		1		12,264,235		1		3		Structured products	23,163,888		1		26,153,607		2		4
Equity shares	Equity shares	1,028,125		—		1,070,410		—		—		Equity shares	42,543,214		3		39,617,746		2		5
Investments in joint ventures		16,658,270		2		15,933,845		2		3
Equity warrants												Equity warrants	1,235,383		—		1,434,309		—		—
Investment in joint ventures / PE fund												Investment in joint ventures / PE fund	68,782,532		4		72,576,383		5		10
Short-term investments	Short-term investments	58,046,476		5		58,046,124		6		12		Short-term investments	73,569,174		5		73,565,676		5		10
		$	1,107,751,535	100	%	$	1,034,041,032	100	%	211	%		$	1,588,550,588	100	%	$	1,602,123,737	100	%	220	%
December 31, 2019:
December 31, 2020:												December 31, 2020:
Senior debt and 1^st lien notes	Senior debt and 1^st lien notes	$	1,070,031,715	90	%	$	1,050,863,369	90	%	184	%	Senior debt and 1st lien notes	$	1,167,436,742	79	%	$	1,171,250,512	79	%	163	%
Subordinated debt and 2^nd lien notes	Subordinated debt and 2^nd lien notes	15,339,180		1		15,220,969		1		3		Subordinated debt and 2nd lien notes	137,776,808		9		138,767,120		9		19
Structured products												Structured products	30,071,808		2		32,508,845		2		5
Equity shares	Equity shares	515,825		—		760,716		—		—		Equity shares	44,693,645		3		44,651,114		3		6
Investment in joint venture		10,158,270		1		10,229,813		1		2
Equity warrants												Equity warrants	1,235,383		—		1,300,197		—		—
Investment in joint ventures / PE fund												Investment in joint ventures / PE fund	39,282,532		3		41,759,922		3		6
Short-term investments	Short-term investments	96,568,940		8		96,568,940		8		17		Short-term investments	65,558,227		4		65,558,227		4		9
		$	1,192,613,930	100	%	$	1,173,643,807	100	%	206	%		$	1,486,055,145	100	%	$	1,495,795,937	100	%	208	%

During the three months ended ~~June 30, 2020,~~March 31, 2021, the Company ~~purchased $10.5 million in syndicated senior secured loans,~~ made 18 new investments totaling $172.2 million, made investments in ~~two middle-market~~existing portfolio companies totaling ~~$11.9~~$73.2 million, ~~consisting of two senior secured private debt investments and one minority equity investment,~~ made ~~one~~a new joint venture equity investment totaling ~~$1.5 million, made additional debt investments in seven existing portfolio companies totaling $5.6~~$4.5 million and ~~made an~~ additional ~~investment~~investments in ~~one~~ joint venture equity portfolio company totaling $5.0 million. During the six months ended June 30, 2020, the Company purchased $38.3 million in syndicated senior secured loans, purchased $11.5 million in structured product investments, made new investments in 12 middle-market portfolio companies totaling $91.3 million, consisting of 12 senior secured private debt investments, one subordinated debt investment and two minority equity investments, made one new joint venture equity investment totaling $1.5 million, made additional debt investments in 14 existing portfolio companies totaling $19.0 million and made an additional investment in one joint venture equity portfolio company totaling $5.0$25.0 million.

During the three months ended ~~June 30, 2019,~~March 31, 2020, the Company ~~purchased $2.9 million in syndicated senior secured loans,~~ made ~~seven~~30 new ~~senior secured private middle-market debt~~ investments totaling ~~$67.1 million, made one joint venture equity investment totaling $5.2~~$111.2 million and made ~~additional debt~~ investments in ~~four~~ existing portfolio companies totaling ~~$5.2~~$20.9 million. ~~During~~ ~~the six months ended June 30, 2019, the Company purchased $3.6 million in syndicated senior secured loans,~~ made thirteen new middle-market debt investments totaling $130.1 million, consisting of twelve senior secured private debt investments and one second lien private debt investment, made one joint venture equity investment totaling $5.2 million and made additional debt investments in four existing portfolio companies totaling $6.9 million.

3440

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The industry composition of investments at fair value at ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, excluding short-term investments, was as follows:


		June 30, 2020						December 31, 2019							March 31, 2021				December 31, 2020
Aerospace and Defense	Aerospace and Defense	$	58,155,042	6.0	%	$	71,899,486	6.7	%	Aerospace and Defense	$	103,612,237	6.8	%	$	82,501,170	5.8	%
Automotive	Automotive	50,601,492		5.2	%	29,879,546		2.8	%	Automotive	59,394,262		3.9		61,581,980		4.3
Banking, Finance, Insurance and Real Estate	Banking, Finance, Insurance and Real Estate	80,006,959		8.2	%	83,826,677		7.8	%	Banking, Finance, Insurance and Real Estate	118,580,033		7.8		99,099,552		6.9
Beverage, Food and Tobacco	Beverage, Food and Tobacco	3,739,493		0.4	%	11,837,328		1.1	%	Beverage, Food and Tobacco	16,900,033		1.1		15,404,126		1.1
Capital Equipment	Capital Equipment	63,020,151		6.5	%	62,694,548		5.8	%	Capital Equipment	32,078,431		2.1		30,899,579		2.2
Chemicals, Plastics, and Rubber	Chemicals, Plastics, and Rubber	17,539,558		1.8	%	31,989,552		3.0	%	Chemicals, Plastics, and Rubber	31,917,870		2.1		32,378,972		2.3
Construction and Building	Construction and Building	20,841,041		2.1	%	23,222,638		2.2	%	Construction and Building	65,281,876		4.3		59,861,616		4.2
Consumer Goods: Durable		34,946,667		3.5	%	30,207,496		2.8	%
Consumer Goods: Non-durable		9,998,663		1.0	%	13,958,377		1.3	%
Consumer goods: Durable										Consumer goods: Durable	38,394,329		2.5		38,165,784		2.7
Consumer goods: Non-durable										Consumer goods: Non-durable	33,371,033		2.2		28,081,580		2.0
Containers, Packaging and Glass	Containers, Packaging and Glass	25,628,577		2.6	%	32,465,070		3.0	%	Containers, Packaging and Glass	7,407,821		0.5		9,018,983		0.6
Energy: Electricity	Energy: Electricity	15,628,028		1.6	%	16,561,352		1.5	%	Energy: Electricity	16,490,359		1.1		17,627,935		1.2
Energy: Oil and Gas	Energy: Oil and Gas	2,491,031		0.3	%	14,031,270		1.3	%	Energy: Oil and Gas	3,662,649		0.2		788,105		0.1
Environmental Services										Environmental Services	11,616,266		0.8		—		—
Healthcare and Pharmaceuticals	Healthcare and Pharmaceuticals	100,607,271		10.3	%	106,336,903		9.9	%	Healthcare and Pharmaceuticals	148,719,048		9.7		142,708,050		10.0
High Tech Industries	High Tech Industries	113,019,672		11.6	%	124,598,066		11.6	%	High Tech Industries	165,576,202		10.8		152,413,985		10.6
Hotel, Gaming and Leisure	Hotel, Gaming and Leisure	7,457,453		0.8	%	5,978,910		0.6	%	Hotel, Gaming and Leisure	16,677,421		1.1		10,682,093		0.7
Investment Funds and Vehicles	Investment Funds and Vehicles	15,933,845		1.6	%	10,229,813		0.9	%	Investment Funds and Vehicles	72,576,383		4.7		41,759,922		2.9
Media: Advertising, Printing and Publishing	Media: Advertising, Printing and Publishing	20,244,112		2.1	%	30,919,615		2.9	%	Media: Advertising, Printing and Publishing	67,947,381		4.4		54,123,033		3.8
Media: Broadcasting and Subscription	Media: Broadcasting and Subscription	5,056,725		0.5	%	—		—	%	Media: Broadcasting and Subscription	5,648,515		0.4		6,464,741		0.4
Media: Diversified and Production	Media: Diversified and Production	30,656,022		3.1	%	31,962,571		3.0	%	Media: Diversified and Production	43,257,677		2.8		48,200,216		3.4
Metals and Mining	Metals and Mining	14,362,681		1.4	%	12,284,823		1.1	%	Metals and Mining	18,640,733		1.2		17,857,236		1.2
Retail	Retail	19,160,462		2.0	%	28,438,030		2.6	%	Retail	—		—		1,983,083		0.1
Services: Business	Services: Business	114,947,308		11.8	%	127,261,336		11.8	%	Services: Business	218,683,424		14.3		209,974,914		14.7
Services: Consumer	Services: Consumer	38,887,027		4.0	%	35,667,981		3.3	%	Services: Consumer	58,147,463		3.8		54,450,324		3.8
Structured Products	Structured Products	10,402,313		1.1	%	—		—	%	Structured Products	26,153,607		1.7		32,508,845		2.3
Telecommunications	Telecommunications	18,657,128		1.9	%	33,725,812		3.1	%	Telecommunications	30,936,630		2.0		43,021,001		3.0
Transportation: Cargo	Transportation: Cargo	59,900,631		6.1	%	83,353,452		7.7	%	Transportation: Cargo	64,766,643		4.2		91,132,943		6.4
Transportation: Consumer		—		—	%	5,845,206		0.5	%

Utilities: Electric	Utilities: Electric	12,668,933		1.3	%	6,028,435		0.6	%	Utilities: Electric	8,999,781		0.6		8,987,929		0.6
Utilities: Oil and Gas	Utilities: Oil and Gas	11,436,622		1.2	%	11,870,574		1.1	%	Utilities: Oil and Gas	11,683,609		0.8		11,645,956		0.8
Wholesale										Wholesale	31,436,345		2.1		26,914,057		1.9
Total	Total	$	975,994,908	100.0	%	$	1,077,074,867	100.0	%	Total	$	1,528,558,061	100.0	%	$	1,430,237,710	100.0	%

Jocassee Partners LLC

On May 8, 2019, the Company entered into an agreement with South Carolina Retirement Systems Group Trust ("SCRS") to create and co-manage Jocassee Partners LLC ("Jocassee"), a joint venture, which invests in a highly diversified asset mix including senior secured, middle-market, private debt investments, syndicated senior secured loans and structured ~~products.~~product investments. The Company and SCRS committed to initially provide $50.0 million and $500.0 million, respectively, of equity capital to Jocassee. Equity contributions will be called from each member on a pro-rata basis, based on their equity commitments. As of ~~June 30, 2020,~~March 31, 2021, Jocassee had ~~$70.0~~$272.1 million in senior secured private middle-market debt investments, ~~$349.5~~$0.7 million in second lien and subordinated private middle-market debt investments, $384.5 million in U.S. syndicated senior secured loans, ~~$96.6~~$9.1 million in U.S. syndicated second lien and subordinated loans, $146.8 million in European syndicated senior secured loans, ~~$24.8~~$5.7 million in structured product investments, ~~$6.7~~$5.4 million in an equity ~~investment, $13.5~~investments, $100.0 million in a joint venture ~~investment~~investments and ~~$67.5~~$21.5 million in a short-term ~~investment.~~investments. As of December 31, ~~2019,~~2020, Jocassee had ~~$41.3~~$180.6 million in senior secured private middle-market debt investments, ~~$140.8~~$382.9 million in U.S. syndicated senior secured loans, ~~$57.3~~$161.5 million in European syndicated senior secured loans, ~~$8.2~~$25.6 million in structured product investments, $5.8 million in an equity investment, ~~and $36.7~~$90.1 million in a joint venture investment and $23.1 million in short-term ~~investment.~~investments.

3541

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The Company may sell portions of its investments via assignment to Jocassee. Since inception, as of ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, the Company had sold ~~$66.9~~$256.9 million and ~~$36.1~~$162.2 million, respectively, of its investments to Jocassee. As of each of March 31, 2021 and December 31, 2020, the Company had $44.2 million in unsettled receivables due from Jocassee that were included in "Receivable from unsettled transactions" in the accompanying Unaudited and Audited Consolidated Balance Sheets. The sale of the investments met the criteria set forth in ASC 860, Transfers and Servicing for treatment as a sale and satisfies the following conditions:

•Assigned investments have been isolated from the Company, and put presumptively beyond the reach of the Company and its creditors, even in bankruptcy or other receivership;

•each participant has the right to pledge or exchange the assigned investments it received, and no condition both constrains the participant from taking advantage of its right to pledge or exchange and provides more than a trivial benefit to the Company; and

•the Company, its consolidated affiliates or its agents do not maintain effective control over the assigned investments through either: (i) an agreement that entitles and/or obligates the Company to repurchase or redeem the assets before maturity, or (ii) the ability to unilaterally cause the holder to return specific assets, other than through a cleanup call.

The Company has determined that Jocassee is an investment company under ASC, Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Jocassee as it is not a substantially wholly owned investment company subsidiary. In addition, the Company does not control Jocassee due to the allocation of voting rights among Jocassee members.

As of ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, Jocassee had the following commitments, contributions and unfunded commitments from its members:


		As of June 30, 2020															As of March 31, 2021
Member	Member	Total Commitments		Contributed Capital		Return of Capital (not recallable)		Unfunded Commitments		Member	Total Commitments		Contributed Capital		Return of Capital (not recallable)		Unfunded Commitments
Barings BDC, Inc.	Barings BDC, Inc.	$	50,000,000	$	15,000,000	$	—	$	35,000,000	Barings BDC, Inc.	$	50,000,000	$	25,000,000	$	—	$	25,000,000
South Carolina Retirement Systems Group Trust	South Carolina Retirement Systems Group Trust	500,000,000		150,000,000		—		350,000,000		South Carolina Retirement Systems Group Trust	500,000,000		250,000,000		—		250,000,000
Total	Total	$	550,000,000	$	165,000,000	$	—	$	385,000,000	Total	$	550,000,000	$	275,000,000	$	—	$	275,000,000

		As of December 31, 2019															As of December 31, 2020
Member	Member	Total Commitments		Contributed Capital		Return of Capital (not recallable)		Unfunded Commitments		Member	Total Commitments		Contributed Capital		Return of Capital (not recallable)		Unfunded Commitments
Barings BDC, Inc.	Barings BDC, Inc.	$	50,000,000	$	10,000,000	$	—	$	40,000,000	Barings BDC, Inc.	$	50,000,000	$	20,000,000	$	—	$	30,000,000
South Carolina Retirement Systems Group Trust	South Carolina Retirement Systems Group Trust	500,000,000		100,000,000		—		400,000,000		South Carolina Retirement Systems Group Trust	500,000,000		200,000,000		—		300,000,000
Total	Total	$	550,000,000	$	110,000,000	$	—	$	440,000,000	Total	$	550,000,000	$	220,000,000	$	—	$	330,000,000

Thompson Rivers LLC

On April 28, 2020, Thompson Rivers LLC (“Thompson Rivers”) was formed as a Delaware limited liability company. On May 13, 2020, ~~Barings BDC, Inc. (the “Company”)~~the Company entered into a limited liability company agreement ~~(“LLC Agreement”)~~ with Jocassee. The Company and Jocassee ~~have~~ committed to initially provide $10.0 million and $90.0 million, respectively, of equity capital to Thompson Rivers. Equity contributions (and equity ownership) isare on a pro-rata basis, based on their equity commitments (10% for the Company and 90% for Jocassee). On January 29, 2021, the Company and Jocassee entered into a Second Amended and Restated Limited Liability Company Agreement (“Amended LLC Agreement”). The Amended LLC Agreement increased the Company's commitment to $30.0 million. As of ~~June 30,~~March 31, 2021, Thompson Rivers had $938.8 million in Ginnie Mae early buyout loans and $62.1 million in cash. As of December 31, 2020, Thompson Rivers had ~~$15.1~~$715.2 million in ~~private student loan asset-backed securities, $17.6 million in commercial mortgage-backed securities, and $8.2 million in cash~~.Ginnie Mae early buyout loans.

3642

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The Company has determined that Thompson Rivers is an investment company under ASC, Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Thompson Rivers as it is not a substantially wholly owned investment company subsidiary. In addition, the Company does not control Thompson Rivers due to the allocation of voting rights among Thompson Rivers members.

As of ~~June 30,~~March 31, 2021 and December 31, 2020, Thompson Rivers had the following commitments, contributions and unfunded commitments from its members:


		As of June 30, 2020															As of March 31, 2021
Member	Member	Total Commitments		Contributed Capital		Return of Capital (not recallable)		Unfunded Commitments		Member	Total Commitments		Contributed Capital		Return of Capital (not recallable)		Unfunded Commitments
Barings BDC, Inc.	Barings BDC, Inc.	$	10,000,000	$	1,500,000	$	—	$	8,500,000	Barings BDC, Inc.	$	30,000,000	$	30,000,000	$	—	$	—
Jocassee, Partners, LLC		90,000,000		13,500,000		—		76,500,000
Jocassee Partners LLC										Jocassee Partners LLC	90,000,000		90,000,000		—		—
Total	Total	$	100,000,000	$	15,000,000	$	—	$	85,000,000	Total	$	120,000,000	$	120,000,000	$	—	$	—

											As of December 31, 2020
Member										Member	Total Commitments		Contributed Capital		Return of Capital (not recallable)		Unfunded Commitments
Barings BDC, Inc.										Barings BDC, Inc.	$	10,000,000	$	10,000,000	$	—	$	—
Jocassee Partners LLC										Jocassee Partners LLC	90,000,000		90,000,000		—		—
Total										Total	$	100,000,000	$	100,000,000	$	—	$	—

~~Investment Valuation~~Waccamaw River LLC

On January 4, 2021, Waccamaw River LLC (“Waccamaw River”) was formed as a Delaware limited liability company. On February 8, 2021, the Company entered into a limited liability company agreement (“Waccamaw LLC Agreement”) with Jocassee. The Company and Jocassee have committed to initially each provide $25.0 million, of equity capital to Waccamaw River. Equity contributions (and equity ownership) are on a pro-rata basis, based on their equity commitments (50% for the Company and 50% for Jocassee). As of March 31, 2021, Waccamaw River had $7.8 million in unsecured consumer loans and $0.6 million in cash.

The Company has determined that Waccamaw River is an investment company under ASC, Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Waccamaw River as it is not a substantially wholly owned investment company subsidiary. In addition, the Company does not control Waccamaw River due to the allocation of voting rights among Waccamaw River members.

As of March 31, 2021, Waccamaw River had the following commitments, contributions and unfunded commitments from its members:


	As of March 31, 2021
Member	Total Commitments		Contributed Capital		Return of Capital (not recallable)		Unfunded Commitments
Barings BDC, Inc.	$	25,000,000	$	4,500,000	$	—	$	20,500,000
Jocassee Partners LLC	25,000,000		4,500,000		—		20,500,000
Total	$	50,000,000	$	9,000,000	$	—	$	41,000,000

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

Valuation of Investments

The Company conducts the valuation of its investments, upon which its net asset value is primarily based, in accordance with its valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures ("ASC Topic 820"). The Company's current valuation policy and processes were established by the Adviser and have been approved by the Board.

Under ASC Topic 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between a willing buyer and a willing seller at the measurement date. For the Company’s portfolio securities, fair value is generally the amount that the Company might reasonably expect to receive upon the current sale of the security. Under ASC Topic 820, the fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. Under ASC Topic 820, if no market for the security exists or if the Company does not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.

Under ASC Topic 820, there are three levels of valuation inputs, as follows:

Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 Inputs – include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.

A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables below may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).

The Company’s investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, the Company determines the fair value of its investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, the Company assesses the appropriateness of the use of these third-party quotes in determining fair value based on (i) its understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer and (ii) the depth and consistency of broker quotes and the correlation of changes in broker quotes with the underlying performance of the portfolio company.

~~Barings BDC, Inc.~~

~~Notes to Unaudited Consolidated Financial Statements — (Continued)~~

the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the valuations currently assigned.

Investment Valuation Process

The Adviser has established a ~~Pricing Committee~~pricing committee that is, subject to the oversight of the Board, responsible for the approval, implementation and oversight of the processes and methodologies that relate to the pricing and valuation of assets held by the Company. The Adviser uses ~~internal pricing models, in accordance with internal pricing procedures established by the Adviser's Pricing Committee,~~independent third-party providers to price ~~an asset~~the portfolio, but in the event an acceptable price cannot be obtained from an approved external ~~source.~~source, the Adviser will utilize alternative methods in accordance with internal pricing procedures established by the Adviser's pricing committee.

~~The~~At least annually, the Adviser conducts reviews ~~its valuation methodologies on an ongoing basis and updates are made accordingly~~of the primary pricing vendors to ~~meet changes~~validate that the inputs used in the ~~marketplace.~~vendors’ pricing process are deemed to be market observable. While the Adviser is not provided access to proprietary models of the vendors, the reviews have included on-site walkthroughs of the pricing process, methodologies and control procedures for each asset class and level for which prices are provided. The review also includes an examination of the underlying inputs and assumptions for a sample of individual securities across asset classes, credit rating levels and various durations, a process the Adviser ~~has established internal controls~~continues to ensure its valuation process is operating in an effective manner. The Adviser (1) maintains valuation and pricing procedures that describe the specific methodology used for valuation and (2) approves and documents exceptions and overrides of valuations.perform annually. In addition, the ~~Pricing Committee performs~~pricing vendors have an ~~annual review~~established challenge process in place for all security valuations, which facilitates identification and resolution of ~~valuation methodologies.~~prices that fall outside expected ranges. The Adviser believes that the prices received from the pricing vendors are representative of prices that would be received to sell the assets at the measurement date (i.e., exit prices).

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The Company's money market fund investments are generally valued using Level 1 inputs and its equity investments listed on an exchange or on the NASDAQ National Market System are valued using Level 1 inputs, using the last quoted sale price of that day. The Company’s syndicated senior secured loans and structured product investments are generally valued using Level 2 ~~inputs.~~inputs, which are generally valued at the bid quotation obtained from dealers in loans by an independent pricing service. The Company's ~~senior secured,~~ middle-market, private debt and equity investments are generally valued using Level 3 inputs.

Independent Valuation ~~Review~~

The ~~Company has engaged~~fair value of loans and equity investments that are not syndicated or for which market quotations are not readily available, including middle-market loans, are generally submitted to independent providers to perform an independent valuation ~~firm to provide third-party valuation consulting services at~~on those loans and equity investments as of the end of each ~~fiscal quarter which consist~~quarter. Such loans and equity investments are initially held at cost, as that is a reasonable approximation of ~~certain limited procedures~~fair value on the acquisition date, and monitored for material changes that ~~the Company identified and requested~~could affect the valuation ~~firm to perform (hereinafter referred to as~~(for example, changes in interest rates or the ~~"Procedures"). The Procedures generally consist of a review~~credit quality of the ~~quarterly fair values of~~borrower). At the ~~Company's middle-market~~quarter end following the initial acquisition, such loans and equity investments ~~and~~ are generally ~~performed with respect~~sent to ~~each middle-market investment at least once in every calendar year and for new investments, at least once in the twelve-month period subsequent to the initial investment. In addition, the Procedures~~a valuation provider which will ~~generally be performed with respect to an investment where there has been a significant change in~~determine the fair value ~~or performance~~of each investment. The independent valuation providers apply various methods (synthetic rating analysis, discounting cash flows, and re-underwriting analysis) to establish the rate of return a market participant would require (the “discount rate”) as of the ~~investment. Prior~~valuation date, given market conditions, prevailing lending standards and the perceived credit quality of the issuer. Future expected cash flows for each investment are discounted back to present value using these discount rates in the discounted cash flow analysis. A range of values will be provided by the valuation provider and the Adviser will determine the point within that range that it will use in making valuation recommendations to the ~~first quarter~~Board, and will report to the Board on its rationale for each such determination. The Adviser uses its internal valuation model as a comparison point to validate the price range provided by the valuation provider and, where applicable, in determining the point within that range that it will use in making valuation recommendations to the Board. If the Adviser’s pricing committee disagrees with the price range provided, it may make a fair value recommendation to the Board that is outside of ~~2020,~~ the ~~Procedures were generally performed with respect to each investment every quarter beginning in~~range provided by the ~~quarter after~~independent valuation provider, and will notify the ~~investment was made.~~Board of any such override and the reasons therefore. In certain instances, the Company may determine that it is not cost-effective, and as a result is not in the stockholders' best interests, to request ~~the~~an independent valuation firm to perform ~~the Procedures~~an independent valuation on certain investments. Such instances include, but are not limited to, situations where the fair value of the investment in the portfolio company is determined to be insignificant relative to the total investment portfolio.

The total number of senior secured, middle-market investments and the percentage of the Company's total senior secured, middle-market investment portfolio on which the Procedures were performed are summarized below by period:

For the quarter ended: Total
companies Percent of total
investments at
fair value(1)
March 31, 2019 18 100%
June 30, 2019 22 100%
September 30, 2019 28 100%
December 31, 2019 38 100%
March 31, 2020 30 62%
June 30, 2020 33 53%

~~(1)Exclusive of the fair value of new middle-market investments made during the quarter for which the Procedures were not performed and certain middle-market investments repaid subsequent~~ Pursuant to ~~the end of the reporting period.~~

Upon completion of the Procedures, the valuation firm concluded that, with respect to each investment reviewed by the valuation firm, the fair value of those investments subjected to the Procedures appeared reasonable. Finally,these procedures, the Board ~~determined~~determines in good faith ~~that~~whether the Company's investments were valued at fair value in accordance with the Company's valuation policies and procedures and the 1940 Act based on, among other things, the input of Barings, the Company’s Audit Committee and the independent valuation firm.

~~Barings BDC, Inc.~~

~~Notes to Unaudited Consolidated Financial Statements — (Continued)~~

Valuation Techniques

The Company's valuation techniques are based upon both observable and unobservable pricing inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company's market assumptions. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. ~~The Company determines the estimated fair value of its loans and investments using primarily an income approach. Generally, an~~An independent pricing service provider is the preferred source of pricing a loan, however, to the extent the independent pricing service provider price is unavailable or not relevant and reliable, the Company ~~may use~~will utilize alternative approaches such as broker ~~quotes.~~quotes or manual prices. The Company attempts to maximize the use of observable inputs and minimize the use of unobservable inputs. The availability of observable inputs can vary from investment to investment and is affected by a wide variety of factors, including the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the security.

~~Market Approach~~

The Company values its syndicated senior secured loans and structured product investments using values provided by independent pricing services that have been approved by the Adviser's Pricing Committee. The prices received from these pricing service providers are based on yields or prices of securities of comparable quality, type, coupon and maturity and/or indications as to value from dealers and exchanges. The Company will seek to obtain two prices from the pricing services with one price representing the primary source and the other representing an independent control valuation. The Company evaluates the prices obtained from brokers or independent pricing service providers based on available market information, including trading activity of the subject or similar securities, or by performing a comparable security analysis to ensure that fair values are reasonably estimated. The Company also performs back-testing of valuation information obtained from independent pricing service providers and brokers against actual prices received in transactions. In addition to ongoing monitoring and back-testing, the Company performs due diligence procedures surrounding independent pricing service providers to understand their methodology and controls to support their use in the valuation process.

~~Income Approach~~

The Company utilizes an Income Approach model in valuing its private debt investment portfolio, which consists of middle-market senior secured loans with floating reference rates. As independent pricing service provider and broker quotes have not historically been consistently relevant and reliable, the fair value is determined using an internal index-based pricing model that takes into account both the movement in the spread of one or more performing credit indices as well as changes in the credit profile of the borrower. The implicit yield for each debt investment is calculated at the date the investment is made. This calculation takes into account the acquisition price (par less any upfront fee) and the relative maturity assumptions of the underlying asset. As of each balance sheet date, the implied yield for each investment is reassessed, taking into account changes in the discount margin of the baseline index, probabilities of default and any changes in the credit profile of the issuer of the security, such as fluctuations in operating levels and leverage. If there is an observable price available on a comparable security/issuer, it is used to calibrate the internal model. If the valuation process for a particular debt investment results in a value above par, the value is typically capped at the greater of the principal amount plus any prepayment penalty in effect or 100% of par on the basis that a market participant is likely unwilling to pay a greater amount than that at which the borrower could refinance.

~~Enterprise Value Waterfall Approach~~

In valuing equity securities, the Company estimates fair value using an "Enterprise Value Waterfall" valuation model. The Company estimates the enterprise value of a portfolio company and then allocates the enterprise value to the portfolio company’s securities in order of their relative liquidation preference. In addition, the model assumes that any outstanding debt or other securities that are senior to the Company’s equity securities are required to be repaid at par. Generally, the waterfall proceeds flow from senior debt tranches of the capital structure to junior and subordinated debt, followed by each class or preferred stock and finally the common stock. Additionally, the Company may estimate the fair value of a debt security using the Enterprise Value Waterfall approach when the Company does not expect to receive full repayment.

To estimate the enterprise value of the portfolio company, the Company primarily uses a valuation model based on a transaction multiple, which generally is the original transaction multiple, and measures of the portfolio company’s financial performance. In addition, the Company considers other factors, including but not limited to (i) offers from third parties to purchase the portfolio company, (ii) the implied value of recent investments in the equity securities of the portfolio company, (iii) publicly available information regarding recent sales of private companies in comparable transactions and (iv) when the Company believes there are comparable companies that are publicly traded, the Company performs a review of these publicly traded companies and the market multiple of their equity securities. For certain non-performing assets, the Company may utilize the liquidation or collateral value of the portfolio company's assets in its estimation of enterprise value.

~~Barings BDC, Inc.~~

~~Notes to Unaudited Consolidated Financial Statements — (Continued)~~

Valuation of Investment in Jocassee

The Company estimates the fair value of its investment in Jocassee ~~Partners LLC~~ using the ~~net asset value~~NAV of Jocassee ~~Partners LLC~~ and its ownership percentage. The ~~net asset value~~NAV of Jocassee ~~Partners LLC~~ is determined in accordance with the specialized accounting guidance for investment companies.

Valuation of Investment in Thompson Rivers

The Company estimates the fair value of its investment in Thompson Rivers ~~LLC~~ using the ~~net asset value~~NAV of Thompson Rivers ~~LLC~~ and its ownership percentage. The ~~net asset value~~NAV of Thompson Rivers ~~LLC~~ is determined in accordance with the specialized accounting guidance for investment companies.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

Valuation of Investment in Waccamaw River

The Company estimates the fair value of its investment in Waccamaw River using the NAV of Waccamaw River and its ownership percentage. The NAV of Waccamaw River is determined in accordance with the specialized accounting guidance for investment companies.

Valuation of Investments in MVC Private Equity Fund LP

The Company estimates the fair value of its investment in MVC Private Equity Fund LP (the "MVC PE Fund") using the NAV of the MVC PE Fund and its ownership percentage. The NAV of the MVC PE Fund is determined in accordance with the specialized accounting guidance for investment companies.

Level 3 Unobservable Inputs

The following tables summarize the significant unobservable inputs the Company used in the valuation of its Level 3 debt and equity securities as of ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019.~~2020. The weighted average range of unobservable inputs is based on fair value of investments.

June 30, 2020: Fair Value Valuation
Model Level 3
Input Range of
Inputs Weighted
Average
Senior debt and 1^st lien notes⁽¹⁾
$ 585,809,034 Income Approach Implied Spread 5.1% – 12.4% 7.2%
Subordinated debt and 2^nd lien notes
10,054,891 Income
Approach Implied Spread 9.5% – 10.5% 10.0%
Equity shares 1,070,410 Enterprise
Value Waterfall
Approach Adjusted EBITDA Multiple 8.2x – 11.3x 9.4x

March 31, 2021:

Fair Value

Valuation
Model

Level 3
Input

Range of
Inputs

Weighted
Average

Senior debt and 1st lien notes(1)(2)

886,013,699

Yield Analysis

Market Yield

5.4% – 18.2%

7.8%

3,000,000

Liquidation Analysis

Adjusted EBITDA Multiple

0.1x – 0.1x

0.10x

231,246,561

Recent Transaction

Transaction Price

97.0% – 99.0%

98.0%

Subordinated debt and 2nd lien notes(3)

102,508,414

Yield Analysis

Market Yield

8.5% – 28.0%

18.6%

21,416,118

Market Approach

Adjusted EBITDA Multiple

3.5x – 7.5x

4.8x

15,733,031

Recent Transaction

Transaction Price

97.2% – 98.8%

97.4%

Equity shares(4)

31,596,895

Market Approach

Adjusted EBITDA Multiple

3.5x – 16.3x

5.3x

4,945,906

Real Estate - Cost Approach

Replacement Cost (CZK/m2)

1,237 to 1,892

1,892

Real Estate - Cost Approach

Depreciation Factor

0.50 to 1.00

0.81

Real Estate - Income Approach

Market Rent
CZK/Year

CZK5,011,718 to CZK8,700,000

CZK5,011,718

Real Estate - Income Approach

Cap Rate

6.0% to 7.0%

6.5%

Real Estate - Income Approach

Adj. Factor for
Development Zone

n/a

1.15

187,235

Recent Transaction

Transaction Price

Equity warrants

976,978

Market Approach

Adjusted EBITDA Multiple

5.5x-13.4x

6.1x

(1)Excludes investments with an aggregate fair value amounting to ~~$9,973,275,~~$6,416,810, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.

December 31, 2019: Fair Value Valuation
Model Level 3
Input Range of
Inputs Weighted
Average
Senior debt and 1st lien notes⁽¹⁾
$ 528,907,788 Income Approach Implied Spread 4.6% – 8.0% 5.7%
Subordinated debt and 2nd lien notes⁽²⁾
9,699,465 Income
Approach Implied Spread 8.8% – 9.4% 9.1%
Equity shares 760,716 Enterprise
Value Waterfall
Approach Adjusted EBITDA Multiple 10.0x – 12.3x 10.5x
(2)Senior debt investments with a total fair value of $12,704,389, were valued using unobservable market transactions.

~~(1)~~ (3)Excludes investments with an aggregate fair value amounting to ~~$26,592,519,~~$4,512,617, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.

~~(2)~~ (4)Excludes investments with an aggregate fair value amounting to ~~$2,312,500,~~$88,290, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.

4046

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

December 31, 2020:

Fair Value

Valuation
Model

Level 3
Input

Range of
Inputs

Weighted
Average

Senior debt and 1st lien notes(1)

650,550,710

Yield Analysis

Market Yield

4.7% – 16.2%

7.4%

3,000,000

Liquidation Analysis

Adjusted EBITDA Multiple

0.05x – 0.15x

0.10x

399,692,333

Recent Transaction

Transaction Price

96.0% – 100.0%

97.8%

Subordinated debt and 2nd lien notes(2)

109,851,771

Yield Analysis

Market Yield

6.0% – 26.0%

16.7%

13,933,960

Market Approach

Adjusted EBITDA Multiple

5.0x – 6.0x

5.5x

4,959,088

Recent Transaction

Transaction Price

100%

Equity shares(3)

39,178,157

Market Approach

Adjusted EBITDA Multiple

0.8x – 11.8x

4.8x

4,752,997

Real Estate - Cost Approach

Replacement Cost (CZK/m2)

1,237 to 1,892

1,892

Real Estate - Cost Approach

Depreciation Factor

0.50 to 1.00

0.81

Real Estate - Income Approach

Market Rent
CZK/Year

CZK5,011,718 to CZK8,700,000

CZK5,011,718

Real Estate - Income Approach

Cap Rate

6.0% to 7.0%

6.5%

Real Estate - Income Approach

Adj. Factor for
Development Zone

n/a

1.15

227,200

Recent Transaction

Transaction Price

$1,000

Equity warrants

1,133,781

Market Approach

Adjusted EBITDA Multiple

4.8x-9.0x

6.0x

(1)Excludes investments with an aggregate fair value amounting to $2,474,068, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.

(2)Excludes investments with an aggregate fair value amounting to $2,075,117, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.

(3)Excludes investments with an aggregate fair value amounting to $68,670, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.

Significant increases or decreases in any of the above unobservable inputs in isolation, including changes in market yields, discount rates or EBITDA multiples, may change the fair value of certain of the Company’s investments. Generally, an increase in market yields or decrease in EBITDA multiples may result in a decrease in the fair value of certain of the Company's investments.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The following tables present the Company’s investment portfolio at fair value as of ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, categorized by the ASC Topic 820 valuation hierarchy, as previously described:


		Fair Value as of June 30, 2020															Fair Value as of March 31, 2021
		Level 1		Level 2		Level 3		Total			Level 1		Level 2		Level 3		Total
Senior debt and 1^st lien notes	Senior debt and 1^st lien notes	$	—	$	334,903,174	$	595,782,309	$	930,685,483	Senior debt and 1st lien notes	$	—	$	98,796,596	$	1,139,381,459	$	1,238,178,055
Subordinated debt and 2^nd lien notes	Subordinated debt and 2^nd lien notes	—		5,986,044		10,054,891		16,040,935		Subordinated debt and 2nd lien notes	—		6,427,781		144,170,180		150,597,961
Structured products	Structured products	—		12,264,235		—		12,264,235		Structured products	—		26,153,607		—		26,153,607
Equity shares	Equity shares	—		—		1,070,410		1,070,410		Equity shares	—		2,799,420		36,818,326		39,617,746
Equity warrants										Equity warrants	—		457,331		976,978		1,434,309
Short-term investments	Short-term investments	58,046,124		—		—		58,046,124		Short-term investments	73,565,676		—		—		73,565,676
Investments subject to leveling	Investments subject to leveling	$	58,046,124	$	353,153,453	$	606,907,610	$	1,018,107,187	Investments subject to leveling	$	73,565,676	$	134,634,735	$	1,321,346,943	$	1,529,547,354
Investments in joint ventures(1)								15,933,845
Investment in joint ventures / PE fund(1)										Investment in joint ventures / PE fund(1)							72,576,383
								$	1,034,041,032								$	1,602,123,737

		Fair Value as of December 31, 2019															Fair Value as of December 31, 2020
		Level 1		Level 2		Level 3		Total			Level 1		Level 2		Level 3		Total
Senior debt and 1^st lien notes	Senior debt and 1^st lien notes	$	—	$	495,363,062	$	555,500,307	$	1,050,863,369	Senior debt and 1st lien notes	$	—	$	115,533,401	$	1,055,717,111	$	1,171,250,512
Subordinated debt and 2^nd lien notes	Subordinated debt and 2^nd lien notes	—		3,209,004		12,011,965		15,220,969		Subordinated debt and 2nd lien notes	—		7,947,184		130,819,936		138,767,120
Structured products										Structured products	—		32,508,845		—		32,508,845
Equity shares	Equity shares	—		—		760,716		760,716		Equity shares	—		424,090		44,227,024		44,651,114
Equity warrants										Equity warrants	—		166,416		1,133,781		1,300,197
Short-term investments	Short-term investments	96,568,940		—		—		96,568,940		Short-term investments	65,558,227		—		—		65,558,227
Investments subject to leveling	Investments subject to leveling	$	96,568,940	$	498,572,066	$	568,272,988	$	1,163,413,994	Investments subject to leveling	$	65,558,227	$	156,579,936	$	1,231,897,852	$	1,454,036,015
Investment in joint venture(1)								10,229,813
Investment in joint ventures / PE fund(1)										Investment in joint ventures / PE fund(1)							41,759,922
								$	1,173,643,807								$	1,495,795,937

(1)The Company's investments in Jocassee, ~~and~~ Thompson Rivers, Waccamaw River and the MVC PE Fund are measured at fair value using ~~net asset value~~NAV and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Unaudited Consolidated Balance Sheet and Consolidated Balance Sheet.

4148

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The following tables reconcile the beginning and ending balances of the Company’s investment portfolio measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the ~~six~~three months ended ~~June 30, 2020~~March 31, 2021 and ~~2019:~~2020:


Six Months Ended June 30, 2020:		Senior Debt and 1^st Lien Notes		Subordinated Debt and 2^nd Lien Notes		Equity Shares		Total
Three Months Ended March 31, 2021:										Three Months Ended March 31, 2021:	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Equity Shares		Equity Warrants		Total
Fair value, beginning of period	Fair value, beginning of period	$	555,500,307	$	12,011,965	$	760,716	$	568,272,988	Fair value, beginning of period	$	1,055,717,111	$	130,819,936	$	44,227,024	$	1,133,781	$	1,231,897,852
New investments	New investments	114,529,054		660,263		512,299		115,701,616		New investments	227,056,942		14,477,878		1,072,790		—		242,607,610
Transfers in (out) of Level 3, net		19,063,921		(2,312,500)		—		16,751,421
Transfers into Level 3										Transfers into Level 3	—		2,233,600		424,090		—		2,657,690
Proceeds from sales of investments	Proceeds from sales of investments	(41,847,723)		—		—		(41,847,723)		Proceeds from sales of investments	(130,763,019)		—		(5,946,010)		—		(136,709,029)
Loan origination fees received	Loan origination fees received	(3,089,477)		(19,808)		—		(3,109,285)		Loan origination fees received	(4,176,205)		(402,163)		—		—		(4,578,368)
Principal repayments received	Principal repayments received	(17,760,617)		—		—		(17,760,617)		Principal repayments received	(12,259,911)		(10,120,108)		—		—		(22,380,019)
Payment in kind interest earned		198,839		—		—		198,839
Payment-in-kind interest earned										Payment-in-kind interest earned	228,937		7,007,695		—		—		7,236,632

Accretion of loan premium	Accretion of loan premium	(9,119)		—		—		(9,119)		Accretion of loan premium	3,089		6,640		—		—		9,729
Accretion of deferred loan origination revenue	Accretion of deferred loan origination revenue	1,124,798		16,915		—		1,141,713		Accretion of deferred loan origination revenue	1,213,446		211,236		—		—		1,424,682
Realized loss		(311,196)		—		—		(311,196)
Unrealized depreciation		(31,616,478)		(301,944)		(202,605)		(32,121,027)
Realized gain (loss)										Realized gain (loss)	1,605,025		3,140		(76,631)		—		1,531,534
Unrealized appreciation (depreciation)										Unrealized appreciation (depreciation)	756,044		(67,674)		(2,882,937)		(156,803)		(2,351,370)
Fair value, end of period	Fair value, end of period	$	595,782,309	$	10,054,891	$	1,070,410	$	606,907,610	Fair value, end of period	$	1,139,381,459	$	144,170,180	$	36,818,326	$	976,978	$	1,321,346,943


Six Months Ended June 30, 2019:		Senior Debt and 1^st Lien Notes		Subordinated Debt and 2^ndLien Notes		Equity Shares		Total
Three Months Ended March 31, 2020:										Three Months Ended March 31, 2020:	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Equity Shares		Total
Fair value, beginning of period	Fair value, beginning of period	$	257,987,259	$	7,679,132	$	515,825	$	266,182,216	Fair value, beginning of period	$	555,500,307	$	12,011,965	$	760,716	$	568,272,988
New investments	New investments	132,890,095		4,951,685		—		137,841,780		New investments	97,129,668		660,263		403,774		98,193,705

Transfers out of Level 3		(18,924,383)		—		—		(18,924,383)
Transfers in (out) of Level 3										Transfers in (out) of Level 3	57,635,811		(2,312,500)		—		55,323,311
Proceeds from sales of investments	Proceeds from sales of investments	(6,540,831)		—		—		(6,540,831)		Proceeds from sales of investments	(37,037,339)		—		—		(37,037,339)
Loan origination fees received	Loan origination fees received	(2,271,606)		(148,551)		—		(2,420,157)		Loan origination fees received	(2,662,115)		(19,808)		—		(2,681,923)
Principal repayments received	Principal repayments received	(9,932,420)		(2,980,874)		—		(12,913,294)		Principal repayments received	(10,114,829)		—		—		(10,114,829)

Accretion of loan premium	Accretion of loan premium	(5,395)		—		—		(5,395)		Accretion of loan premium	(6,389)		—		—		(6,389)
Accretion of deferred loan origination revenue	Accretion of deferred loan origination revenue	486,312		55,878		—		542,190		Accretion of deferred loan origination revenue	649,657		8,351		—		658,008
Realized loss	Realized loss	(46,575)		—		—		(46,575)		Realized loss	(145,784)		—		—		(145,784)
Unrealized appreciation (depreciation)		3,729,357		91,288		67,833		3,888,478
Unrealized depreciation										Unrealized depreciation	(42,233,042)		(370,142)		(121,316)		(42,724,500)
Fair value, end of period	Fair value, end of period	$	357,371,813	$	9,648,558	$	583,658	$	367,604,029	Fair value, end of period	$	618,715,945	$	9,978,129	$	1,043,174	$	629,737,248

All realized gains and losses and unrealized appreciation and depreciation are included in earnings (changes in net assets) and are reported on separate line items within the Company’s Unaudited Consolidated Statements of Operations. Pre-tax net unrealized ~~appreciation (depreciation)~~depreciation on Level 3 investments of ~~$10.0 million and $(32.6)~~$0.4 million during the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 was related to portfolio company investments that were still held by the Company as of March 31, 2021. Pre-tax net unrealized depreciation on Level 3 investments of $42.6 million during the three months ended March 31, 2020 was related to portfolio company investments that were still held by the Company as of ~~June 30,~~March 31, 2020. Pre-tax net unrealized appreciation on Level 3 investments of $2.3 million and $3.2 million during the three and six months ended June 30, 2019 was related to portfolio company investments that were still held by the Company as of June 30, 2019.

Exclusive of short-term investments, during the ~~six~~three months ended ~~June 30, 2020,~~March 31, 2021, the Company made investments of approximately ~~$153.3~~$247.6 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the ~~six~~three months ended ~~June 30, 2020,~~March 31, 2021, the Company made investments of ~~$13.3~~$27.3 million in portfolio companies to which it was previously committed to provide such financing.

Exclusive of short-term investments, during the ~~six~~three months ended ~~June 30, 2019,~~March 31, 2020, the Company made investments of approximately ~~$139.9~~$123.1 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the ~~six~~three months ended ~~June 30, 2019,~~March 31, 2020, the Company made investments of ~~$6.2~~$5.8 million in portfolio companies to which it was previously committed to provide such financing.

4249

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

Unsettled Purchases and Sales of Investments

Investment transactions are recorded based on the trade date of the transaction. As a result, unsettled purchases and sales are recorded as payables and receivables from unsettled transactions, respectively. While purchases and sales of the Company's syndicated senior secured loans generally settle on a T+7 basis, the settlement period will sometimes extend past the scheduled settlement. In such cases, the Company generally is contractually owed and recognizes interest income equal to the applicable margin ("spread") beginning on the T+7 date. Such income is accrued as interest receivable and is collected upon settlement of the investment transaction.

Realized Gain or Loss and Unrealized Appreciation or Depreciation of Portfolio Investments

Realized gains or losses are recorded upon the sale or liquidation of investments and are calculated as the difference between the net proceeds from the sale or liquidation, if any, and the cost basis of the investment using the specific identification method. Unrealized appreciation or depreciation reflects the difference between the fair value of the investments and the cost basis of the investments.

Investment Classification

In accordance with the provisions of the 1940 Act, the Company classifies investments by level of control. As defined in the 1940 Act, "Control Investments" are investments in those companies that the Company is deemed to "Control." "Affiliate Investments" are investments in those companies that are "Affiliated Persons" of the Company, as defined in the 1940 Act, other than Control Investments. "Non-Control / Non-Affiliate Investments" are those that are neither Control Investments nor Affiliate Investments. Generally, under the 1940 Act, the Company is deemed to control a company in which it has invested if the Company owns more than 25.0% of the ~~outstanding~~ voting securities (i.e., securities with the right to elect directors) and/or has the power to exercise control over the management or policies of such portfolio company. ~~As of June 30, 2020, the Company does not “Control” any of its portfolio companies for the purposes of the 1940 Act. Under~~Generally, under the 1940 Act, ~~the Company is deemed to be an Affiliated Person of a company~~“Affiliate Investments” that are not otherwise “Control Investments” are defined as investments in which the Company ~~has invested if it~~ owns at least 5.0%, ~~but no more than~~up to 25.0% (inclusive), of the ~~outstanding~~ voting securities and does not have the power to exercise control over the management or policies of such portfolio company.

Investment Income

Interest income, including amortization of premium and accretion of discount, is recorded on the accrual basis to the extent that such amounts are expected to be collected. Generally, when interest and/or principal payments on a loan become past due, or if the Company otherwise does not expect the borrower to be able to service its debt and other obligations, the Company will place the loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The Company writes off any previously accrued and uncollected interest when it is determined that interest is no longer considered collectible. Dividend income is recorded on the ex-dividend date.

Payment-in-Kind Interest

~~As of June 30, 2020~~The Company currently holds, and ~~December 31, 2019, the Company held investments that contained PIK interest provisions, and the Company may~~expects to hold ~~additional investments with PIK interest provisions~~ in the ~~future.~~future, some loans in its portfolio that contain payment-in-kind ("PIK") interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to the Company in cash, and is recorded as interest income. Thus, the actual collection of PIK interest may be deferred until the time of debt principal repayment.

PIK interest, which is a non-cash source of income at the time of recognition, is included in the Company’s taxable income and therefore affects the amount the Company is required to distribute to its stockholders to maintain its tax treatment as a RIC for federal income tax purposes, even though the Company has not yet collected the cash. Generally, when current cash interest and/or principal payments on a loan become past due, or if the Company otherwise does not expect the borrower to be able to service its debt and other obligations, the Company will place the loan on non-accrual status and will generally cease recognizing PIK interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The Company writes off any accrued and uncollected PIK interest when it is determined that the PIK interest is no longer collectible.

4350

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

Fee Income

Origination, facility, commitment, consent and other advance fees received in connection with loan agreements ("Loan Origination Fees") are recorded as deferred income and recognized as investment income over the term of the loan. Upon prepayment of a loan, any unamortized Loan Origination Fees are recorded as investment income. In the general course of its business, the Company receives certain fees from portfolio companies, which are non-recurring in nature. Such fees include loan prepayment penalties, structuring fees and loan waiver and amendment fees, and are recorded as investment income when earned.

Fee income for the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 and 2020 ~~and 2019~~ was as follows:


		Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended			Three Months Ended		Three Months Ended
		June 30, 2020		June 30, 2019		June 30, 2020		June 30, 2019			March 31, 2021		March 31, 2020
Recurring Fee Income:	Recurring Fee Income:									Recurring Fee Income:
Amortization of loan origination fees	Amortization of loan origination fees	$	463,590	$	200,806	$	893,139	$	346,124	Amortization of loan origination fees	$	1,078,090	$	429,549
Management, valuation and other fees	Management, valuation and other fees	154,000		78,573		329,755		130,882		Management, valuation and other fees	581,395		175,755
Total Recurring Fee Income	Total Recurring Fee Income	617,590		279,379		1,222,894		477,006		Total Recurring Fee Income	1,659,485		605,304
Non-Recurring Fee Income:	Non-Recurring Fee Income:									Non-Recurring Fee Income:
Prepayment fees	Prepayment fees	—		59,617		248,574		59,617		Prepayment fees	49,517		84,151
Acceleration of unamortized loan origination fees	Acceleration of unamortized loan origination fees	20,118		118,299		84,151		197,378		Acceleration of unamortized loan origination fees	402,948		228,456
Advisory, loan amendment and other fees	Advisory, loan amendment and other fees	12,725		62,675		55,807		87,026		Advisory, loan amendment and other fees	21,225		43,082
Total Non-Recurring Fee Income	Total Non-Recurring Fee Income	32,843		240,591		388,532		344,021		Total Non-Recurring Fee Income	473,690		355,689
Total Fee Income	Total Fee Income	$	650,433	$	519,970	$	1,611,426	$	821,027	Total Fee Income	$	2,133,175	$	960,993

Concentration of Credit Risk

As of both ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, there were no individual investments representing greater than 10% of the fair value of the Company’s portfolio. As of ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, the Company’s largest single portfolio company investment, excluding short-term investments, represented approximately ~~2.4%~~2.7% and ~~2.3%~~2.5%, respectively, of the fair value of the Company’s portfolio, exclusive of short-term investments. Income, consisting of interest, dividends, fees, other investment income and realization of gains or losses on equity interests, can fluctuate dramatically upon repayment of an investment or sale of an equity interest and in any given year can be highly concentrated among several portfolio companies.

The Company places its cash with financial institutions and, at times, cash may exceed insured limits under applicable law.

As of ~~June 30, 2020, $768.6 million~~March 31, 2021, all of the ~~investment portfolio~~Company's assets were or will be pledged as collateral for the February 2019 Credit ~~Facility, and $296.5 million of the investment portfolio were pledged as collateral for the Debt Securitization.~~Facility.

Investments Denominated in Foreign Currencies

As of ~~June 30, 2020~~March 31, 2021 the Company held two investments that were denominated in Australian dollars, one investment that was denominated in Swedish kronas, ~~nine~~21 investments that were denominated in Euros and ~~three~~14 investments that were denominated in British pounds sterling. As of December 31, ~~2019,~~2020, the Company held two investments that were denominated in Australian dollars, one investment that was denominated in Swedish kronas, ~~five~~17 investments that were denominated in Euros and ~~two~~11 investments that were denominated in British pounds ~~sterling.~~sterling.

At each balance sheet date, portfolio company investments denominated in foreign currencies are translated into United States dollars using the spot exchange rate on the last business day of the period. Purchases and sales of foreign portfolio company investments, and any income from such investments, are translated into United States dollars using the rates of exchange prevailing on the respective dates of such transactions.

Although the fair values of foreign portfolio company investments and the fluctuation in such fair values are translated into United States dollars using the applicable foreign exchange rates described above, the Company does not separately report that portion of the change in fair values resulting from foreign currency exchange rates fluctuations from the change in fair values of the underlying investment. All fluctuations in fair value are included in net unrealized appreciation (depreciation) of investments in the Company's Unaudited Consolidated Statements of Operations.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

In addition, during both the ~~six~~three months ended ~~June 30,~~March 31, 2021 and March 31, 2020, the Company entered into forward currency contracts primarily to help mitigate the impact that an adverse change in foreign exchange rates would have on net interest income from the Company's investments and related borrowings denominated in foreign currencies. Net unrealized appreciation or depreciation

~~Barings BDC, Inc.~~

~~Notes to Unaudited Consolidated Financial Statements — (Continued)~~

on foreign currency contracts are included in "Net unrealized appreciation (depreciation) - foreign currency transactions" and net realized gains or losses on forward currency contracts are included in "Net realized gains (losses) - foreign currency transactions" in the Company's Unaudited Consolidated Statements of Operations.

Investments denominated in foreign currencies and foreign currency transactions may involve certain considerations and risks not typically associated with those of domestic origin, including unanticipated movements in the value of the foreign currency relative to the U.S. Dollar.

4. INCOME TAXES

The Company has elected for federal income tax purposes to be treated, and intends to qualify annually, as a RIC under the Code and intends to make the required distributions to its stockholders as specified therein. In order to maintain its tax treatment as a RIC, the Company must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then the Company is generally required to pay taxes only on the portion of its taxable income and gains it does not distribute (actually or constructively) and certain built-in gains. The Company has historically met its minimum distribution requirements and continually monitors its distribution requirements with the goal of ensuring compliance with the Code.

The minimum distribution requirements applicable to RICs require the Company to distribute to its stockholders at least 90% of its investment company taxable income ("ICTI"), as defined by the Code, each year. Depending on the level of ~~ICTI earned in a tax year,~~investment company taxable income (“ICTI”) and net capital gains, if any, or taxable income, the Company may choose to carry forward ~~ICTI in excess of current year distributions into the next tax year~~undistributed taxable income and pay a 4% nondeductible U.S. federal excise tax on ~~such excess.~~certain undistributed income unless the Company distributes, in a timely manner, an amount at least equal to the sum of (i) 98% of net ordinary income for each calendar year, (ii) 98.2% of the amount by which capital gains exceed capital losses (adjusted for certain ordinary losses) for the one-year period ending October 31 in that calendar year and (iii) certain undistributed amounts from previous years on which the Company paid no U.S. federal income tax. Any such carryover ~~ICTI~~of taxable income must be distributed before the end of that next tax year through a dividend declared prior to filing of the ~~final~~ tax return related to the year which generated such ~~ICTI.~~taxable income not to be subject to U.S. federal income tax.

~~ICTI~~Taxable income generally differs from increase in net ~~investment income for financial reporting purposes~~assets resulting from operations due to temporary and permanent differences in the recognition of income and expenses. The Company may be required to recognize ICTI in certain circumstances in which it does not receive cash. For example, if the Company holds debt obligations that are treated under applicable tax rules as having original issue discount (such as debt instruments issued with warrants), the Company must include in ICTI each year a portion of the original issue discount that accrues over the life of the obligation, regardless of whether cash representing such income is received by the Company in the same taxable year. The Company may also have to include in ICTI other amounts that it has not yet received in cash, such as interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, butexpenses, and generally is recognized in ICTI. Because any original issue discount or other amounts accrued will be included in the Company’s ICTI for the year of accrual, the Company may be required to make a distribution to its stockholders in order to satisfy the minimum distribution requirements, even though the Company will not have received and may not ever receive any corresponding cash amount. ICTI also excludes net unrealized ~~appreciation~~gains or ~~depreciation,~~losses, as ~~investment~~unrealized gains or losses are generally not included in taxable income until they are realized. The Company makes certain adjustments to the classification of net assets as a result of permanent book-to-tax differences, which include differences in the book and tax basis of certain assets and liabilities, and nondeductible federal taxes or losses among other items. To the extent these differences are permanent, they are charged or credited to additional paid in capital, or total distributable earnings (loss), as appropriate.

InFor federal income tax purposes, the cost of investments owned as of March 31, 2021 and December 31, 2020 was approximately $1,588.4 million and $1,486.0 million, respectively. As of March 31, 2021, net unrealized appreciation on the Company's investments (tax basis) was approximately $5.0 million, consisting of gross unrealized appreciation, where the fair value of the Company's investments exceeds their tax cost, of approximately $30.0 million and gross unrealized depreciation, where the tax cost of the Company's investments exceeds their fair value, of approximately $25.1 million. As of December 31, 2020, net unrealized depreciation on the Company's investments (tax basis) was approximately $1.3 million, consisting of gross unrealized appreciation, where the fair value of the Company's investments exceeds their tax cost, of approximately $23.4 million and gross unrealized depreciation, where the tax cost of the Company's investments exceeds their fair value, of approximately $24.7 million.

In addition, the Company has a wholly-owned taxable ~~subsidiary~~subsidiaries (the “Taxable ~~Subsidiary”~~Subsidiaries”), which ~~holds~~hold certain portfolio investments that are listed on the Unaudited and Audited Consolidated Schedules of Investments. The Taxable ~~Subsidiary is~~Subsidiaries are consolidated for financial reporting purposes, such that the Company’s consolidated financial statements reflect the Company’s investments in the portfolio companies owned by the Taxable ~~Subsidiary.~~Subsidiaries. The purpose of the Taxable ~~Subsidiary~~Subsidiaries is to permit the Company to hold certain portfolio companies that are organized as LLCs (or other forms of pass-through entities) and still satisfy the RIC tax requirement that at least 90% of the RIC’s gross revenue for income tax purposes must consist of qualifying investment income. Absent the Taxable ~~Subsidiary,~~Subsidiaries, a proportionate amount of any gross income of an LLC (or other pass-through entity) portfolio investment would flow through directly to the RIC. To the extent that such income did not consist of qualifying investment income, it could jeopardize the Company’s ability to qualify as a RIC and therefore cause the Company to incur significant amounts of federal income taxes. When LLCs (or other pass-through entities) are owned by the Taxable ~~Subsidiary,~~Subsidiaries, their income is taxed to the Taxable ~~Subsidiary~~Subsidiaries and does not flow through to the RIC, thereby helping the Company preserve its RIC tax treatment and resultant tax advantages. The Taxable ~~Subsidiary is~~Subsidiaries are not consolidated for income tax purposes and may generate income tax expense ~~or benefit~~ as a result of their ownership of the portfolio

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

companies. This income tax expense or benefit, if any, is reflected in the Company’s Unaudited Consolidated Statements of Operations. Additionally, any unrealized appreciation related to portfolio investments held by the Taxable ~~Subsidiary~~Subsidiaries (net of unrealized depreciation related to portfolio investments held by the Taxable ~~Subsidiary)~~Subsidiaries) is reflected net of applicable federal and state income taxes, if any, in the Company's Consolidated Statements of Operations, with the related deferred tax assets or liabilities, if any, included in "Accounts payable and accrued liabilities" in the Company's Unaudited and Audited Consolidated Balance Sheets.

For federal income tax purposes, the cost of investments owned as of June 30, 2020 and December 31, 2019 was approximately $1,108.2 million and $1,192.7 million, respectively. As of June 30, 2020, net unrealized depreciation on the Company's investments (tax basis) was approximately $74.7 million, consisting of gross unrealized appreciation, where the fair

~~Barings BDC, Inc.~~

~~Notes to Unaudited Consolidated Financial Statements — (Continued)~~

value of the Company's investments exceeds their tax cost, of approximately $3.2 million and gross unrealized depreciation, where the tax cost of the Company's investments exceeds their fair value, of approximately $78.0 million. The cost of investments owned (tax basis) listed above does not include the RIC's basis in the Taxable Subsidiary. As of June 30, 2020 and December 31, 2019, the cost (tax basis) of the RIC's investment in the Taxable Subsidiary was approximately $18.4 million and $18.0 million, respectively. As of December 31, 2019, net unrealized depreciation on the Company's investments (tax basis) was approximately $20.1 million, consisting of gross unrealized appreciation, where the fair value of the Company's investments exceeds their tax cost, of approximately $2.5 million and gross unrealized depreciation, where the tax cost of the Company's investments exceeds their fair value, of approximately $22.6 million.

5. BORROWINGS

The Company had the following borrowings outstanding as of ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019:~~2020:

Issuance Date Maturity Date Interest Rate as of June 30, 2020 June 30, 2020 December 31, 2019
Credit Facilities:
August 3, 2018 - Class A-1 NA NA $ — $ 107,200,000
February 21, 2019 February 21, 2024 2.415% 342,921,705 245,288,419
Total Credit Facilities $ 342,921,705 $ 352,488,419
Debt Securitization:
May 9, 2019 - Class A-1 2019 Notes April 15, 2027 2.239% $ 174,920,123 $ 266,710,176
May 9, 2019 - Class A-2 2019 Notes April 15, 2027 2.869% 51,500,000 51,500,000
Less: Deferred financing fees (1,024,638) (1,545,702)
Total Debt Securitization $ 225,395,485 $ 316,664,474


Issuance Date	Maturity Date	Interest Rate as of March 31, 2021	March 31, 2021		December 31, 2020
Credit Facilities:
February 21, 2019	February 21, 2024	2.096%	$	611,144,523	$	719,660,707
Total Credit Facilities			$	611,144,523	$	719,660,707
Notes:
September 24, 2020 - August 2025 Notes	August 4, 2025	4.660%	$	25,000,000	$	25,000,000
September 29, 2020 - August 2025 Notes	August 4, 2025	4.660%	25,000,000		25,000,000
November 5, 2020 - Series B Notes	November 4, 2025	4.250%	62,500,000		62,500,000
November 5, 2020 - Series C Notes	November 4, 2027	4.750%	112,500,000		112,500,000
February 25, 2021 Series D Notes	February 26, 2026	3.410%	80,000,000		—
February 25, 2021 Series E Notes	February 26, 2028	4.060%	70,000,000		—
(Less: Deferred financing fees)			(818,612)		(664,334)
Total Notes			$	374,181,388	$	224,335,666

~~August 2018 Credit Facility~~

On July 3, 2018, the Company formed Barings BDC Senior Funding I, LLC, an indirectly wholly-owned Delaware limited liability company (“BSF”), the primary purpose of which was to function as the Company's special purpose, bankruptcy-remote, financing subsidiary. On August 3, 2018, BSF entered into the August 2018 Credit Facility (as subsequently amended in December 2018 and in February 2020) with Bank of America, N.A., as administrative agent (the "Administrative Agent") and Class A-1 Lender, Société Générale, as Class A Lender, and Bank of America Merrill Lynch, as sole lead arranger and sole book manager. BSF and the Administrative Agent also entered into a security agreement dated as of August 3, 2018 (the "Security Agreement") pursuant to which BSF’s obligations under the August 2018 Credit Facility were secured by a first-priority security interest in substantially all of the assets of BSF, including its portfolio of investments (the "Pledged Property"). In connection with the first-priority security interest established under the Security Agreement, all of the Pledged Property was held in the custody of State Street Bank and Trust Company, as collateral administrator (the "Collateral Administrator"). The Collateral Administrator maintained and performed certain collateral administration services with respect to the Pledged Property pursuant to a collateral administration agreement among BSF, the Administrative Agent and the Collateral Administrator. Generally, the Collateral Administrator was authorized to make distributions and payments from Pledged Property based only on the written instructions of the Administrative Agent.

The August 2018 Credit Facility initially provided for borrowings in an aggregate amount up to $750.0 million, including up to $250.0 million borrowed under the Class A Loan Commitments and up to $500.0 million borrowed under the Class A-1 Loan Commitments. Effective February 28, 2019, the Company reduced its Class A Loan Commitments to $100.0 million, which reduced total commitments under the August 2018 Credit Facility to $600.0 million. Effective May 9, 2019, the Company further reduced its Class A Loan Commitments under the August 2018 Credit Facility from $100.0 million to zero and reduced its Class A-1 Loan Commitments under the August 2018 Credit Facility from $500.0 million to $300.0 million, which collectively reduced total commitments under the August 2018 Credit Facility to $300.0 million. Effective June 18, 2019, the Company further reduced its Class A-1 Loan Commitments, and therefore total commitments, under the August 2018 Credit Facility from $300.0 million to $250.0 million. Effective August 14, 2019, the Company further reduced its Class A-1 Loan Commitments, and therefore total commitments, under the August 2018 Credit Facility from $250.0 million to $177.0 million. Effective October 29, 2019, the Company further reduced its Class A-1 Loan Commitments, and therefore total commitments, under the August 2018 Credit Facility from $177.0 million to $150.0 million. Effective January 21, 2020, the Company further reduced its Class A-1 Loan Commitments, and therefore total commitments, under the August 2018 Credit Facility from $150.0 million to $80.0 million. Effective April 23, 2020, the Company further reduced its Class A-1 Loan Commitments, and therefore total commitments, under the August 2018 Credit Facility from $80.0 million to $30.0 million. Finally, effective June 26, 2020, the Company further reduced its Class A-1 Loan Commitments, and therefore total

~~Barings BDC, Inc.~~

~~Notes to Unaudited Consolidated Financial Statements — (Continued)~~

commitments, under the August 2018 Credit Facility from $30.0 million to zero. In connection with these reductions, the pro rata portion of the unamortized deferred financing costs related to the August 2018 Credit Facility was written off and recognized as a loss on extinguishment of debt in the Company's Consolidated Statements of Operations.

On February 21, 2020, the Company extended the maturity date of the August 2018 Credit Facility from August 3, 2020 to August 3, 2021. On June 30, 2020, following the repayment of all borrowings, interest, and fees payable thereunder and at the election of the Company, the August 2018 Credit Facility was terminated, including all commitments and obligations of Bank of America, N.A. to lend or make advances to BSF. In addition, the Security Agreement was terminated and all security interests in the assets of BSF in favor of the lenders were terminated. As a result of these terminations, all obligations of BSF under the August 2018 Credit Facility and Security Agreement were fully discharged.

All borrowings under the August 2018 Credit Facility bore interest, subject to BSF’s election, on a per annum basis equal to (i) the applicable base rate plus the applicable spread or (ii) the applicable LIBOR rate plus the applicable spread. The applicable base rate was equal to the greater of (i) the federal funds rate plus 0.5%, (ii) the prime rate or (iii) one-month LIBOR plus 1.0%. The applicable LIBOR rate depended on the term of the borrowing under the August 2018 Credit Facility, which could be either one month or three months. BSF was required to pay commitment fees on the unused portion of the August 2018 Credit Facility. BSF could prepay any borrowing at any time without premium or penalty, except that BSF could have been liable for certain funding breakage fees if prepayments occurred prior to expiration of the relevant interest period. BSF could also permanently reduce all or a portion of the commitment amount under the August 2018 Credit Facility without penalty.

Borrowings under the August 2018 Credit Facility were subject to compliance with a borrowing base, pursuant to which the amount of funds advanced by the lenders to BSF would vary depending upon the types of assets in BSF’s portfolio. Assets were required to meet certain criteria to be included in the borrowing base, and the borrowing base was subject to certain portfolio restrictions including investment size, sector concentrations, investment type and credit ratings.

Under the August 2018 Credit Facility, BSF made certain representations and warranties and was required to comply with various covenants, reporting requirements and other customary requirements for credit facilities of this nature. In addition to other customary events of default included in financing transactions, the August 2018 Credit Facility contained the following events of default: (a) the failure to make principal payments when due or interest payments within two business days of when due; (b) borrowings under the credit facility exceeding the applicable advance rates; (c) the purchase by BSF of certain ineligible assets; (d) the insolvency or bankruptcy of BSF; and (e) the decline of BSF’s NAV below a specified threshold.

Borrowings of BSF were considered borrowings by Barings BDC, Inc. for purposes of complying with the asset coverage requirements under the 1940 Act applicable to business development companies. The obligations of BSF under the August 2018 Credit Facility were non-recourse to Barings BDC, Inc.

As of December 31, 2019, BSF had borrowings of $107.2 million, outstanding under the August 2018 Credit Facility with an interest rate of 2.940%. As of December 31, 2019, the total fair value of the borrowings outstanding under the August 2018 Credit Facility was $107.2 million. The fair values of the borrowings outstanding under the August 2018 Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

February 2019 Credit Facility

On February 21, 2019, the Company entered into the February 2019 Credit Facility (as subsequently amended in December 2019) with ING Capital LLC ("ING"), as administrative agent, and the lenders party thereto. The initial commitments under the February 2019 Credit Facility total $800.0 million. The February 2019 Credit Facility has an accordion feature that allows for an increase in the total commitments ofby up to $400.0 million, subject to certain conditions and the satisfaction of specified financial covenants. The Company can borrow foreign currencies directly under the February 2019 Credit Facility. The February 2019 Credit Facility, which is structured as a revolving credit facility, is secured primarily by a material portion of the Company's assets and guaranteed by certain subsidiaries of the Company. Following the termination ~~of the August 2018 Credit Facility~~ on June 30, 2020 of Barings BDC Senior Funding I, LLC’s (“BSF”) credit facility entered into in August 2018 with Bank of America, N.A. (the “August 2018 Credit Facility”), BSF became a subsidiary guarantor and its assets will secure the February 2019 Credit Facility. The revolving period of the February 2019 Credit Facility ends on February 21, 2023, followed by a one-year repayment period with a final maturity date of February 21, 2024.

Borrowings under the February 2019 Credit Facility bear interest, subject to the Company's election, on a per annum basis equal to (i) the applicable base rate plus ~~1.25%~~1.00% (or ~~1.00%~~1.25% if the Company ~~receives~~no longer maintains an investment grade credit rating), (ii) the applicable LIBOR rate plus ~~2.25%~~2.00% (or ~~2.00%~~2.25% if the Company ~~receives~~no longer maintains an investment grade credit rating), (iii) for borrowings denominated in certain foreign currencies other than Australian dollars, the applicable currency rate for the foreign currency as defined in the credit agreement plus ~~2.25%~~2.00% (or ~~2.00%~~2.25% if the Company ~~receives~~no longer maintains an investment grade credit rating) or (iv) for borrowings denominated in Australian dollars, the applicable Australian dollars Screen Rate, plus 2.20% (or 2.45% ~~(or 2.20%~~ if

~~Barings BDC, Inc.~~

~~Notes to Unaudited Consolidated Financial Statements — (Continued)~~

the Company ~~receives~~no longer maintains an investment grade credit rating). The applicable base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.5%, (iii) the Overnight Bank Funding Rate plus 0.5%, (iv) the adjusted three-month applicable currency rate plus 1.0% and (v) 1%1.0%. The applicable LIBOR and currency ~~rate depends~~rates depend on the currency and term of the draw under the February 2019 Credit ~~Facility.~~Facility, and cannot be less than zero.

In addition, the Company (i) paid a commitment fee of 0.375% per annum on undrawn amounts for the period beginning on the closing date of the February 2019 Credit Facility to and including the date that was six months after the closing date of the February 2019 Credit Facility, and (ii) thereafter pays a commitment fee of ~~(x)~~(i) 0.5% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is greater than two-thirds of total commitments or ~~(y)~~(ii) 0.375% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is equal to or less than two-thirds of total commitments. In connection with entering into the February 2019 Credit Facility, the Company incurred financing fees of approximately $6.4 million, which will be amortized over the remaining life of the February 2019 Credit Facility.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The February 2019 Credit Facility contains certain affirmative and negative covenants, including but not limited to (i) maintaining minimum stockholders' equity, (ii) maintaining minimum obligors' net worth, (iii) maintaining a minimum asset coverage ratio, (iv) meeting a minimum liquidity test and (v) maintaining the Company's status as a regulated investment company and as a business development company. The February 2019 Credit Facility also contains customary events of default with customary cure and notice provisions, including, without limitation, nonpayment, misrepresentation of representations and warranties in a material respect, breach of covenant, cross-default to other indebtedness, bankruptcy, change of control, and material adverse effect. The February 2019 Credit Facility also permits the administrative agent to select an independent ~~third party~~third-party valuation firm to determine valuations of certain portfolio investments for purposes of borrowing base provisions. In connection with the February 2019 Credit Facility, the Company also entered into new collateral documents. As of ~~June 30, 2020,~~March 31, 2021, the Company was in compliance with all covenants under the February 2019 Credit Facility.

As of ~~June 30, 2020,~~March 31, 2021, the Company had U.S. dollar borrowings of ~~$265.0~~$357.0 million outstanding under the February 2019 Credit Facility with a weighted average interest rate of ~~2.438%~~2.125% (weighted average one month LIBOR of ~~0.188%~~0.125%), borrowings denominated in Swedish kronas of 12.8kr million ($~~1.4~~1.5 million U.S. dollars) with an interest rate of ~~2.25%~~2.000% (one month STIBOR of 0.000%), borrowings denominated in British pounds sterling of ~~£9.3~~£85.3 million ($~~11.5~~117.7 million U.S. dollars) with an interest rate of ~~2.375%~~2.063% (one month GBP LIBOR of ~~0.125%~~0.063%), borrowings denominated in ~~Euros~~Australian dollars of ~~€38.0~~A$36.6 million ($~~55.0~~27.9 million U.S. dollars) with an interest rate of ~~2.25%~~2.250% (one month ~~EURIBOR~~AUD Screen Rate of ~~0.000%~~0.050%) and borrowings denominated in ~~Canadian dollars~~Euros of ~~C$13.6~~€91.1 million ($~~10.0~~107.1 million U.S. dollars) with an interest rate of ~~2.78%~~2.000% (one month ~~CDOR~~EURIBOR of ~~0.530%~~0.000%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date. The impact resulting from changes in foreign exchange rates on the February 2019 Credit Facility borrowings is included in "Net unrealized appreciation (depreciation) - foreign currency transactions" in the Company's Unaudited Consolidated Statements of Operations.

As of December 31, ~~2019,~~2020, the Company had U.S. dollar borrowings of ~~$195.0~~$472.0 million outstanding under the February 2019 Credit Facility with a weighted average interest rate of ~~4.054%~~2.188% (weighted average one month LIBOR of 0.188%), borrowings denominated in Swedish kronas of 12.8kr million ($~~1.4~~1.6 million U.S. dollars) with an interest rate of ~~2.25%~~2.000% (one month STIBOR of 0.000%), borrowings denominated in British pounds sterling of ~~£4.7~~£69.3 million ($~~6.3~~94.8 million U.S. dollars) with ana weighted average interest rate of ~~3.0%~~2.063% (weighted average one month GBP LIBOR of 0.063%), borrowings denominated in Australian dollars of A$36.6 million ($28.2 million U.S. dollars) with a weighted average interest rate of 2.250% (weighted average one month AUD Screen Rate of 0.050%) and borrowings denominated in Euros of ~~€38.0~~€100.6 million ($~~42.7~~123.1 million U.S. dollars) with ana weighted average interest rate of ~~2.25%~~2.00% (weighted average one month EURIBOR of 0.000%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date. The impact resulting from changes in foreign exchange rates on the February 2019 Credit Facility borrowings is included in "Net unrealized appreciation (depreciation) - foreign currency transactions" in the Company's Unaudited Consolidated Statements of Operations.

As of ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, the total fair value of the borrowings outstanding under the February 2019 Credit Facility was ~~$342.9~~$611.1 million and ~~$245.3~~$719.7 million, respectively. The fair values of the borrowings outstanding under the February 2019 Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

~~Debt Securitization~~August 2025 Notes

On ~~May 9, 2019,~~August 3, 2020, the Company ~~completed~~entered into a ~~$449.3~~Note Purchase Agreement (the "August 2020 NPA") with Massachusetts Mutual Life Insurance Company governing the issuance of (1) $50.0 million ~~term debt securitization. Term debt securitizations are also known as collateralized loan obligations~~in aggregate principal amount of Series A senior unsecured notes due August 2025 (the "Series A Notes due 2025") with a fixed interest rate of 4.66% per year, and ~~are~~(2) up to $50.0 million in aggregate principal amount of additional senior unsecured notes due August 2025 with a ~~form~~fixed interest rate per year to be determined (the "Additional Notes" and, collectively with the Series A Notes due 2025, the "August 2025 Notes"), in each case, to qualified institutional investors in a private placement. An aggregate principal amount of ~~secured financing incurred~~$25.0 million of the Series A Notes due 2025 was issued on September 24, 2020 and an aggregate principal amount of $25.0 million of the Series A Notes due 2025 was issued on September 29, 2020, both of which will mature on August 4, 2025 unless redeemed, purchased or prepaid prior to such date by the Company ~~which is consolidated by~~in accordance with their terms. Interest on the August 2025 Notes will be due semiannually in March and September, beginning in March 2021. In addition, the Company ~~for financial reporting purposes~~is obligated to offer to repay the August 2025 Notes at par (plus accrued and ~~subject~~unpaid interest to, ~~its overall asset coverage requirement. The notes offered~~but not including, the date of prepayment) if certain change in control events occur. Subject to the Debt Securitization (collectively, the “2019 Notes”) were issued by Barings BDC Static CLO Ltd. 2019-I (“BBDC Static CLO Ltd.”) and Barings BDC Static CLO 2019-I, LLC, wholly-owned and consolidated subsidiariesterms of the August 2020 NPA, the Company ~~(collectively,~~may redeem the “Issuers”), and are secured by a diversified portfolio of senior secured loans and participation interests therein. The Debt Securitization was executed through a private placement of approximately $296.8 million of AAA(sf) Class A-1 Senior Secured Floating Rate 2019August 2025 Notes ~~(“Class A-1 2019 Notes”), which bear interest~~in whole or in part at any time or from time to time at the ~~three-month LIBOR~~Company’s option at par plus ~~1.02%; $51.5 million~~accrued interest to the prepayment date and, if redeemed on or before November 3, 2024, a make-whole premium. The August 2025 Notes are guaranteed by certain of the

4854

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

Company's subsidiaries, and are the Company's general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.

On November 4, 2020, the Company amended the August 2020 NPA to reduce the aggregate principal amount of ~~AA(sf) Class A-2 Senior Secured Floating Rate 2019~~unissued Additional Notes ~~(“Class A-2 2019 Notes”), which bear interest~~from $50.0 million to $25.0 million.

The August 2020 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments, minimum shareholders’ equity, maximum net debt to equity ratio and minimum asset coverage ratio. The August 2020 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under our other indebtedness or that of our subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of an event of default, the holders of at least 66-2/3% in principal amount of the August 2025 Notes at the ~~three-month LIBOR plus 1.65%;~~time outstanding may declare all August 2025 Notes then outstanding to be immediately due and ~~$101.0 million~~payable. As of ~~Subordinated 2019~~March 31, 2021, the Company was in compliance with all covenants under the August 2020 NPA.

The August 2025 Notes ~~which do not bear interest and are not rated. The Company retained all~~were offered in reliance on Section 4(a)(2) of the ~~Subordinated 2019 Notes issued in the Debt Securitization in exchange for the Company’s sale and contribution to BBDC Static CLO Ltd.~~Securities Act of ~~the initial closing date portfolio, which included senior secured loans and participation interests therein distributed to the Company by BSF.~~1933, as amended (the “Securities Act”). The 2019 Notes are scheduled to mature on April 15, 2027; however, the 2019 Notes may be redeemed by the Issuers, at the direction of the Company as holder of the Subordinated 2019 Notes, on any business day after May 9, 2020. In connection with the sale and contribution, the Company made customary representations, warranties and covenants to the Issuers.

The Class A-1 2019 Notes and Class A-2 2019 Notes are the secured obligations of the Issuers, the Subordinated 2019 Notes are the unsecured obligations of BBDC Static CLO Ltd., and the indenture governing the 2019 Notes includes customary covenants and events of default. The 2019August 2025 Notes have not ~~been,~~ and will not be registered under the Securities Act or any state securities ~~or “blue sky”~~ laws and, unless so registered, may not be offered or sold in the United States ~~absent~~except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.

As of both March 31, 2021 and December 31, 2020, the fair value of the outstanding August 2025 Notes was $50.0 million. The fair value determination of the August 2025 Notes was based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

November Notes

On November 4, 2020, the Company entered into a Note Purchase Agreement (the “November 2020 NPA”) governing the issuance of (1) $62.5 million in aggregate principal amount of Series B senior unsecured notes due November 2025 (the “Series B Notes”) with a fixed interest rate of 4.25% per year and (2) $112.5 million in aggregate principal amount of Series C senior unsecured notes due November 2027 (the “Series C Notes” and, collectively with the ~~SEC~~ Series B Notes, the “November Notes”) with a fixed interest rate of 4.75% per year, in each case, to qualified institutional investors in a private placement. Each stated interest rate is subject to a step up of (x) 0.75% per year, to the extent the applicable November Notes do not satisfy certain investment grade conditions and/or (y) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter end. The November Notes were delivered and paid for on November 5, 2020. The Series B Notes will mature on November 4, 2025, and the Series C Notes will mature on November 4, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with their terms. Interest on the November Notes will be due semiannually in May and November, beginning in May 2021. In addition, the Company is obligated to offer to repay the November Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the November 2020 NPA, the Company may redeem the Series B Notes and the Series C Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before May 4, 2025, with respect to the Series B Notes, or on or before May 4, 2027, with respect to the Series C Notes, a make-whole premium. The November Notes are guaranteed by certain of the Company’s subsidiaries, and are the Company's general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.

The November 2020 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments, minimum shareholders’ equity, maximum net debt to equity ratio and minimum asset coverage ratio. The November 2020 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under our other indebtedness or that of our subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of an ~~applicable exemption from registration.~~event of default, the holders of at least 66-2/3% in principal amount of the November Notes at the time outstanding may declare all November Notes then outstanding to be immediately due and payable. As of ~~June 30, 2020,~~March 31, 2021, the Company was in compliance with all covenants under the ~~Class A-1 2019~~ November 2020 NPA.

Barings BDC, Inc.

Notes ~~and Class A-2 2019 Notes.~~to Unaudited Consolidated Financial Statements — (Continued)

The ~~Company serves as collateral manager to BBDC Static CLO Ltd.~~November Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The November Notes have not and will not be registered under ~~a collateral management agreement~~the Securities Act or any state securities laws and, ~~has agreed to irrevocably waive all collateral management fees payable~~unless so registered, may not be offered or sold in the United States except pursuant to ~~the collateral management agreement.~~

~~The Class A-1 2019 Notes and the Class A-2 2019 Notes issued~~an exemption from, or in connection with the Debt Securitization have floating rate interest provisions based on the three-month LIBOR that reset quarterly, except that LIBOR for the first interest accrual period was calculated by reference to an interpolation between the rate for deposits with a ~~term equal~~transaction not subject to, the ~~next shorter period of time for which rates were available and the rate appearing for deposits with a term equal to the next longer period of time for which rates were available.~~

~~During the three and six months ended June 30, 2020, $64.8 million and $91.8 million, respectively,~~registration requirements of the Class A-1 2019 Notes were repaid. As of June 30, 2020, the Company had borrowings of $174.9 million outstanding under the Class A-1 2019 Notes with an interest rate of 2.239% (three month LIBOR of 1.219%) and borrowings of $51.5 million outstanding under the Class A-2 2019 Notes with an interest rate of 2.869% (three month LIBOR of 1.219%).

During the year ended December 31, 2019, $30.0 million of the Class A-1 2019 Notes were repaid. As of December 31, 2019, the Company had borrowings of $266.7 million outstanding under the Class A-1 2019 Notes with an interest rate of 3.021% and borrowings of $51.5 million outstanding under the Class A-2 2019 Notes with an interest rate of 3.651%.Securities Act, as applicable.

As of ~~June 30,~~both March 31, 2021 and December 31, 2020, the ~~total~~ fair value of the ~~Class A-1 2019~~outstanding Series B Notes and the ~~Class A-2 2019~~Series C Notes was ~~$174.2~~$62.5 million and ~~$51.2 million, respectively. As of December 31, 2019, the total fair value of the Class A-1 2019 Notes and the Class A-2 2019 Notes was $266.8 million and $51.5~~$112.5 million, respectively. The fair value determinations of the Series B Notes and Series C Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

February Notes

On February 25, 2021, the Company entered into a Note Purchase Agreement (the “February 2021 NPA”) governing the issuance of (1) $80.0 million in aggregate principal amount of Series D senior unsecured notes due February 26, 2026 (the “Series D Notes”) with a fixed interest rate of 3.41% per year and (2) $70.0 million in aggregate principal amount of Series E senior unsecured notes due February 26, 2028 (the “Series E Notes” and, collectively with the Series D Notes, the “February Notes”) with a fixed interest rate of 4.06% per year, in each case, to qualified institutional investors in a private placement. Each stated interest rate is subject to a step up of (x) 0.75% per year, to the extent the applicable February Notes do not satisfy certain investment grade rating conditions and/or (y) 1.50% per year, to the extent the ratio of the Company’s ~~2019~~secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter end. The February Notes were delivered and paid for on February 26, 2021.

The Series D Notes will mature on February 26, 2026, and the Series E Notes will mature on February 26, 2028 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the February 2021 NPA. Interest on the February Notes will be due semiannually in February and August of each year, beginning in August 2021. In addition, the Company is obligated to offer to repay the February Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the February 2021 NPA, the Company may redeem the Series D Notes and the Series E Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before August 26, 2025, with respect to the Series D Notes, or on or before August 26, 2027, with respect to the Series E Notes, a make-whole premium. The February Notes are guaranteed by certain of the Company’s subsidiaries, and are the Company's general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.

The February 2021 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement , including, without limitation, information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, and certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments. In addition, the February 2021 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter end; (b) not permitting the Company’s asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter end.

The February 2021 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of the Company’s subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of certain events of default, the holders of at least 66-2/3% in principal amount of the February Notes at the time outstanding may declare all February Notes then outstanding to be immediately due and payable. As of March 31, 2021, the Company was in compliance with all covenants under the February 2021 NPA.

The February Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The February Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.

As of March 31, 2021, the fair value of the outstanding Series D Notes and the Series E Notes was $80.0 million and $70.0 million, respectively. The fair value determinations of the Series D Notes and Series E Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

4956

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

6. DERIVATIVE INSTRUMENTS

Credit Support Agreement

In connection with the MVC Acquisition, on December 23, 2020, promptly following the closing of the Company’s merger with MVC, the Company and the Adviser entered into the Credit Support Agreement, pursuant to which the Adviser has agreed to provide credit support to the Company in the amount of up to $23.0 million relating to the net cumulative realized and unrealized losses on the acquired MVC investment portfolio over a 10-year period. See “Note 2 - Agreements and Related Party Transactions” for additional information regarding the Credit Support Agreement. Net unrealized depreciation on the Credit Support Agreement is included in "Net unrealized appreciation (depreciation) - credit support agreement" in the Company’s Unaudited Consolidated Statements of Operations.

The following tables presents the fair value and aggregate unrealized depreciation of the Company's Credit Support Agreement as of March 31, 2021 and December 31, 2020:


As of March 31, 2021: Description	Counter Party	Settlement Date	Notional Amount		Value		Unrealized Appreciation (Depreciation)
Credit Support Agreement	Barings LLC	01/01/31	$	23,000,000	$	12,000,000	$	(1,600,000)

Total Credit Support Agreement							$	(1,600,000)


As of December 31, 2020: Description	Counter Party	Settlement Date	Notional Amount		Value		Unrealized Appreciation (Depreciation)
Credit Support Agreement	Barings LLC	01/01/31	$	23,000,000	$	13,600,000	$	—

Total Credit Support Agreement							$	—

As of March 31, 2021 and December 31, 2020, the fair value of the Credit Support Agreement was $12.0 million and $13.6 million, respectively, and is included in "Credit support agreement" in the accompanying Unaudited and Audited Consolidated Balance Sheets. The fair value of the Credit Support Agreement was determined based on an income approach, with the primary inputs being the enterprise value, the continuously annual risk-free interest rate, a measure of expected asset volatility, and the expected time until an exit event for each portfolio company in the Reference Portfolio, which are all Level 3 inputs.

Foreign Currency Forward Contracts

The Company enters into forward currency contracts from time to time to primarily help mitigate the impact that an adverse change in foreign exchange rates would have on net interest income from the Company's investments and related borrowings denominated in foreign currencies. Net unrealized appreciation or depreciation on foreign currency contracts are included in "Net unrealized appreciation (depreciation) - foreign currency transactions" and net realized gains or losses on forward currency contracts are included in "Net realized gains (losses) - foreign currency transactions" in the Company’s Unaudited Consolidated Statements of Operations. Forward currency contracts are considered undesignated derivative instruments.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The following ~~table~~tables presents the Company's foreign currency forward contracts as of ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019:~~2020:

As of June 30, 2020:
Description

Notional Amount to be Purchased

Notional Amount to be Sold

Maturity Date

Gross Amount of Recognized Assets

Balance Sheet Location of Net Amounts

As of March 31, 2021:
Description

Notional Amount to be Purchased

Notional Amount to be Sold

Maturity Date

Gross Amount of Recognized Assets (Liabilities)

Balance Sheet Location of Net Amounts

Foreign currency forward contract (AUD)

$785,238

A$1,013,380

04/06/21

13,397

Prepaid expenses and other assets

Foreign currency forward contract (AUD)

A$1,013,380

$773,688

04/06/21

(1,847)

Derivative liability

Foreign currency forward contract (AUD)

$545,678

A$714,511

07/07/21

1,269

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

€5,800,000

$6,809,925

04/01/21

6,812

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

€1,215,998

$1,366,015

07/02/20

(267)

Accounts payable and accrued liabilities

Foreign currency forward contract (EUR)

$16,496,839

€13,762,578

04/06/21

321,689

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$1,353,787

€1,215,998

07/02/20

(11,961)

Accounts payable and accrued liabilities

Foreign currency forward contract (EUR)

€13,762,578

$16,201,506

04/06/21

(26,356)

Derivative liability

Foreign currency forward contract (EUR)

$569,769

€506,305

10/02/20

(52)

Accounts payable and accrued liabilities

Foreign currency forward contract (EUR)

$24,184,783

€20,518,045

07/07/21

22,423

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

£1,861,505

$2,289,223

07/02/20

10,854

Accounts payable and accrued liabilities

Foreign currency forward contract (GBP)

$33,170,791

£24,072,758

04/06/21

(42,405)

Derivative liability

Foreign currency forward contract (GBP)

$2,298,265

£1,861,505

07/02/20

(1,812)

Accounts payable and accrued liabilities

Foreign currency forward contract (GBP)

£24,072,758

$33,277,695

04/06/21

(64,500)

Derivative liability

Foreign currency forward contract (GBP)

£1,117,883

$1,380,590

10/02/20

1,394

Accounts payable and accrued liabilities

Foreign currency forward contract (GBP)

$3,289,859

£2,388,498

07/07/21

(6,517)

Derivative liability

Foreign currency forward contract (SEK)

$57,195

571,416kr

07/02/20

(4,138)

Accounts payable and accrued liabilities

Foreign currency forward contract (SEK)

$164,325

1,356,628kr

04/06/21

8,682

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

571,416kr

$61,196

07/02/20

137

Accounts payable and accrued liabilities

Foreign currency forward contract (SEK)

1,356,628kr

$156,117

04/06/21

(474)

Derivative liability

Foreign currency forward contract (SEK)

$51,626

481,556kr

10/02/20

(119)

Accounts payable and accrued liabilities

Foreign currency forward contract (SEK)

$176,315

1,530,825kr

07/07/21

532

Prepaid expenses and other assets

Total

(5,964)

Total

232,705

As of December 31, 2019:
Description Notional Amount to be Purchased Notional Amount to be Sold Maturity Date Gross Amount of Recognized Assets Balance Sheet Location of Net Amounts
Foreign currency forward contract (EUR) $158,244 €142,781 01/02/20 $ (2,028) Accounts payable and accrued liabilities
Foreign currency forward contract (EUR) €142,781 $158,547 01/02/20 1,724 Accounts payable and accrued liabilities
Foreign currency forward contract (EUR) $506,967 €453,920 04/02/20 (5,440) Accounts payable and accrued liabilities
Foreign currency forward contract (GBP) $707,963 £549,253 01/02/20 (19,660) Accounts payable and accrued liabilities
Foreign currency forward contract (GBP) £549,253 $718,861 01/02/20 8,763 Accounts payable and accrued liabilities
Foreign currency forward contract (GBP) $227,890 £175,529 04/02/20 (5,215) Accounts payable and accrued liabilities
Foreign currency forward contract (SEK) $95,654 920,569kr 01/02/20 (2,687) Accounts payable and accrued liabilities
Foreign currency forward contract (SEK) 920,569kr $96,846 01/02/20 1,495 Accounts payable and accrued liabilities
Foreign currency forward contract (SEK) $97,360 912,212kr 04/02/20 (511) Accounts payable and accrued liabilities
Total $ (23,559)


As of December 31, 2020: Description	Notional Amount to be Purchased	Notional Amount to be Sold	Maturity Date	Gross Amount of Recognized Assets (Liabilities)		Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)	$8,471,304	A$11,378,670	01/05/21	$	(309,049)	Derivative liability
Foreign currency forward contract (AUD)	A$11,378,670	$8,610,504	01/05/21	169,849		Prepaid expenses and other assets
Foreign currency forward contract (AUD)	$148,019	A$193,882	04/06/21	(1,698)		Derivative liability

Foreign currency forward contract (EUR)	$13,472,749	€11,406,604	01/05/21	(483,801)		Derivative liability
Foreign currency forward contract (EUR)	€11,406,604	$13,518,023	01/05/21	438,526		Prepaid expenses and other assets
Foreign currency forward contract (EUR)	$561,754	€456,604	04/06/21	1,944		Derivative liability

Foreign currency forward contract (GBP)	$13,554,607	£10,215,299	01/05/21	(409,190)		Derivative liability
Foreign currency forward contract (GBP)	£10,215,299	$13,717,678	01/05/21	246,118		Prepaid expenses and other assets
Foreign currency forward contract (GBP)	$13,109,849	£9,672,758	04/06/21	(119,769)		Derivative liability

Foreign currency forward contract (SEK)	$141,603	1,259,406kr	01/05/21	(11,748)		Derivative liability
Foreign currency forward contract (SEK)	1,259,406kr	$152,396	01/05/21	955		Prepaid expenses and other assets
Foreign currency forward contract (SEK)	$164,325	1,356,628kr	04/06/21	(1,028)		Derivative liability
Total				$	(478,891)

As of ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, the total fair value of the Company's foreign currency forward contracts was ~~($5,964)~~$232,705 and ~~($23,559)~~$(478,891), respectively. The fair values of the Company's foreign currency forward contracts are based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.

5058

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

7. COMMITMENTS AND CONTINGENCIES

In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company's portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. ~~The~~As of March 31, 2021 and December 31, 2020, the Company ~~maintains sufficient borrowing capacity~~believed that it had adequate financial resources to ~~cover unused commitments to extend financing.~~satisfy its unfunded commitments. The balances of unused commitments to extend financing as of ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019~~2020 were as follows:

Portfolio Company Investment Type June 30,
2020 December 31, 2019
ADE Holding(1)(2) Committed Capex Line $ 5,019,358 $ —
Anju Software, Inc.(1) Delayed Draw Term Loan 1,981,371 1,981,371
Arch Global Precision, LLC(1) Delayed Draw Term Loan 9,360,435 1,012,661
Armstrong Transport Group (Pele Buyer, LLC)(1) Delayed Draw Term Loan 712,567 712,567
Beacon Pointe Advisors, LLC(1) Delayed Draw Term Loan 363,636 —
Centralis Finco S.a.r.l.(1)(3) Acquisition Facility 1,146,522 —
Classic Collision (Summit Buyer, LLC)(1) Delayed Draw Term Loan 11,793,854 —
CM Acquisitions Holdings Inc.(1) Delayed Draw Term Loan 1,859,111 1,859,111
Contabo Finco S.À R.L(1)(4) Delayed Draw Term Loan 209,485 1,013,849
Dart Buyer, Inc.(1) Delayed Draw Term Loan 2,430,569 4,294,503
DreamStart Bidco SAS(1)(5) Acquisition Facility 3,290,175 —
Heartland, LLC(1) Delayed Draw Term Loan 8,729,695 8,729,695
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.))(1)(6) Accordion Facility — 2,605,531
Jocassee Partners LLC(1) Joint Venture 35,000,000 40,000,000
Kene Acquisition, Inc.(1) Delayed Draw Term Loan 322,928 1,076,427
LAC Intermediate, LLC(1) Delayed Draw Term Loan 2,731,482 4,367,284
Options Technology Ltd.(1) Delayed Draw Term Loan 2,918,447 2,918,447
Premier Technical Services Group(1)(7) Acquisition Facility 1,082,438 1,297,915
Process Equipment, Inc.(1) Delayed Draw Term Loan — 654,493
Professional Datasolutions, Inc. (PDI)(1) Delayed Draw Term Loan — 1,666,994
PSC UK Pty Ltd.(1)(8) GBP Acquisition Facility 415,737 1,010,706
Smile Brands Group, Inc.(1) Delayed Draw Term Loan 422,242 927,046
Springbrook Software (SBRK Intermediate, Inc.)(1) Delayed Draw Term Loan 3,896,663 3,896,663
The Hilb Group, LLC(1) Delayed Draw Term Loan 2,099,113 2,904,066
Thompson Rivers LLC(1) Joint Venture 8,500,000 —
Transit Technologies LLC(1) Delayed Draw Term Loan 6,785,305 —
Transportation Insight, LLC(1) Delayed Draw Term Loan — 2,464,230
Truck-Lite Co., LLC(1) Delayed Draw Term Loan 2,884,615 3,205,128
Validity, Inc.(1) Delayed Draw Term Loan — 898,298
Total unused commitments to extend financing $ 113,955,748 $ 89,496,985


Portfolio Company(1)	Investment Type	March 31, 2021		December 31, 2020
ADE Holding(3)	Committed Capex Line	$	88,194	$	91,814
Anju Software, Inc.	Delayed Draw Term Loan	1,981,371		1,981,371
Arch Global Precision, LLC	Delayed Draw Term Loan	3,631,849		4,193,475
Beacon Pointe Advisors, LLC	Delayed Draw Term Loan	—		363,636
Bidwax(2)(3)	Acquisition Capex Facility	3,760,958		—
BigHand UK Bidco Limited(4)	Acquisition Capex Facility	1,843,756		—
British Engineering Services Holdco Limited(4)	Acquisition Facility	—		7,006,008
British Engineering Services Holdco Limited(4)	Bridge Revolver	623,944		618,177
Centralis Finco S.a.r.l.(3)	Acquisition Facility	476,392		495,950
Classic Collision (Summit Buyer, LLC)(2)	Delayed Draw Term Loan	454,562		1,672,446
CM Acquisitions Holdings Inc.	Delayed Draw Term Loan	1,551,602		1,551,602
Contabo Finco S.À R.L(3)	Delayed Draw Term Loan	219,212		228,211
CSL Dualcom(4)	Delayed Draw Term Loan	1,016,577		1,007,182
Dart Buyer, Inc.	Delayed Draw Term Loan	2,430,569		2,430,569
DreamStart Bidco SAS(3)	Acquisition Facility	956,378		995,640
F24 (Stairway BidCo GmbH)(3)	Acquisition Facility	418,703		323,840
Fineline Technologies, Inc.(2)	Delayed Draw Term Loan	600,000		—
FitzMark Buyer, Inc.	Delayed Draw Term Loan	1,470,588		1,470,588
Foundation Risk Partners, Corp.	Delayed Draw Term Loan	4,716,805		4,984,771
Heartland, LLC	Delayed Draw Term Loan	5,347,666		5,347,666
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.))(3)	Accordion Facility	—		10,225,081
Home Care Assistance, LLC(2)	Delayed Draw Term Loan	3,038,310		—
IGL Holdings III Corp.	Delayed Draw Term Loan	5,914,219		5,914,219
INOS 19-090 GmbH(2)(3)	Acquisition Facility	2,620,403		2,727,980
Jocassee Partners LLC	Joint Venture	25,000,000		30,000,000
Kano Laboratories LLC(2)	Delayed Draw Term Loan	4,543,950		4,543,950
Kene Acquisition, Inc.	Delayed Draw Term Loan	—		322,928
LAF International(2)(3)	Acquisition Facility	364,343		—
LivTech Purchaser, Inc.(2)	Delayed Draw Term Loan	447,752		—
Modern Star Holdings Bidco Pty Limited(5)	Capex Term Loan	2,285,953		2,315,967
Murphy Midco Limited(4)	Delayed Draw Term Loan	3,332,269		3,301,472
Navia Benefit Solutions, Inc.(2)	Delayed Draw Term Loan	4,000,000		—
Options Technology Ltd.	Delayed Draw Term Loan	2,604,080		2,604,080
Pacific Health Supplies Bidco Pty Limited(5)	CapEx Term Loan	1,343,603		1,535,025
Premier Technical Services Group(4)	Acquisition Facility	1,208,676		1,197,505
Protego Bidco B.V.(2)(3)	Delayed Draw Term Loan	3,836,870		—
Protego Bidco B.V.(2)(3)	Revolver	2,302,121		—
PSC UK Pty Ltd.(4)	Acquisition Facility	540,149		535,157
Questel Unite(2)(3)	Cap Acquisition Facility	4,747,241		10,300,913
Radwell International, LLC	Delayed Draw Term Loan	1,617,973		3,235,947

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)


Portfolio Company(1)	Investment Type	March 31, 2021		December 31, 2020
Rep Seko Merger Sub LLC	Delayed Draw Term Loan	1,454,545		1,454,546
Safety Products Holdings, LLC	Delayed Draw Term Loan	6,467,345		6,467,345
Smile Brands Group, Inc.(2)	Delayed Draw Term Loan	2,148,691		2,148,691
Springbrook Software (SBRK Intermediate, Inc.)	Delayed Draw Term Loan	3,489,026		3,489,026
SSCP Pegasus Midco Limited(4)	Delayed Draw Term Loan	13,514,446		13,389,546
The Hilb Group, LLC(2)	Delayed Draw Term Loan	5,105,694		5,545,939
Transit Technologies LLC(2)	Delayed Draw Term Loan	6,035,305		6,035,305
USLS Acquisition, Inc.(2)	Delayed Draw Term Loan	450,466		450,466
Utac Ceram(2)(3)	Delayed Draw Term Loan	—		743,327
Waccamaw River	Joint Venture	20,500,000		—
W2O Holdings, Inc.	Delayed Draw Term Loan	5,989,298		5,989,298
Total unused commitments to extend financing		$	166,491,854	$	159,236,659

(1)The Company's estimate of the fair value of the current investments in these portfolio companies includes an analysis of the fair value of any unfunded commitments.

(2)Represents a commitment to extend financing to a portfolio company where one or more of the Company's current investments in the portfolio company are carried at less than cost. ~~The Company's estimate of the fair value of the current investments in this portfolio company includes an analysis of the fair value of any unfunded commitments.~~

~~(2)Actual commitment amount is denominated in Euros (€4,469,000) which was translated into U.S. dollars using the June 30, 2020 spot rate.~~

(3)Actual commitment amount is denominated in ~~Euros (€1,020,809) which~~Euros. Commitment was translated into U.S. dollars ~~using~~based on the ~~June 30, 2020~~ spot ~~rate.~~rate at the relevant balance sheet date.

(4)~~June 30, 2020~~Actual commitment amount is denominated in ~~Euros (€186,516) which~~British pounds sterling. Commitment was translated into U.S. dollars ~~using~~based on the ~~June 30, 2020~~ spot ~~rate. December 31, 2019 commitment amount was denominated in Euros (€903,207) which was translated into U.S. dollars using~~rate at the ~~December 31, 2019 spot rate.~~relevant balance sheet date.

(5)Actual commitment amount is denominated in ~~Euros (€2,929,417) which~~Australian dollars. Commitment was translated into U.S. dollars ~~using~~based on the ~~June 30, 2020~~ spot ~~rate.~~rate at the relevant balance sheet date.

~~(6)~~In the normal course of business, the Company guarantees certain obligations in connection with its portfolio companies (in particular, certain controlled portfolio companies). Under these guarantee arrangements, payments may be required to be made to third parties if such guarantees are called upon or if the portfolio companies were to default on their related obligations, as applicable. As of March 31, 2021 and December 31, ~~2019 commitment amount was~~2020, the Company had guaranteed €9.9 million ($11.6 million U.S. dollars and $12.1 million U.S. dollars, respectively) relating to credit facilities among Erste Bank and MVC Automotive Group Gmbh ("MVC Auto"). The Company would be required to make payments to Erste Bank if MVC Auto were to default on their related payment obligations. None of the credit facility guarantees are recorded as a liability on the Company's Unaudited and Audited Consolidated Balance Sheets, as such the credit facility liabilities are considered in the valuation of the investments in MVC Auto. The guarantees denominated in ~~Euros (€2,321,187) which was~~foreign currencies were translated into U.S. dollars ~~using~~based on the ~~December 31, 2019~~ spot ~~rate.~~rate at the relevant balance sheet date.

~~(7)June 30, 2020 commitment amount~~In addition, the Company agreed to cash collateralize a $3.5 million letter of credit for Security Holdings B.V. The $3.5 million cash collateralization is ~~denominated in British pounds sterling (£876,042) which was translated into U.S. dollars using~~reflected as "Restricted cash" on the ~~June 30, 2020 spot rate. December 31, 2019 commitment amount was denominated in British pounds sterling (£979,743) which was translated into U.S. dollars using the December 31, 2019 spot rate.~~

~~(8)~~June 30, 2020 commitment amount is denominated in British pounds sterling (£336,466) which was translated into U.S. dollars using the June 30, 2020 spot rate. December 31, 2019 commitment amount was denominated in British pounds sterling (£762,941) which was translated into U.S. dollars using the December 31, 2019 spot rate.

~~Barings BDC, Inc.~~

~~Notes to~~accompanying Unaudited and Audited Consolidated ~~Financial Statements — (Continued)~~

Balance Sheets.

The Company and certain of its former executive officers have been named as defendants in two putative securities class action lawsuits, each filed in the United States District Court for the Southern District of New York (and then transferred to the United States District Court for the Eastern District of North Carolina) on behalf of all persons who purchased or otherwise acquired our common stock between May 7, 2014 and November 1, 2017. The first lawsuit was filed on November 21, 2017, and was captioned Elias Dagher, et al., v. Triangle Capital Corporation, et al., Case No. 5:18-cv-00015-FL (the “Dagher Action”). The second lawsuit was filed on November 28, 2017, and was captioned Gary W. Holden, et al., v. Triangle Capital Corporation, et al., Case No. 5:18-cv-00010-FL (the “Holden Action”). The Dagher Action and the Holden Action were consolidated and are currently captioned In re Triangle Capital Corp. Securities Litigation, Master File No. 5:18-cv-00010-FL.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

filed its opening brief with the United States Court of Appeals for the Fourth Circuit on January 6, 2020. The defendants filed their response brief on February 28, 2020, and the plaintiff filed its reply brief on March 27, 2020. The United States Court of Appeals for the Fourth Circuit heard oral argument on the appeal ~~is currently pending before~~on December 9, 2020. On February 22, 2021, the United States Court of Appeals for the Fourth ~~Circuit.~~Circuit affirmed the court’s September 20, 2019 order dismissing the action with prejudice.

~~In addition,~~Other than as set forth above, neither the Company, the Adviser, nor the Company’s subsidiaries are currently subject to any material pending legal proceedings, other than ordinary routine litigation incidental to their respective businesses. The Company, the Adviser, and the Company’s subsidiaries may from time to time, however, be ~~party to certain lawsuits~~involved in litigation arising out of operations in the normal course of ~~business.~~business or otherwise, including in connection with strategic transactions. Furthermore, third parties may ~~try to~~ seek to impose liability on the Company in connection with the activities of its portfolio companies.

While the outcome of any ~~open~~current legal proceedings ~~including those described above,~~ cannot at this time be predicted with certainty, the Company does not expect ~~that~~ any ~~reasonably possible losses arising from these~~current matters will materially affect its financial condition or results of ~~operations. Furthermore,~~operations; however, there can be no assurance whether any pending legal proceedings will have a material adverse effect on the Company’s financial condition or results of operations in ~~management's opinion, it is not possible to estimate a range of reasonably possible losses with respect to litigation contingencies.~~any future reporting period.

COVID-19 Developments

During the three ~~and six~~ months ended ~~June 30, 2020,~~March 31, 2021, the spread of the Coronavirus and the COVID-19 pandemic ~~had~~continued to have a significant impact on the U.S economy. The Company had a significant reduction in its net asset value as of June 30, 2020 as compared to its net asset value as of December 31, 2019, which was primarily the result of the impact of the COVID-19 pandemic. The decrease in net asset value as from December 31, 2019 to June 30, 2020 resulted primarily from an increase in the aggregate unrealized depreciation of the Company's investment portfolio resulting from decreases in the fair value of some of its portfolio company investments primarily due to the immediate adverse economic effects of the COVID-19 pandemic and the continuing uncertainty surrounding COVID-19's long-term impact, as well as the re-pricing of credit risk in the broadly syndicated credit market. From March 31, 2020 to June 30, 2020, the Company did experience unrealized appreciation on its broadly syndicated loan portfolio of $31.6 million, which partially offset the $82.6 million of unrealized depreciation on the broadly syndicated loan portfolio that occurred from December 31, 2019 to March 31, 2020.global economies. To the extent the Company's portfolio companies are adversely impacted by the effects of the COVID-19 pandemic, it may have a material adverse impact on the Company's future net investment income, the fair value of its portfolio investments, its financial condition and the results of operations and financial condition of the Company's portfolio companies.

5261

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

8. FINANCIAL HIGHLIGHTS

The following is a schedule of financial highlights for the ~~six~~three months ended ~~June 30, 2020~~March 31, 2021 and ~~2019:~~2020:


		Six Months Ended June 30,										Three Months Ended March 31,
		2020			2019				2021			2020
Per share data:	Per share data:							Per share data:
Net asset value at beginning of period	Net asset value at beginning of period	$	11.66		$	10.98		Net asset value at beginning of period	$	10.99		$	11.66
Net investment income(1)	Net investment income(1)	0.29			0.30			Net investment income(1)	0.22			0.15
Net realized loss on investments / foreign currency transactions(1)		(0.35)			—
Net unrealized appreciation (depreciation) on investments / foreign currency transactions(1)		(1.12)			0.54
Net realized gain (loss) on investments / foreign currency transactions(1)								Net realized gain (loss) on investments / foreign currency transactions(1)	0.03			(0.01)
Net unrealized appreciation (depreciation) on investments/ CSA / foreign currency transactions(1)								Net unrealized appreciation (depreciation) on investments/ CSA / foreign currency transactions(1)	0.10			(2.44)
Total increase (decrease) from investment operations(1)	Total increase (decrease) from investment operations(1)	(1.18)			0.84			Total increase (decrease) from investment operations(1)	0.35			(2.30)
Dividends paid to stockholders from net investment income		(0.32)			(0.25)
Dividends/distributions paid to stockholders from net investment income								Dividends/distributions paid to stockholders from net investment income	(0.19)			(0.16)

Purchases of shares in share repurchase plan	Purchases of shares in share repurchase plan	0.05			0.03			Purchases of shares in share repurchase plan	—			0.03

Loss on extinguishment of debt(1)		(0.01)			—

Other~~(2)~~	Other~~(2)~~	0.03			(0.01)			Other~~(2)~~	(0.01)			—
Net asset value at end of period	Net asset value at end of period	$	10.23		$	11.59		Net asset value at end of period	$	11.14		$	9.23
Market value at end of period~~(3)~~(2)	Market value at end of period~~(3)~~(2)	$	7.94		$	9.84		Market value at end of period~~(3)~~(2)	$	9.98		$	7.48
Shares outstanding at end of period	Shares outstanding at end of period	47,961,753			50,314,275			Shares outstanding at end of period	65,316,085			48,288,822
Net assets at end of period	Net assets at end of period	490,473,194			583,079,705			Net assets at end of period	$	727,882,747		$	445,744,908
Average net assets	Average net assets	517,358,958			579,833,877			Average net assets	$	727,272,534		$	569,862,251
Ratio of total expenses, including loss on extinguishment of debt and provision for taxes, to average net assets (annualized)~~(4)~~(3)	Ratio of total expenses, including loss on extinguishment of debt and provision for taxes, to average net assets (annualized)~~(4)~~(3)	8.28		%	7.83		%	Ratio of total expenses, including loss on extinguishment of debt and provision for taxes, to average net assets (annualized)~~(4)~~(3)	8.92		%	8.07		%

Ratio of net investment income to average net assets (annualized)	Ratio of net investment income to average net assets (annualized)	5.34		%	5.30		%	Ratio of net investment income to average net assets (annualized)	7.91		%	5.13		%
Portfolio turnover ratio (annualized)	Portfolio turnover ratio (annualized)	50.67		%	39.48		%	Portfolio turnover ratio (annualized)	16.82		%	10.37		%
Total return~~(5)~~(4)	Total return~~(5)~~(4)	(18.74)		%	11.96		%	Total return~~(5)~~(4)	10.54		%	(25.02)		%

(1)Weighted average per share data—basic and ~~diluted.~~

~~(2)Represents the impact of the different share amounts used in calculating~~diluted; per share data ~~as a result of calculating certain per share data based upon~~was derived by using the weighted average ~~basic~~ shares outstanding during the ~~period and certain per share data based on the shares outstanding as of a period end or transaction date.~~applicable period.

~~(3)~~(2)Represents the closing price of the Company’s common stock on the last day of the period.

~~(4)~~(3)Does not include expenses of underlying investment companies, including joint ventures and short-term investments.

~~(5)~~(4)Total return is based on purchase of stock at the current market price on the first day and a sale at the current market price on the last day of each period reported on the table and assumes reinvestment of dividends at prices obtained by the Company's dividend reinvestment plan during the period. Total return is not annualized.

9. SUBSEQUENT EVENTS

Subsequent to ~~June 30, 2020,~~March 31, 2021, the Company made approximately ~~$60.6~~$156.3 million of new ~~private debt~~ commitments, of which ~~$15.7~~$106.4 million closed and funded. The ~~$15.7~~$106.4 million of investments consist of ~~two~~$82.6 million of first lien senior secured debt investments, $20.9 million of second lien senior secured and subordinated debt investments and a $2.9 million equity investments with a combined weighted average yield on debt investments of ~~14.0%~~6.7%. In addition, the Company funded ~~$5.7~~$5.1 million of previously committed delayed draw term loans.

On August 3, 2020, the Company entered into a Note Purchase Agreement (the "Note Purchase Agreement") with Massachusetts Mutual Life Insurance Company governing the issuance of (i) $50,000,000 in aggregate principal amount of Series A senior unsecured notes (the "Series A Notes") due August 2025 with a fixed interest rate of 4.66% per year, and (ii) up to $50,000,000 in aggregate principal amount of additional senior unsecured notes (the "Additional Notes" and, collectively with the Series A Notes, the "August 2025 Notes") due August 2025 with a fixed interest rate per year to be determined, in each case, to qualified institutional investors in a private placement. An aggregate principal amount of $25,000,000 of the Series A Notes is expected to be issued in September 2020 (subject to the satisfaction of customary closing conditions contained in the Note Purchase Agreement) and will mature on August 4, 2025, and an aggregate principal amount of $25,000,000 of the Series A Notes is expected to be issued in December 2020 (subject to the satisfaction of customary closing conditions contained in the Note Purchase Agreement) and mature on August 4, 2025, in each case unless redeemed, purchased or prepaid prior to such date by the Company or its affiliates in accordance with their terms. Interest on the August 2025 Notes will be due semiannually. In addition, the Company is obligated to offer to repay the August 2025 Notes at par if certain change in control

~~Barings BDC, Inc.~~

~~Notes to Unaudited Consolidated Financial Statements — (Continued)~~

~~events occur. The August 2025 Notes will be the Company's general unsecured obligations that rank~~ ~~pari passu~~ ~~with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.~~

~~On August 5, 2020~~May 6, 2021, the Board declared a quarterly distribution of ~~$0.16~~$0.20 per share payable on ~~September~~June 16, ~~2020~~2021 to holders of record as of ~~September~~June 9, ~~2020.~~

See Note 7 to our Unaudited Consolidated Financial Statements for information regarding the potential impact of the COVID-19 pandemic. To the extent the Company's portfolio companies are adversely impacted by the effects of the COVID-19 pandemic, it may have a material adverse impact on the Company's future net investment income, the fair value of its portfolio investments, its financial condition and the results of operations and financial condition of the Company's portfolio companies.

2021.

5462

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

The following discussion is designed to provide a better understanding of our unaudited consolidated financial statements for the three ~~and six~~ months ended ~~June 30, 2020,~~March 31, 2021, including a brief discussion of our business, key factors that impacted our performance and a summary of our operating results. The following discussion should be read in conjunction with the Unaudited Consolidated Financial Statements and the notes thereto included in Item 1 of this Quarterly Report on Form 10-Q, and the Consolidated Financial Statements and notes thereto and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the year ended December 31, ~~2019.~~2020. Historical results and percentage relationships among any amounts in the financial statements are not necessarily indicative of trends in operating results for any future periods.

Forward-Looking Statements

Some of the statements in this Quarterly Report constitute forward-looking statements because they relate to future events or our future performance or financial condition. Forward-looking statements may include, among other things, statements as to our future operating results, our business prospects and the prospects of our portfolio companies, the impact of the investments that we expect to make, the ability of our portfolio companies to achieve their objectives, our expected financings and investments, the adequacy of our cash resources and working capital, and the timing of cash flows, if any, from the operations of our portfolio companies. Words such as "expect," "anticipate," "target," "goals," "project," "intend," "plan," "believe," "seek," "estimate," "continue," "forecast," "may," "should," "potential," variations of such words, and similar expressions indicate a forward-looking statement, although not all forward-looking statements include these words. Readers are cautioned that the forward-looking statements contained in this Quarterly Report are only predictions, are not guarantees of future performance, and are subject to risks, events, uncertainties and assumptions that are difficult to predict. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the items discussed herein, in Item 1A entitled "Risk Factors" in Part I of our Annual Report on Form 10-K for the year ended December 31, ~~2019~~2020 and in Item 1A entitled "Risk Factors" in Part II of our subsequently filed Quarterly Reports on Form ~~10-Q, including our Quarterly Report on Form 10-Q for the quarter ended March 31 ,2020.~~10-Q. Other factors that could cause our actual results and financial condition to differ materially include, but are not limited to, changes in political, economic or industry conditions, the interest rate environment or conditions affecting the financial and capital markets, including with respect to changes from the impact of the ~~Coronavirus (“COVID- 19”)~~COVID-19 pandemic; the length and duration of the COVID-19 outbreak in the United States as well as worldwide and the magnitude of the economic impact of that outbreak; the effect of the COVID-19 pandemic on our business prospects and the prospects of our portfolio companies, including our and their ability to achieve our respective objectives; the effect of the disruptions caused by the COVID-19 pandemic on our ability to continue to effectively manage our business and on the availability of equity and debt capital and our use of borrowed money to finance a portion of our investments; risks associated with possible disruption due to terrorism in our operations or the economy generally; and future changes in laws or regulations and conditions in our operating areas. These statements are based on our current expectations, estimates, forecasts, information and projections about the industry in which we operate and the beliefs and assumptions of our management as of the date of filing of this Quarterly Report. We assume no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless we are required to do so by law. Although we undertake no obligation to revise or update any forward-looking statements, 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 in the future may file with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

Overview of Our Business

We are a Maryland corporation incorporated on October 10, 2006. OnIn August 2, 2018, in connection with the closing of an externalization transaction through which Barings LLC (“Barings”) agreed to become our external investment adviser, we entered into an investment advisory agreement ~~or the~~(the “Original Advisory ~~Agreement,~~Agreement”) and an administration agreement or(the “Administration Agreement”) with Barings. In connection with the completion of our acquisition of MVC Capital, Inc., a Delaware corporation, on December 23, 2020 (the “MVC Acquisition”), we entered into an amended and restated investment advisory agreement (the “Amended and Restated Advisory Agreement”) with Barings on December 23, 2020, following approval of the Amended and Restated Advisory Agreement by our stockholders at our December 23, 2020 special meeting of stockholders. The terms of the Amended and Restated Advisory Agreement became effective on January 1, 2021. Under the terms of the Amended and Restated Advisory Agreement and the Administration Agreement, ~~with~~ Barings ~~LLC,~~serves as our investment adviser and administrator and manages our investment portfolio and performs (or oversees, or ~~Barings, and became an externally-managed BDC managed by Barings.~~ arranges for, the performance of) the administrative services necessary for our operation.

An externally-managed BDC generally does not have any employees, and its investment and management functions are provided by an outside investment adviser and administrator under an advisory agreement and administration agreement.

Instead of directly compensating employees, we pay Barings for investment and management services pursuant to the terms of the Amended and Restated Advisory Agreement (and, prior to January 1, 2021, pursuant to the terms of the Original Advisory Agreement) and the Administration Agreement. Under the terms of the Amended and Restated Advisory Agreement (and, prior to January 1, 2021, under the terms of the Original Advisory Agreement), the fees paid to Barings for managing our affairs ~~will be~~are determined based upon an objective and fixed formula, as compared with the subjective and variable nature of the costs associated with employing management and employees in an internally-managed BDC structure, which include bonuses that cannot be directly tied to Company performance because of restrictions on incentive compensation under the ~~Investment Company Act of 1940, as amended, or the~~ 1940 Act.

~~When Barings became our external investment adviser~~Beginning in August 2018, ~~they initially focused~~Barings shifted our ~~investments~~investment focus to invest in syndicated senior secured loans, bonds and other fixed income securities. Since that time, Barings has ~~been transitioning~~transitioned our portfolio to primarily senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries. Barings’ existing SEC co-investment exemptive relief under the 1940 Act ~~or the Exemptive Relief,~~(the “Exemptive Relief”) permits us and Barings’ affiliated private ~~funds~~ and SEC-registered funds to co-invest in Barings-originated loans, which allows Barings to efficiently implement its senior secured private debt investment strategy for us.

Barings employs fundamental credit analysis, and targets investments in businesses with relatively low levels of cyclicality and operating risk. The ~~hold~~holding size of each position will generally be dependent upon a number of factors including total facility size, pricing and structure, and the number of other lenders in the facility. Barings has experience managing levered vehicles, both public and private, and ~~seeks~~will seek to enhance our returns through the use of leverage with a prudent approach that prioritizes capital preservation. Barings believes this strategy and approach offers attractive risk/return with lower volatility given the potential for fewer defaults and greater resilience through market cycles.

We generate revenues in the form of interest income, primarily from our investments in debt securities, loan origination and other fees and dividend income. Fees generated in connection with our debt investments are recognized over the life of the loan using the effective interest method or, in some cases, recognized as earned. Our syndicated senior secured loans generally bear interest between LIBOR plus 300 basis points and LIBOR plus 400 points. Our senior secured, middle-market, private debt investments generally have terms of between five and seven years. Our senior secured, middle-market, first lien private debt investments generally bear interest between LIBOR (or the applicable currency rate for investments in foreign currencies) plus 450 basis points and LIBOR plus 650 basis points per annum. Our subordinated middle-market, private debt investments generally bear interest between LIBOR (or the applicable currency rate for investments in foreign currencies) plus 700 basis points and LIBOR plus 900 basis points per annum if floating rate, and between 8% and 15% if fixed rate. From time to time, certain of our investments may have a form of interest, referred to as payment-in-kind, or PIK, interest, which is not paid currently but is instead accrued and added to the loan balance and paid at the end of the term.

As of ~~June 30,~~March 31, 2021 and December 31, 2020, the weighted average yield on the principal amount of our ~~syndicated senior secured loan portfolio (excluding~~outstanding debt investments other than non-accrual ~~investments), our middle-market senior secured private~~ debt ~~portfolio and our structured product~~ investments was approximately ~~4.5%, 6.2%,~~7.2% and ~~7.4%~~7.1%, respectively. ~~As of June 30, 2020, the~~The weighted average yield on the principal amount ~~on these three portfolios (excluding non-accrual investments) on a combined basis was approximately 5.5%. The weighted-average yield on the principal amount~~all of our outstanding investments (including equity and equity-linked investments and short-term investments ~~and~~but excluding non-accrual debt investments) was approximately ~~5.3%~~6.4% as of ~~June 30, 2020.~~

~~As of~~both March 31, 2021 and December 31, ~~2019, the~~2020. The weighted average yield on the principal amount of our syndicated senior secured loan portfolio and our middle-market senior secured private debt portfolio was approximately 5.4% and 7.0%, respectively. As of December 31, 2019, the weighted average yield on the principal amount of these two portfolios on a combined basis was approximately 6.2%. The weighted-average yield on the principal amountall of our outstanding investments (including equity and equity-linked investments and short-term investments) was approximately ~~5.8%~~6.4% and 6.5% as of March 31, 2021 and December 31, ~~2019.~~

As of June 30, 2019, the weighted average yield on the principal amount of our syndicated senior secured loan portfolio and our middle-market senior secured private debt portfolio was approximately 5.6% and 7.4%,2020, respectively. As of June 30, 2019, the weighted average yield on the principal amount of these two portfolios on a combined basis was approximately 6.2%. The weighted-average yield on the principal amount of our outstanding investments (including equity and equity-linked investments and short-term investments) was approximately 6.0% as of June 30, 2019.

COVID-19 Developments

The spread of the Coronavirus and the COVID-19 pandemic, and the related effect on the U.S. and global economies, has had adverse consequences for the business operations of some of our portfolio companies and has adversely affected, and threatens to continue to adversely affect, our operations and the operations of Barings, including with respect to us. Barings has taken proactive steps around COVID-19 to address the potential impacts on their people, clients, communities and everyone they come in contact with, directly or through their premises. Protecting their employees and supporting the communities in which they live and work is a priority. ~~Having performed stress-testing on their systems and processes,~~ Barings ~~is operating a 100% remote-working model across~~continues to operate with the ~~United States, Europe and Australia. Barings shifted to remote~~majority of employees globally working ~~and flexible working arrangements in Asia at the end of January 2020,~~remotely while maintaining service levels to our partners and clients. In the United States, the firm’s global headquarters in Charlotte and the office in Hartford, Connecticut are currently the only offices that are open. In Europe the regional headquarters in London is open while the majority of other offices in Europe are currently closed. In Asia, all offices remain open. Barings return-to-office taskforce continues to plan for the safe return of employees to all office locations with a target date for a widespread return of associates to all office locations globally planned for September 2021. This date is subject to the continued success of the global vaccination program and reduction in COVID-19 case numbers. Barings’ cybersecurity policies are applied consistently when working remotely or in the office.

While we have been carefully monitoring the COVID-19 pandemic and its impact on our business and the business of our portfolio companies, we have continued to fund our existing debt commitments. In addition, we have continued to make and originate, and expect to continue to make and originate, new loans, including syndicated senior secured loans and senior secured private debt investments, as Barings continues to transition our portfolio from syndicated senior secured loans to senior secured private debt investments in middle-market businesses.

loans.

We cannot predict the full impact of the COVID-19 pandemic, including its duration in the United States and worldwide and the magnitude of the economic impact of the outbreak, including with respect to the travel restrictions, business closures and other quarantine measures imposed on service providers and other individuals by various local, state, and federal governmental authorities, as well as non-U.S. governmental authorities. ~~As such, we~~We are unable to predict the duration of any business and supply-chain disruptions, the extent to which COVID-19 will negatively affect our portfolio companies’ operating results or the impact that such disruptions may have on our results of operations and financial condition. Depending on the duration and extent of the disruption to the operations of our portfolio companies, ~~we expect that~~ certain portfolio companies ~~will~~could experience financial distress and possibly default on their financial obligations to us and their other capital providers. ~~We also expect that some~~Some of our portfolio companies may significantly curtail business operations, furlough or lay off employees and terminate service providers, and defer capital expenditures if subjected to prolonged and severe financial distress, which would likely impair their business on a permanent basis. These developments would likely result in a decrease in the value of our investment in any such portfolio company.

The COVID-19 pandemic and the related disruption and financial distress experienced by our portfolio companies may have material adverse effects on our investment income, particularly our interest income, received from our investments. In connection with the adverse effects of the COVID-19 pandemic, we may need to restructure our investments in some of our portfolio companies, which could result in reduced interest payments, an increase in the amount of PIK interest we receive, or result in permanent impairments on our investments. If we restructure a portfolio investment included in the borrowing base under the February 2019 Credit Facility in certain ways, including but not limited to a reduction in interest income received from any such investment or modification of a loan to accrue certain levels of PIK interest instead of cash, then such modifications could result in a reduction in the borrowing base under the February 2019 Credit Facility. In addition, if a portfolio investment included in the borrowing base under the February 2019 Credit Facility defaults on its obligations or if any such portfolio investment is placed on non-accrual, then there will be a reduction in the borrowing base under the February 2019 Credit Facility. Any reduction in the borrowing base under the February 2019 Credit Facility could have a material adverse effect on our results of operations, financial condition and available liquidity. In addition, any decreases in our net investment income would increase the portion of our cash flows dedicated to servicing our existing borrowings under the February 2019 Credit Facility and the Debt Securitization (each as defined below under "Liquidity and Capital Resources"). As a result, we may be required to reduce the amount of our distributions to stockholders.

We have had a significant reduction in our net asset value as of June 30, 2020 as compared to our net asset value as of December 31, 2019, which is primarily the result of the impact of the COVID-19 pandemic. The decrease in net asset value as of June 30, 2020 primarily resulted from an increase in the aggregate unrealized depreciation of our investment portfolio resulting from decreases in the fair value of some of our portfolio company investments primarily due to the immediate adverse economic effects of the COVID-19 pandemic and the continuing uncertainty surrounding its long-term impact, as well as the re-pricing of credit risk in the broadly syndicated credit market. From March 31, 2020 to June 30, 2020, the Company did experience unrealized appreciation on our broadly syndicated loan portfolio of $31.6 million which partially offset the $82.6 million of unrealized depreciation that occurred from December 31, 2019 to March 31, 2020.

As of June 30, 2020, we are permitted under the 1940 Act, as a BDC, to borrow amounts such that our asset coverage, as defined in the 1940 Act, equals at least 150% after such borrowing. In addition, the February 2019 Credit Facility contains affirmative and negative covenants and events of default relating to minimum stockholders’ equity, minimum obligors’ net worth, minimum asset coverage, minimum liquidity and maintenance of RIC and BDC status, as well as cross-default provisions relating to other indebtedness.

As of June 30, 2020, we are in compliance with our asset coverage requirements under the 1940 Act. In addition, we are not in default under our credit facility as of June 30, 2020. However, any increase in unrealized depreciation of our investment portfolio or further significant reductions in our net asset value as a result of the effects of the COVID-19 pandemic or otherwise increases the risk of breaching the relevant covenants, including those relating to minimum stockholders’ equity, minimum obligors’ net worth, and minimum asset coverage. If we fail to satisfy the covenants in the February 2019 Credit Facility or are unable to cure any event of default or obtain a waiver from the applicable lender, it could result in foreclosure by the lenders under the credit facility, which would accelerate our repayment obligations under the February 2019 Credit Facility and thereby have a material adverse effect on our business, liquidity, financial condition, results of operations and ability to pay distributions to our stockholders.

We are also subject to financial risks, including changes in market interest rates. As of June 30, 2020, approximately $1,053.9 million (principal amount) of our debt portfolio investments bore interest at variable rates, which generally are LIBOR-based (or based on an equivalent applicable currency rate), and many of which are subject to certain floors. In addition, the Class A-1 2019 Notes and the Class A-2 2019 Notes issued in connection with the Debt Securitization have floating rate interest provisions, and the February 2019 Credit Facility has a floating rate interest provision. In connection with the

COVID-19 pandemic, the U.S. Federal Reserve and other central banks have reduced certain interest rates and LIBOR has decreased. A prolonged reduction in interest rates will reduce our gross investment income and could result in a decrease in our net investment income if such decreases in LIBOR are not offset by a corresponding increase in the spread over LIBOR that we earn on any portfolio investments, a decrease in in our operating expenses, including with respect to our income incentive fee, or a decrease in the interest rate of our floating interest rate liabilities tied to LIBOR. See “Item 3. Quantitative and Qualitative Disclosures About Market Risk” for an analysis of the impact of hypothetical base rate changes in interest rates.

We will continue to monitor the situation relating to the COVID-19 pandemic and guidance from U.S. and international authorities, including federal, state and local public health authorities and may take additional actions based on their recommendations. In these circumstances, there may be developments outside our control requiring us to adjust our plan of operation. As such, given the dynamic nature of this situation, we cannot reasonably estimate the impacts of COVID-19 on our financial condition, results of operations or cash flows in the future. However, to the extent our portfolio companies are adversely impacted by the effects of the COVID-19 pandemic, it may have a material adverse impact on our future net investment income, the fair value of our portfolio investments, ~~its~~our financial condition and the results of operations and financial condition of our portfolio companies.

Relationship with Our Adviser, Barings

Our investment adviser, Barings, a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company, is a leading global asset management firm and is registered with the SEC as an investment adviser under the Investment Advisers Act of 1940, as amended. Barings’ primary investment capabilities include fixed income, private credit, real estate, equity, and alternative investments. Subject to the overall supervision of our board of directors ~~or the Board,~~(the “Board”), Barings’ Global Private Finance Group ~~or BGPF,~~(“BGPF”) manages our day-to-day operations, and provides investment advisory and management services to us. BGPF is part of ~~Barings' $251.7 billion~~Barings’ $244.2 billion Global Fixed Income Platform that invests in liquid, private and structured credit. BGPF manages private funds and separately managed accounts, along with multiple public vehicles.

Among other things, Barings (i) determines the composition of our portfolio, the nature and timing of the changes therein and the manner of implementing such changes; (ii) identifies, evaluates and negotiates the structure of the investments made by us; (iii) executes, closes, services and monitors the investments that we make; (iv) determines the securities and other assets that we will purchase, retain or sell; (v) performs due diligence on prospective portfolio companies and (vi) provides us with such other investment advisory, research and related services as we may, from time to time, reasonably require for the investment of our funds.

Under the terms of the Administration Agreement, Barings has agreed to perform (or oversee, or arrange for, the performance of) the administrative services necessary for our operation, including, but not limited to, office facilities, equipment, clerical, bookkeeping and record keeping services at such office facilities and such other services as Barings, subject to review by the Board, will from time to time determine to be necessary or useful to perform its obligations under the Administration Agreement. Barings will also, on our behalf and subject to the Board’s ~~approval,~~oversight, arrange for the services of, and oversee, custodians, depositories, transfer agents, dividend disbursing agents, other stockholder servicing agents, accountants, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable. Barings is responsible for the financial and other records that we are required to maintain and will prepare all reports and other materials required to be filed with the SEC or any other regulatory authority.

Stockholder Approval of Reduced Asset Coverage Ratio

On July 24, 2018, our stockholders voted at a special meeting of stockholders ~~or the~~(the “2018 Special ~~Meeting,~~Meeting”) to approve a proposal to authorize us to be subject to a reduced asset coverage ratio of at least 150% under the 1940 Act. As a result of the stockholder approval at the 2018 Special Meeting, effective July 25, 2018, our applicable asset coverage ratio under the 1940 Act has been decreased to 150% from 200%. As a result, we are permitted under the 1940 Act to incur indebtedness at a level which is more consistent with a portfolio of senior secured debt. As of ~~June 30, 2020,~~March 31, 2021, our asset coverage ratio was ~~186.1%~~173.8%.

Portfolio Investment Composition

The total value of our investment portfolio was ~~$1,034.0~~$1,602.1 million as of ~~June 30, 2020,~~March 31, 2021, as compared to ~~$1,173.6~~$1,495.8 million as of December 31, ~~2019.~~2020. As of ~~June 30, 2020,~~March 31, 2021, we had investments in ~~147~~150 portfolio companies ~~8 structured product investments~~ and ~~four~~two money market funds with an aggregate cost of ~~$1,107.8~~$1,588.6 million. As of December 31, ~~2019,~~2020, we had investments in ~~147~~146 portfolio companies and two money market ~~fund~~funds with an aggregate cost of ~~$1,192.6~~$1,486.1 million. As of both ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.

As of ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019,~~2020, our investment portfolio consisted of the following investments:


		Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio			Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
June 30, 2020:
March 31, 2021:										March 31, 2021:
Senior debt and 1^st lien notes	Senior debt and 1^st lien notes	$	1,002,993,507	91	%	$	930,685,483	90	%	Senior debt and 1st lien notes	$	1,228,983,292	77	%	$	1,238,178,055	77	%
Subordinated debt and 2^nd lien notes		17,505,684		2		16,040,935		2
Subordinated debt and 2nd lien notes										Subordinated debt and 2nd lien notes	150,273,105		10		150,597,961		9
Structured products	Structured products	11,519,473		1		12,264,235		1		Structured products	23,163,888		1		26,153,607		2
Equity shares	Equity shares	1,028,125		—		1,070,410		—		Equity shares	42,543,214		3		39,617,746		2
Investments in joint ventures		16,658,270		2		15,933,845		2
Equity warrants										Equity warrants	1,235,383		—		1,434,309		—
Investment in joint ventures / PE fund										Investment in joint ventures / PE fund	68,782,532		4		72,576,383		5
Short-term investments	Short-term investments	58,046,476		5		58,046,124		6		Short-term investments	73,569,174		5		73,565,676		5
		$	1,107,751,535	100	%	$	1,034,041,032	100	%		$	1,588,550,588	100	%	$	1,602,123,737	100	%
December 31, 2019:
December 31, 2020:										December 31, 2020:
Senior debt and 1^st lien notes	Senior debt and 1^st lien notes	$	1,070,031,715	90	%	$	1,050,863,369	90	%	Senior debt and 1st lien notes	$	1,167,436,742	79	%	$	1,171,250,512	79	%
Subordinated debt and 2^nd lien notes		15,339,180		1		15,220,969		1
Subordinated debt and 2nd lien notes										Subordinated debt and 2nd lien notes	137,776,808		9		138,767,120		9
Structured products										Structured products	30,071,808		2		32,508,845		2
Equity shares	Equity shares	515,825		—		760,716		—		Equity shares	44,693,645		3		44,651,114		3
Investment in joint venture		10,158,270		1		10,229,813		1
Equity warrants										Equity warrants	1,235,383		—		1,300,197		—
Investment in joint ventures / PE fund										Investment in joint ventures / PE fund	39,282,532		3		41,759,922		3
Short-term investments	Short-term investments	96,568,940		8		96,568,940		8		Short-term investments	65,558,227		4		65,558,227		4
		$	1,192,613,930	100	%	$	1,173,643,807	100	%		$	1,486,055,145	100	%	$	1,495,795,937	100	%

Investment Activity

During the ~~six~~three months ended ~~June 30, 2020,~~March 31, 2021, we ~~purchased $38.3 million in syndicated senior secured loans, purchased $11.5 million in structured product investments,~~ made 18 new investments ~~in 12 middle-market portfolio companies~~ totaling ~~$91.3 million, consisting of 12 senior secured private debt investments, one subordinated debt investment and two minority equity investment, made one new joint venture equity investment totaling $1.5~~$172.2 million, made ~~additional debt~~ investments in 14 existing portfolio companies totaling ~~$19.0~~$73.2 million, ~~and~~ made ~~an additional~~one new investment in ~~one~~a joint venture equity portfolio company totaling ~~$5.0~~$4.5 million and made additional investments in existing joint venture equity portfolio companies totaling $25.0 million. We had ~~11 syndicated senior secured~~six loans repaid at par totaling ~~total $43.6~~$26.2 million ~~had one middle-market portfolio company loan repaid at par totaling $8.4 million, received $3.3 million of syndicated senior secured loan principal payments~~ and received ~~$3.1~~$6.0 million of ~~middle-market~~ portfolio company principal payments. In addition, we sold ~~$105.5~~$57.1 million of loans, recognizing a net realized gain on these transactions of $2.4 million, and sold $94.7 million of middle-market portfolio company debt investments to one of our joint ventures and realized a gain on these transactions of $0.5 million. Lastly, we received proceeds related to the sale of an equity investment totaling $5.9 million and recognized a net realized loss on such sale totaling $0.1 million.

During the three months ended March 31, 2020, we made 30 new investments totaling $111.2 million and made investments in existing portfolio companies totaling $20.9 million. We had nine loans repaid at par totaling total $41.1 million, received $3.0 million of portfolio company principal payments. In addition, we sold $39.6 million of syndicated senior secured loans, recognizing a net realized loss on these transactions of ~~$16.4~~$0.2 million and sold $30.8 million of middle-market portfolio company debt investments to our joint venture. In addition, one broadly syndicated loan investment was restructured. Under U.S. GAAP, this restructuring was considered a material modification and as a result, we recognized a loss of approximately $0.6 million related to this restructuring. Lastly, we received $0.2 million in escrow distributions from two legacy portfolio companies, which were recognized as realized gains.

During the six months ended June 30, 2019, we purchased $3.6 million in syndicated senior secured loans, made thirteen new middle-market debt investments totaling $130.1 million, consisting of 12 senior secured private debt investments and one second lien private debt investment, made one joint venture equity investment totaling $5.2 million and made additional debt investments in four existing portfolio companies totaling $6.9 million. We had four portfolio company loans repaid at par totaling $26.6 million, received $20.8 million of principal payments and sold $33.7 million of syndicated secured loans and senior secured private debt investments, recognizing a net realized loss on these transactions of $0.5 million. In addition, w~~e received $0.5 million in escrow distributions from three portfolio companies, which were recognized as realized gains.~~

5966

Total portfolio investment activity for the ~~six~~three months ended ~~June 30,~~March 31, 2021 and 2020 ~~and 2019~~ was as follows:


Six Months Ended June 30, 2020:		Senior Debt and 1st Lien Notes		Subordinated debt and 2nd Lien Notes		Structured Products		Equity Shares		Investments in Joint Ventures		Short-term Investments		Total
Three Months Ended March 31, 2021:																Three Months Ended March 31, 2021:	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Structured Products		Equity Shares		Equity Warrants		Investments in Joint Ventures / PE Fund		Short-term Investments		Total
Fair value, beginning of period	Fair value, beginning of period	$	1,050,863,369	$	15,220,969	$	—	$	760,716	$	10,229,813	$	96,568,940	$	1,173,643,807	Fair value, beginning of period	$	1,171,250,512	$	138,767,120	$	32,508,845	$	44,651,114	$	1,300,197	$	41,759,922	$	65,558,227	$	1,495,795,937
New investments	New investments	145,908,541		2,160,081		11,518,233		512,299		6,500,000		403,971,410		570,570,564		New investments	227,056,942		14,477,877		—		3,872,210		—		29,500,000		198,550,029		473,457,058

Proceeds from sales of investments	Proceeds from sales of investments	(136,317,018)		—		—		(241,428)		—		(442,510,852)		(579,069,298)		Proceeds from sales of investments	(144,892,665)		—		(6,823,471)		(5,971,996)		—		—		(190,541,780)		(348,229,912)

Loan origination fees received	Loan origination fees received	(3,111,977)		(19,808)		—		—		—		—		(3,131,785)		Loan origination fees received	(4,176,205)		(402,163)		—		—		—		—		—		(4,578,368)
Principal repayments received	Principal repayments received	(58,401,447)		—		(19,432)		—		—		—		(58,420,879)		Principal repayments received	(21,392,290)		(10,120,108)		(752,526)		—		—		—		—		(32,264,924)
Payment in kind interest earned		198,839		—		—		—		—		—		198,839

Payment-in-kind interest earned																Payment-in-kind interest earned	828,659		7,007,695		—		—		—		—		—		7,836,354
Accretion of loan discounts	Accretion of loan discounts	576,166		9,299		18,831		—		—		—		604,296		Accretion of loan discounts	645,409		1,318,620		15,758		—		—		—		—		1,979,787
Accretion of deferred loan origination revenue	Accretion of deferred loan origination revenue	1,124,781		16,932		—		—		—		—		1,141,713		Accretion of deferred loan origination revenue	1,269,802		211,236		—		—		—		—		—		1,481,038
Realized gain (loss)	Realized gain (loss)	(17,016,092)		—		1,841		241,428		—		16,979		(16,755,844)		Realized gain (loss)	2,206,896		3,140		652,320		(50,645)		—		—		2,698		2,814,409
Unrealized depreciation		(53,139,679)		(1,346,538)		744,762		(202,605)		(795,968)		(353)		(54,740,381)
Unrealized appreciation (depreciation)																Unrealized appreciation (depreciation)	5,380,995		(665,456)		552,681		(2,882,937)		134,112		1,316,461		(3,498)		3,832,358
Fair value, end of period	Fair value, end of period	$	930,685,483	$	16,040,935	$	12,264,235	$	1,070,410	$	15,933,845	$	58,046,124	$	1,034,041,032	Fair value, end of period	$	1,238,178,055	$	150,597,961	$	26,153,607	$	39,617,746	$	1,434,309	$	72,576,383	$	73,565,676	$	1,602,123,737


Six Months Ended June 30, 2019:		Senior Debt and 1st Lien Notes		Subordinated debt and 2nd Lien Notes		Equity Shares		Investment in Joint Venture		Short-term Investments		Total
Three Months Ended March 31, 2020:														Three Months Ended March 31, 2020:	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Structured Products		Equity Shares		Investment in Joint Venture		Short-term Investments		Total
Fair value, beginning of period	Fair value, beginning of period	$	1,068,436,847	$	7,679,132	$	515,825	$	—	$	45,223,941	$	1,121,855,745	Fair value, beginning of period	$	1,050,863,370	$	15,220,969	$	—	$	760,716	$	10,229,813	$	96,568,939	$	1,173,643,807
New investments	New investments	135,673,192		4,951,685		—		5,162,299		317,480,389		463,267,565		New investments	118,056,710		2,160,082		11,518,233		403,774		—		221,916,363		$	354,055,162

Proceeds from sales of investments	Proceeds from sales of investments	(33,739,874)		—		(468,819)		—		(328,280,839)		(362,489,532)		Proceeds from sales of investments	(70,448,795)		—		—		(152,467)		—		(218,025,496)		$	(288,626,758)
Loan origination fees received	Loan origination fees received	(2,271,606)		(148,551)		—		—		—		(2,420,157)		Loan origination fees received	(2,684,615)		(19,808)		—		—		—		—		$	(2,704,423)
Principal repayments received	Principal repayments received	(44,447,323)		(2,980,874)		—		—		—		(47,428,197)		Principal repayments received	(44,108,598)		—		—		—		—		—		$	(44,108,598)

Accretion of loan discounts	Accretion of loan discounts	114,594		—		—		—		—		114,594		Accretion of loan discounts	180,698		4,465		3,239		—		—		—		$	188,402
Accretion of deferred loan origination revenue	Accretion of deferred loan origination revenue	487,623		55,878		—		—		—		543,501		Accretion of deferred loan origination revenue	649,654		8,351		—		—		—		—		$	658,005
Realized gain (loss)	Realized gain (loss)	(548,570)		—		468,819		—		—		(79,751)		Realized gain (loss)	(310,445)		—		—		152,467		—		—		$	(157,978)
Unrealized appreciation (depreciation)		27,252,163		91,288		67,833		(162,089)		—		27,249,195
Unrealized depreciation														Unrealized depreciation	(113,033,296)		(1,389,918)		(2,816,526)		(121,316)		(3,833,223)		—		$	(121,194,279)
Fair value, end of period	Fair value, end of period	$	1,150,957,046	$	9,648,558	$	583,658	$	5,000,210	$	34,423,491	$	1,200,612,963	Fair value, end of period	$	939,164,683	$	15,984,141	$	8,704,946	$	1,043,174	$	6,396,590	$	100,459,806	$	1,071,753,340

Non-Accrual Assets

Generally, when interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. As of ~~June 30,~~March 31, 2021, we had no non-accrual assets. As of December 31, 2020, the fair value of our non-accrual asset was ~~$1.8~~$3.0 million, which comprised 0.2% of the total fair value of our portfolio, and the cost of our non-accrual asset was ~~$10.1~~$3.0 million, which comprised ~~0.9%~~0.2% of the total cost of our portfolio. ~~As of December 31, 2019, we had no non-accrual assets.~~

~~Our non-accrual asset as of June 30, 2020 was as follows:~~

~~Fieldwood Energy LLC~~

Effective with the quarterly payment due April 30, 2020, we placed our debt investment in Fieldwood Energy LLC, or Fieldwood, on non-accrual status. As a result, under U.S. GAAP, we no longer recognize interest income on our debt investment in Fieldwood for financial reporting purposes. As of June 30, 2020, the cost of our debt investment in Fieldwood was $10.1 million and the fair value of such investment was $1.8 million.

Results of Operations

~~Three and Six~~Comparison of the three months ended ~~June 30,~~March 31, 2021 and March 31, 2020 ~~and June 30, 2019~~

Operating results for the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 and 2020 ~~and 2019~~ were as follows:


		Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended			Three Months Ended		Three Months Ended
		June 30, 2020		June 30, 2019		June 30, 2020		June 30, 2019			March 31, 2021		March 31, 2020

Total investment income	Total investment income	$	16,139,764	$	19,601,688	$	34,819,362	$	37,941,446	Total investment income	$	30,593,231	$	18,679,598

Total operating expenses	Total operating expenses	9,610,635		12,188,806		20,996,164		22,571,277		Total operating expenses	16,237,135		11,385,529
Net investment income	Net investment income	6,529,129		7,412,882		13,823,198		15,370,169		Net investment income	14,356,096		7,294,069
Income taxes, including excise tax benefit										Income taxes, including excise tax benefit	(18,038)		—
Net investment income after taxes										Net investment income after taxes	14,374,134		7,294,069

Net realized gains (losses)	Net realized gains (losses)	(16,514,997)		50,024		(16,817,369)		(79,751)		Net realized gains (losses)	1,839,580		(302,372)

Net unrealized appreciation (depreciation)	Net unrealized appreciation (depreciation)	65,043,310		1,852,007		(54,352,743)		27,249,195		Net unrealized appreciation (depreciation)	6,274,155		(119,396,053)

Loss on extinguishment of debt	Loss on extinguishment of debt	(306,202)		(85,356)		(443,592)		(129,751)		Loss on extinguishment of debt	—		(137,390)
Benefit from (provision for) taxes		(2,532)		17,493		17,467		(499)
Benefit from taxes										Benefit from taxes	410		19,999
Net increase (decrease) in net assets resulting from operations	Net increase (decrease) in net assets resulting from operations	$	54,748,708	$	9,247,050	$	(57,773,039)	$	42,409,363	Net increase (decrease) in net assets resulting from operations	$	22,488,279	$	(112,521,747)

Net increases ~~(decreases)~~or decreases in net assets resulting from operations can vary substantially from period to period due to various factors, including recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, quarterly comparisons of net changes in net assets resulting from operations may not be meaningful.

Investment Income


		Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended			Three Months Ended		Three Months Ended
		June 30, 2020		June 30, 2019		June 30, 2020		June 30, 2019			March 31, 2021		March 31, 2020
Investment income:	Investment income:									Investment income:

Interest income	Interest income	$	15,295,679	$	19,074,824	$	32,970,081	$	37,108,838	Interest income	$	25,214,241	$	17,674,402

Dividend income	Dividend income	2,603		4,711		2,603		4,711		Dividend income	71,500		—

Fee and other income	Fee and other income	650,433		519,970		1,611,426		821,027		Fee and other income	2,133,175		960,993

Payment-in-kind interest income	Payment-in-kind interest income	191,049		—		234,621		—		Payment-in-kind interest income	3,173,787		43,572
Interest income from cash	Interest income from cash	—		2,183		631		6,870		Interest income from cash	528		631
Total investment income	Total investment income	$	16,139,764	$	19,601,688	$	34,819,362	$	37,941,446	Total investment income	$	30,593,231	$	18,679,598

The change in investment income for the three ~~and six~~ months ended ~~June 30, 2020,~~March 31, 2021, as compared to the three ~~and six~~ months ended ~~June 30, 2019,~~March 31, 2020, was primarily due to ~~a decrease in LIBOR from June 30, 2019 to June 30, 2020 and a decrease~~an increase in the average size of our portfolio. ~~These decreases were partially offset by increases in fee income from June 30, 2019 to June 30, 2020 and the continued rotation~~The amount of our ~~portfolio from syndicated senior secured loans to senior secured private~~outstanding debt investments ~~in middle-market businesses. As~~was $1,451.9 million as of ~~June 30, 2019, we had investments in 142 portfolio companies, which included 30 middle-market debt investment, 111 syndicated senior secured loans and one joint venture equity investment~~March 31, 2021, as compared to ~~investments in eight structured product investments and 147 portfolio companies~~$1,119.9 million as of ~~June 30,~~March 31, 2020, which ~~included 64 middle-market debt investments, 81 syndicated senior secured loans and two joint venture equity investments.~~increase is in part due to the acquisition of investment assets in the MVC Acquisition. The weighted average yield on the principal amount of our outstanding debt investments was ~~5.3%~~7.2% as of ~~June 30, 2020,~~March 31, 2021, as compared to ~~6.0%~~5.8% as of ~~June 30, 2019.~~March 31, 2020.

Operating Expenses

Three Months
Ended Three Months
Ended Six Months Ended Six Months Ended
June 30,
2020 June 30,
2019 June 30,
2020 June 30,
2019
Operating expenses:
Interest and other financing fees $ 4,624,731 $ 7,027,040 $ 10,628,864 $ 12,871,212
Base management fees 3,616,787 3,130,955 7,529,160 5,581,950
Compensation expenses — 108,646 48,410 227,090
General and administrative expenses 1,369,117 1,922,165 2,789,730 3,891,025
Total operating expenses $ 9,610,635 $ 12,188,806 20,996,164 22,571,277


	Three Months Ended		Three Months Ended
	March 31, 2021		March 31, 2020
























Operating expenses:
Interest and other financing fees	$	7,284,709	$	6,004,133
Base management fees	3,929,251		3,912,373
Incentive management fees	2,721,741		—

Compensation expenses	—		48,410
General and administrative expenses	2,301,434		1,420,613
Total operating expenses	$	16,237,135	$	11,385,529

Interest and Other Financing Fees

Interest and other financing fees during the three ~~and six~~ months ended ~~June 30, 2020~~March 31, 2021 were attributable to borrowings under the ~~August 2018 Credit Facility, the~~ February 2019 Credit Facility, the August 2025 Notes, the November Notes and the ~~Debt Securitization~~February Notes (each as defined below under ~~"Liquidity~~“Liquidity and Capital ~~Resources"~~Resources”). Interest and other financing fees during the three ~~and six~~ months ended ~~June 30, 2019~~March 31, 2020 were attributable to borrowings under ~~the~~Barings BDC Senior Funding I, LLC’s credit facility entered into in August 2018 with Bank of America, N.A. (the “August 2018 Credit ~~Facility,~~Facility”), the February 2019 Credit Facility and ~~the Debt Securitization.~~our May 2019 $449.3 million term debt securitization (the “Debt Securitization”). The ~~decrease~~increase in interest and other financing fees for the three ~~and six~~ months ended ~~June 30, 2020~~March 31, 2021 as compared to the three ~~and six~~ months ended ~~June 30, 2019~~March 31, 2020, was primarily attributable to the ~~decrease in average borrowings outstanding~~issuance of the August 2025 Notes, the November Notes and the ~~decrease in interest rates associated with~~February Notes and increased borrowings under the February 2019 Credit Facility, ~~and~~partially offset by the repayment of the Debt Securitization ~~as a result~~and the repayment of ~~a decrease in LIBOR.~~the borrowings under the August 2018 Credit Facility.

Base Management Fees

Under the terms of the Amended and Restated Advisory Agreement (and, prior to January 1, 2021, under the terms of the Original Advisory Agreement), we pay Barings a base management fee (the “Base Management Fee”), quarterly in arrears on a calendar quarter basis. The ~~base management fee~~Base Management Fee is calculated based on the average value of our gross assets, excluding cash and cash equivalents, at the end of the two most recently completed calendar quarters prior to the quarter for which such fees are being calculated. Base Management Fees for any partial month or quarter are appropriately pro-rated. See Note 2 to our ~~unaudited consolidated financial statements~~Unaudited Consolidated Financial Statements for additional information regarding the terms of the Amended and Restated Advisory Agreement (and, prior to January 1, 2021, the terms of the Original Advisory Agreement) and the fee arrangements thereunder. For both the three months ended March 31, 2021 and March 31, 2020, the amount of Base Management Fee incurred was approximately $3.9 million. For the three months ended March 31, 2021 and March 31, 2020, the Base Management Fee rate was 1.250% and 1.375%, respectively. Although the Base Management Fee rate decreased for the three months ended March 31, 2021 versus March 31, 2020, the average value of gross assets increased from $1,138.1 million as of the end of the two most recently completed calendar quarters prior to March 31, 2020 to $1,257.4 million as of the end of the two most recently completed calendar quarters prior to March 31, 2021, which resulted in a slight increase in fees between periods.

Incentive Fee (and, prior to January 1, 2021, under the terms of the Original Advisory Agreement)

Under the Amended and Restated Advisory Agreement (and, prior to January 1, 2021, under the terms of the Original Advisory Agreement), we pay Barings an incentive fee. A portion of the incentive fee is based on our income and a portion is based on our capital gains. The income-based fee will be determined and paid quarterly in arrears based on the amount by which (x) the aggregate pre-incentive fee net investment income in respect of the current calendar quarter and the eleven preceding calendar quarters beginning with the calendar quarter that commences on or after January 1, 2021, as the case may be (or the appropriate portion thereof in the case of any of our first eleven calendar quarters that commences on or after January 1, 2021) exceeds (y) the hurdle amount as calculated for the same period. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the terms of the Amended and Restated Advisory Agreement and the fee ~~arrangement~~arrangements thereunder. For the three ~~and six~~ months ended ~~June 30, 2020,~~March 31, 2021, the amount of ~~base management~~income-based fee incurred was approximately $3.6 million and $7.5 million, respectively. For the three and six months ended June 30, 2019, the amount of base management fee incurred was approximately $3.1 million and $5.6 million, respectively. The increase between periods was primarily due to the increase in the base management fee rate to 1.375% for the three and six months ended June 30, 2020, pursuant to the terms of the Advisory Agreement, as compared to 1.125% for the three and six months ended June 30, 2019.$2.7 million.

~~Compensation Expenses~~

The compensation expenses for the six months ended June 30, 2020 and June 30, 2019 related to salaries, benefits and discretionary compensation. As of March 31, 2020, all of our employees had been terminated in connection with our transition to an externally managed structure.

General and Administrative Expenses

~~On August 2, 2018, we~~We entered into the Administration Agreement with ~~Barings.~~Barings in August 2018. Under the terms of the Administration Agreement, Barings performs (or oversees, or arranges for, the performance of) the administrative services necessary for our operations. We ~~are required to~~will reimburse Barings for the costs and expenses incurred by ~~Barings~~it in performing its obligations and providing personnel and facilities under the Administration ~~Agreement.~~Agreement in an amount to be negotiated and mutually agreed to by us and Barings quarterly in arrears; provided that the agreed-upon quarterly expense amount will not exceed the amount of expenses that would otherwise be reimbursable by us under the Administration Agreement for the applicable quarterly period, and Barings will not be entitled to the recoupment of any amounts in excess of the agreed-upon quarterly expense amount. See Note 2 to our ~~unaudited consolidated financial statements~~Unaudited Consolidated Financial Statements for additional information regarding the Administration Agreement. For the three ~~and six~~ months ended ~~June 30, 2020,~~March 31, 2021, the amount of administration expense incurred and invoiced by Barings for expenses was approximately ~~$0.2 million and $0.6 million, respectively.~~$0.5 million. For the three ~~and six~~ months ended ~~June 30, 2019,~~March 31, 2020, the amount of administration expense incurred and invoiced by the Adviser for expenses was approximately ~~$0.9 million and $1.4 million, respectively.~~$0.4 million. In addition to expenses incurred under the Administration Agreement, general and administrative expenses include Board fees, D&O insurance costs, as well as legal and accounting expenses.

Net Realized Gains (Losses)

Net realized gains (losses) during the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 and 2020 ~~and 2019~~ were as follows:


		Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended			Three Months Ended		Three Months Ended
		June 30, 2020		June 30, 2019		June 30, 2020		June 30, 2019			March 31, 2021		March 31, 2020

Net realized gain (losses):	Net realized gain (losses):									Net realized gain (losses):
Non-Control / Non-Affiliate investments	Non-Control / Non-Affiliate investments	$	(16,597,865)	$	50,024	$	(16,755,844)	$	(79,751)	Non-Control / Non-Affiliate investments	$	2,891,040	$	(157,978)
Affiliate investments										Affiliate investments	(76,631)		—

Net realized losses on investments		(16,597,865)		50,024		(16,755,844)		(79,751)
Net realized gains (losses) on investments										Net realized gains (losses) on investments	2,814,409		(157,978)
Foreign currency transactions	Foreign currency transactions	82,868		—		(61,525)		—		Foreign currency transactions	(974,829)		(144,394)
Net realized gains (losses)	Net realized gains (losses)	$	(16,514,997)	$	50,024	$	(16,817,369)	$	(79,751)	Net realized gains (losses)	$	1,839,580	$	(302,372)

In the three months ended ~~June 30,~~March 31, 2021, we recognized net realized gains totaling $1.8 million, which consisted primarily of a net gain on our loan portfolio of $2.8 million partially offset by a net loss on foreign currency transactions of $1.0 million. In the three months ended March 31, 2020, we recognized net realized losses totaling ~~$16.5~~$0.3 million, which consisted primarily of a net loss on our loan portfolio of $16.7 million, partially offset by a net gain on foreign currency transactions of $0.1 million, and by $0.1 million in escrow distributions we received from legacy portfolio companies, which were recognized as realized gains. In the six months ended June 30, 2020, we recognized net realized losses totaling $16.8 million, which consisted primarily of a net loss on our loan portfolio of $17.0$0.3 million and a net loss on foreign currency transactions of $0.1 million, partially offset by $0.2 million in escrow distributions we received from two legacy portfolio companies, which were recognized as realized gains.

In the three months ended June 30, 2019, we recognized net realized gains totaling $0.1 million, which consisted primarily of a net gain on escrow payments received of $0.2 million, partially offset by a net loss on our syndicated senior secured loan portfolio of $0.1 million. In the six months ended June 30, 2019, we recognized a net realized loss totaling $0.1 million, which consisted primarily of a net loss on our syndicated senior secured loan portfolio of $0.5 million, partially offset by a net gain on escrow payments received of $0.5 million.

Net Unrealized Appreciation (Depreciation)

Net unrealized appreciation (depreciation) during the three ~~and six~~ months ended ~~June 30,~~March 31, 2021 and 2020 ~~and 2019~~ was as follows:


		Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended			Three Months Ended		Three Months Ended
		June 30, 2020		June 30, 2019		June 30, 2020		June 30, 2019			March 31, 2021		March 31, 2020

Net unrealized appreciation (depreciation):	Net unrealized appreciation (depreciation):									Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments	Non-Control / Non-Affiliate investments	$	63,416,644	$	2,014,096	$(53,944,413)		$	27,411,284	Non-Control / Non-Affiliate investments	$	5,357,095	$	(117,361,056)
Affiliate investments	Affiliate investments	3,037,255		(162,089)		(795,968)		(162,089)		Affiliate investments	2,444,697		(3,833,223)

Control investments										Control investments	(3,969,434)		—
Net unrealized appreciation (depreciation) on investments	Net unrealized appreciation (depreciation) on investments	66,453,899		1,852,007		(54,740,381)		27,249,195		Net unrealized appreciation (depreciation) on investments	3,832,358		(121,194,279)
Credit support agreement										Credit support agreement	(1,600,000)		—
Foreign currency transactions	Foreign currency transactions	(1,410,589)		—		387,638		—		Foreign currency transactions	4,041,797		1,798,226
Net unrealized appreciation (depreciation)	Net unrealized appreciation (depreciation)	$	65,043,310	$	1,852,007	$	(54,352,743)	$	27,249,195	Net unrealized appreciation (depreciation)	$	6,274,155	$	(119,396,053)

During the three months ended ~~June 30, 2020,~~March 31, 2021, we recorded net unrealized appreciation totaling ~~$65.0~~$6.3 million, consisting of net unrealized appreciation on our current portfolio of ~~$43.8~~$6.4 million ~~net~~and unrealized ~~depreciation~~appreciation related to foreign currency transactions of ~~$1.4~~$4.0 million, net of unrealized depreciation of $1.6 million on the credit support agreement with Barings and net of unrealized ~~appreciation~~depreciation reclassification adjustments of ~~$22.7~~$2.6 million related to the net realized ~~losses~~gains on the sales / repayments of certain ~~syndicated secured loans.~~investments. The net unrealized appreciation on ~~the Company’s~~our current portfolio of ~~$43.8~~$6.4 million was driven primarily by broad market moves for ~~liquid syndicated secured loans and structured products totaling $31.6 million, broad market moves for middle-market debt~~ investments of ~~$5.1~~$13.8 million, partially offset by depreciation from the credit or fundamental performance of ~~middle-market debt~~ investments ~~totaling $2.9~~of $3.0 million and the impact of foreign currency exchange rates on ~~middle-market debt~~ investments of ~~$1.3 million, and net unrealized appreciation on the Company’s total equity and joint venture investments of $3.0~~$4.4 million.

During the ~~six~~three months ended ~~June 30,~~March 31, 2020, we recorded net unrealized depreciation totaling ~~$54.4~~$119.4 million, consisting of net unrealized depreciation on our current portfolio of ~~$77.8~~$121.6 million, and partially offset by net unrealized

appreciation related to foreign currency transactions of ~~$0.4~~$1.8 million and net unrealized appreciation reclassification adjustments of ~~$23.0~~$0.4 million related to the net realized losses on the sales / repayments of certain syndicated secured loans. The net unrealized depreciation on the Company’s current portfolio of ~~$77.8~~$121.6 million was driven by broad market moves for liquid syndicated secured loans and structured ~~products~~product investments totaling ~~$51.0~~$82.6 million, broad market moves for middle-market debt investments of ~~$20.4~~$25.5 million, the credit or fundamental performance of middle-market debt investments totaling ~~$5.3~~$8.2 million, the impact of foreign currency exchange rates on middle-market debt investments of $1.3 million, and net unrealized depreciation on the Company’s total equity and joint venture investments of ~~$1.0~~$4.0 million.

During the three months ended June 30, 2019, we recorded net unrealized appreciation totaling $1.9 million, consisting of net unrealized appreciation on our current portfolio of $1.7 million and net unrealized appreciation reclassification adjustments of $0.2 million related predominately to the net realized losses on the sales / repayments of certain syndicated secured loans. During the six months ended June 30, 2019, we recorded net unrealized appreciation totaling $27.2 million, consisting of net unrealized appreciation on our current portfolio of $25.5 million and net unrealized appreciation reclassification adjustments of $1.8 million related predominately to the net realized losses on the sales / repayments of certain syndicated secured loans.

Liquidity and Capital Resources

We believe that our current cash and cash equivalents on hand, our short-term investments, ~~sales of our syndicated senior secured loans,~~ our available borrowing capacity under ~~the February~~our $800 million senior secured revolving credit facility with ING Capital LLC (as amended, restated and otherwise modified from time to time, (the "February 2019 Credit ~~Facility~~Facility") and the August 2020 NPA (as defined below under "Financing Transactions") and our anticipated cash flows from operations will be adequate to meet our cash needs for our daily operations for at least the next twelve months. This ~~"Liquidity~~“Liquidity and Capital ~~Resources"~~Resources” section should be read in conjunction with ~~"COVID-19 Developments" above.~~“COVID-19 Developments” above, as well as with the notes to our Unaudited Consolidated Financial Statements.

Cash Flows

For the ~~six~~three months ended ~~June 30,~~March 31, 2021, we experienced a net decrease in cash in the amount of $52.0 million. During that period, our operating activities used $85.1 million in cash, consisting primarily of purchases of portfolio investments of $276.5 million and purchases of short-term investments of $198.6 million, partially offset by proceeds from sales of portfolio investments totaling $188.2 million and sales of short-term investments of $190.5 million. In addition, our financing activities provided $33.1 million of cash, consisting of net proceeds of $149.8 million from the issuance of the February Notes (as defined below under “Financing Transactions”), partially offset by net repayments under the February 2019 Credit Facility of $104.3 million and dividends paid in the amount of $12.4 million. As of March 31, 2021, we had $40.5 million of cash and foreign currencies on hand.

For the three months ended March 31, 2020, we experienced a net decrease in cash in the amount of ~~$3.5~~$14.5 million. During that period, our operating activities provided ~~$120.0~~$36.0 million in cash, consisting primarily of proceeds from sales of portfolio investments totaling ~~$239.7~~$155.9 million and sales of short-term investments of ~~$442.5~~$218.0 million, partially offset by purchases of portfolio investments of ~~$171.5~~$123.2 million and purchases of short-term investments of ~~$404.0~~$221.9 million. In addition, our financing activities used ~~$123.5~~$50.5 million of cash, consisting primarily of net repayments under the August 2018 Credit Facility and the

February 2019 Credit Facility of ~~$9.1~~$10.9 million, repayments of the Debt Securitization of ~~$91.8~~$27.0 million, share repurchases of ~~$7.1~~$4.8 million and dividends paid in the amount of ~~$15.5~~$7.8 million. As of ~~June 30,~~March 31, 2020, we had ~~$18.5~~$7.5 million of cash ~~on hand.~~

For the six months ended June 30, 2019, we experienced a net increase in cash in the amount of $0.5 million. During that period, our operating activities used $32.7 million in cash, consisting primarily of purchases of portfolio investments of $171.4 million and purchases of short-term investments of $317.5 million, partially offset by proceeds from sales of investments totaling $104.4 million and sales of short-term investments of $328.3 million. In addition, our financing activities provided $33.2 million of cash, consisting primarily of net proceeds from our $449.3 million term debt securitization, or the Debt Securitization, of $348.3 million, partially offset by net repayments under the August 2018 Credit Facility and the February 2019 Credit Facility of $284.5 million, purchases of shares in the share repurchase plan of $9.6 million, financing fees of $8.2 million and dividends paid in the amount of $12.6 million. As of June 30, 2019, we had $12.9 million of cashforeign currencies on hand.

Financing Transactions

On July 3, 2018, we formed Barings BDC Senior Funding I, LLC, an indirectly wholly-owned Delaware limited liability company, or BSF, the primary purpose of which was to function as our special purpose, bankruptcy-remote, financing subsidiary. On August 3, 2018, BSF entered into a credit facility, or the August 2018February 2019 Credit Facility (as subsequently amended in December 2018 and February 2020), with Bank of America, N.A., as administrative agent, or the Administrative Agent and Class A-1 Lender, Société Générale, as Class A Lender, and Bank of America Merrill Lynch, as sole lead arranger and sole book manager. BSF and the Administrative Agent also entered into a security agreement dated as of August 3, 2018, or the Security Agreement, pursuant to which BSF’s obligations under the August 2018 Credit Facility were secured by a first-priority security interest in substantially all of the assets of BSF, including its portfolio of investments, or the Pledged Property. In connection with the first-priority security interest established under the Security Agreement, all of the Pledged Property was held in the custody of State Street Bank and Trust Company, as collateral administrator, or the Collateral Administrator. The Collateral Administrator maintained and performed certain collateral administration services with respect to the Pledged Property pursuant to a collateral administration agreement among BSF, the Administrative Agent and the Collateral Administrator. Generally, the Collateral Administrator was authorized to make distributions and payments from Pledged Property based only on the written instructions of the Administrative Agent.

The August 2018 Credit Facility initially provided for borrowings in an aggregate amount up to $750.0 million, including up to $250.0 million borrowed under the Class A Loan Commitments and up to $500.0 million borrowed under the Class A-1 Loan Commitments. Effective February 28, 2019, we reduced our Class A Loan Commitments to $100.0 million, which reduced total commitments under the August 2018 Credit Facility to $600.0 million. Effective May 9, 2019, we further reduced our Class A Loan Commitments under the August 2018 Credit Facility from $100.0 million to zero and reduced our Class A-1 Loan Commitments under the August 2018 Credit Facility from $500.0 million to $300.0 million, which collectively reduced total commitments under the August 2018 Credit Facility to $300.0 million. Effective June 18, 2019, we further reduced our Class A-1 Loan Commitments, and therefore total commitments, under the August 2018 Credit Facility from $300.0 million to $250.0 million. Effective August 14, 2019, we further reduced our Class A-1 Loan Commitments, and therefore total commitments, under the August 2018 Credit Facility from $250.0 million to $177.0 million. Effective October 29, 2019, we further reduced our Class A-1 Loan Commitments, and therefore total commitments, under the August 2018 Credit Facility from $177.0 million to $150.0 million. Effective January 21, 2020, we further reduced our Class A-1 Loan Commitments, and therefore total commitments, under the August 2018 Credit Facility from $150.0 million to $80.0 million. Effective April 23, 2020, we further reduced our Class A-1 Loan Commitments, and therefore total commitments, under the August 2018 Credit Facility from $80.0 million to $30.0 million. Finally, effective June 26, 2020, we further reduced our Class A-1 Loan Commitments, and therefore total commitments, under the August 2018 Credit Facility from $30.0 million to zero. In connection with these reductions, the pro rata portion of the unamortized deferred financing costs related to the August 2018 Credit Facility was written off and recognized as a loss on extinguishment of debt in our Consolidated Statements of Operations.

On February 21, 2020, we extended the maturity date of the August 2018 Credit Facility from August 3, 2020 to August 3, 2021. On June 30, 2020, following the repayment of all borrowings, interest, and fees payable thereunder and at our election, the August 2018 Credit Facility was terminated, including all commitments and obligations of Bank of America, N.A. to lend or make advances to BSF. In addition, the Security Agreement was terminated and all security interests in the assets of BSF in favor of the lenders were terminated. As a result of these terminations, all obligations of BSF under the August 2018 Credit Facility and Security Agreement were fully discharged.

2018 Credit Facility. BSF could prepay any borrowing at any time without premium or penalty, except that BSF could have been liable for certain funding breakage fees if prepayments occurred prior to expiration of the relevant interest period. BSF could also permanently reduce all or a portion of the commitment amount under the August 2018 Credit Facility without penalty. See Note 5 to our Unaudited Consolidated Financial Statements for additional information regarding the August 2018 Credit Facility.

On February 21, 2019, we entered into ~~a credit facility, or~~ the February 2019 Credit Facility (as subsequently amended in December 2019), with ING Capital LLC ~~or ING,~~(“ING”), as administrative agent, and the lenders party thereto. The initial commitments under the February 2019 Credit Facility total $800.0 million. The February 2019 Credit Facility has an accordion feature that allows for an increase in the total commitments ofby up to $400.0 million, subject to certain conditions and the satisfaction of specified financial covenants. We can borrow foreign currencies directly under the February 2019 Credit Facility. The February 2019 Credit Facility, which is structured as a revolving credit facility, is secured primarily by a material portion of our assets and guaranteed by certain of our subsidiaries. Following the termination of the August 2018 Credit Facility on June 30, 2020, ~~BSF~~Barings BDC Senior Funding I, LLC became a subsidiary guarantor and its assets will secure the February 2019 Credit Facility. The revolving period of the February 2019 Credit Facility ends on February 21, 2023, followed by a one-year repayment period with a final maturity date of February 21, 2024.

plus 1.0% and (v) 1%1.0%. The applicable LIBOR and currency ~~rate depends~~rates depend on the currency and term of the draw under the February 2019 Credit ~~Facility. We~~Facility, and cannot be less than zero.

In addition, we pay a commitment fee of ~~(x)~~(i) 0.5% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is greater than two-thirds of total commitments or ~~(y)~~(ii) 0.375% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is equal to or less than two-thirds of total commitments. In connection with entering into the February 2019 Credit Facility, we incurred financing fees of approximately $6.4 million, which will be amortized over the life of the February 2019 Credit Facility.

As of ~~June 30, 2020,~~March 31, 2021, we were in compliance with all covenants under the February 2019 Credit Facility and had U.S. dollar borrowings of ~~$265.0~~$357.0 million outstanding under the February 2019 Credit Facility with a weighted average interest rate of ~~2.438%~~2.125% (weighted average one month LIBOR of 0.125%), borrowings denominated in Swedish kronas of 12.8kr million ($~~1.4~~1.5 million U.S. dollars) with an interest rate of ~~2.25%~~2.000% (one month STIBOR of 0.000%), borrowings denominated in British pounds sterling of ~~£9.3~~£85.3 million ($~~11.5~~117.7 million U.S. dollars) with an interest rate of ~~2.375%~~2.063% (one month GBP LIBOR of 0.063%), borrowings denominated in ~~Euros~~Australian dollars of ~~€38.0~~A$36.6 million ($~~55.0~~27.9 million U.S. dollars) with an interest rate of ~~2.25%~~2.250% (one month AUD Screen Rate of 0.050%) and borrowings denominated in ~~Canadian dollars~~Euros of ~~C$13.6~~€91.1 million ($~~10.0~~107.1 million U.S. dollars) with an interest rate of ~~2.78%~~2.000% (one month EURIBOR of 0.000%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date. The impact resulting from changes in foreign exchange rates on the February 2019 Credit Facility borrowings is included in "Net unrealized appreciation (depreciation) - foreign currency transactions" in the our Unaudited Consolidated Statements of Operations.

The fair values of the borrowings outstanding under the February 2019 Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model. As of ~~June 30, 2020,~~March 31, 2021, the total fair value of the borrowings outstanding under the February 2019 Credit Facility was ~~$342.9~~$611.1 million. See Note 5 to our Unaudited Consolidated Financial Statements for additional information regarding the February 2019 Credit Facility.

August 2025 Notes

On ~~May 9, 2019,~~August 3, 2020, we ~~completed~~entered into a ~~$449.3~~Note Purchase Agreement (the “August 2020 NPA”) with Massachusetts Mutual Life Insurance Company governing the issuance of (1) $50.0 million ~~term debt securitization,~~in aggregate principal amount of Series A senior unsecured notes due August 2025 (the “Series A Notes due 2025”) with a fixed interest rate of 4.66% per year, and (2) up to $50.0 million in aggregate principal amount of additional senior unsecured notes due August 2025 with a fixed interest rate per year to be determined (the “Additional Notes” and, collectively with the Series A Notes due 2025, the “August 2025 Notes”), in each case, to qualified institutional investors in a private placement. An aggregate principal amount of $25.0 million of the Series A Notes due 2025 was issued on September 24, 2020 and an aggregate principal amount of $25.0 million of the Series A Notes due 2025 was issued on September 29, 2020, both of which will mature on August 4, 2025 unless redeemed, purchased or prepaid prior to such date by us in accordance with their terms. Interest on the ~~Debt Securitization. Term debt securitizations~~August 2025 Notes will be due semiannually in March and September, beginning in March 2021. In addition, we are ~~also known as collateralized loan obligations~~obligated to offer to repay the August 2025 Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the August 2020 NPA, we may redeem the August 2025 Notes in whole or in part at any time or from time to time at our option at par plus accrued interest to the prepayment date and, if redeemed on or before November 3, 2024, a make-whole premium. The August 2025 Notes are guaranteed by certain of our subsidiaries, and are ~~a form of secured financing, which is consolidated for financial reporting purposes~~our general unsecured obligations that rank pari passu with all outstanding and ~~subject to our overall asset coverage requirement. The notes offered in the Debt Securitization, collectively, the 2019 Notes, were~~future unsecured unsubordinated indebtedness issued by ~~Barings BDC Static CLO Ltd. 2019-I, or BBDC Static CLO Ltd.,~~us.

On November 4, 2020, we amended the August 2020 NPA to reduce the aggregate principal amount of unissued Additional Notes from $50.0 million to $25.0 million.

The August 2020 NPA contains certain representations and ~~Barings BDC Static CLO 2019-I, LLC, our wholly-owned~~warranties, and ~~consolidated subsidiaries. BBDC Static CLO Ltd.~~various covenants and ~~Barings BDC Static CLO 2019-I, LLC are collectively referred to herein as the Issuers. The 2019 Notes are secured by a diversified portfolio of~~reporting requirements customary for senior ~~secured loans and participation interests therein. The Debt Securitization was executed through~~unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of ~~approximately $296.8 million~~our status as a BDC within the meaning of ~~AAA(sf) Class A-1 Senior Secured Floating Rate 2019~~the 1940 Act, certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments, minimum shareholders’ equity, maximum net debt to equity ratio and minimum asset coverage ratio. The August 2020 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under our other indebtedness or that of our subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of an event of default, the holders of at least 66-2/3% in principal amount of the August 2025 Notes ~~or the Class A-1 2019 Notes, which bear interest~~ at the ~~three-month LIBOR plus 1.02%; $51.5 million~~time outstanding may declare all August 2025 Notes then outstanding to be immediately due and payable. As of ~~AA(sf) Class A-2 Senior Secured Floating Rate 2019 Notes, or~~March 31, 2021, we were in compliance with all covenants under the Class A-2 2019 Notes, which bear interest at the three-month LIBOR plus 1.65%; and $101.0 million of Subordinated 2019 Notes which do not bear interest and are not rated. We retained all of the Subordinated 2019 Notes issued in the Debt Securitization in exchange for our sale and contribution to BBDC Static CLO Ltd. of the initial closing date portfolio, which included senior secured loans and participation interests. The 2019 Notes are scheduled to mature on April 15, 2027; however the 2019 Notes may be redeemed by the Issuers, at our direction as holder of the Subordinated 2019 Notes, on anyAugust 2020 NPA.

6572

~~business day after May 9, 2020. In connection with the sale and contribution, we made customary representations, warranties and covenants to the Issuers.~~

The ~~Class A-1 2019~~August 2025 Notes ~~and Class A-2 2019 Notes are the secured obligations~~were offered in reliance on Section 4(a)(2) of the ~~Issuers, the Subordinated 2019 Notes are the unsecured obligations~~Securities Act of ~~BBDC Static CLO Ltd., and the indenture governing the 2019 Notes includes customary covenants and events of default.~~1933, as amended (the “Securities Act”). The ~~2019~~August 2025 Notes have not ~~been,~~ and will not be registered under the Securities Act ~~of 1933, as amended, or the Securities Act,~~ or any state securities ~~or “blue sky”~~ laws and, unless so registered, may not be offered or sold in the United States ~~absent~~except pursuant to an exemption from, or in a transaction not subject to, the registration ~~with~~requirements of the Securities ~~and Exchange Commission or an applicable exemption from registration.~~Act, as applicable.

~~We serve as collateral manager to BBDC Static CLO Ltd. under a collateral management agreement and we have agreed to irrevocably waive all collateral management fees payable pursuant to~~As of March 31, 2021, the ~~collateral management agreement.~~

~~During the three months ended June 30, 2020, $64.8 million~~fair value of the ~~Class A-1 2019~~outstanding August 2025 Notes were repaid. As of June 30, 2020, we had borrowings of $174.9 million outstanding under the Class A-1 2019 Notes with an interest rate of 2.239% and borrowings of $51.5 million outstanding under the Class A-2 2019 Notes with an interest rate of 2.869%.was $50.0 million. The fair value ~~determinations~~determination of the ~~2019~~August 2025 Notes ~~were~~was based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

November Notes

On November 4, 2020, we entered into a Note Purchase Agreement (the “November 2020 NPA”) governing the issuance of (1) $62.5 million in aggregate principal amount of Series B senior unsecured notes due November 2025 (the “Series B Notes”) with a fixed interest rate of 4.25% per year and (2) $112.5 million in aggregate principal amount of Series C senior unsecured notes due November 2027 (the “Series C Notes,” and, collectively with the Series B Notes, the “November Notes”) with a fixed interest rate of 4.75% per year, in each case, to qualified institutional investors in a private placement. Each stated interest rate is subject to a step up of (x) 0.75% per year, to the extent the applicable November Notes do not satisfy certain investment grade conditions and/or (y) 1.50% per year, to the extent the ratio of our secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter end. The November Notes were delivered and paid for on November 5, 2020.

The Series B Notes will mature on November 4, 2025, and the Series C Notes will mature on November 4, 2027 unless redeemed, purchased or prepaid prior to such date by us in accordance with their terms. Interest on the November Notes will be due semiannually in May and November, beginning in May 2021. In addition, we are obligated to offer to repay the November Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the November 2020 NPA, we may redeem the Series B Notes and the Series C Notes in whole or in part at any time or from time to time at our option at par plus accrued interest to the prepayment date and, if redeemed on or before May 4, 2025, with respect to the Series B Notes, or on or before May 4, 2027, with respect to the Series C Notes, a make-whole premium. The November Notes are guaranteed by certain of our subsidiaries, and are our general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us.

The November 2020 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of our status as a BDC within the meaning of the 1940 Act, certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments, minimum shareholders’ equity, maximum net debt to equity ratio and minimum asset coverage ratio. The November 2020 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under our other indebtedness or that of our subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of an event of default, the holders of at least 66-2/3% in principal amount of the November Notes at the time outstanding may declare all November Notes then outstanding to be immediately due and payable. As of ~~June 30,~~March 31, 2021, we were in compliance with all covenants under the November 2020 NPA.

The November Notes were offered in reliance on Section 4(a)(2) of the ~~total~~Securities Act. The November Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.

As of March 31, 2021, the fair value of the ~~Class A-1 2019~~outstanding Series B Notes and the ~~Class A-2 2019~~Series C Notes was ~~$174.2~~$62.5 million and ~~$51.2~~$112.5 million, respectively. ~~See~~The fair value determinations of the Series B Notes and Series C Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

February Notes

On February 25, 2021, we entered into a Note 5Purchase Agreement (the “February 2021 NPA”) governing the issuance of (1) $80.0 million in aggregate principal amount of Series D senior unsecured notes due February 26, 2026 (the “Series D Notes”) with a fixed interest rate of 3.41% per year and (2) $70.0 million in aggregate principal amount of Series E senior unsecured notes due February 26, 2028 (the “Series E Notes” and, collectively with the Series D Notes, the “February Notes”) with a fixed interest rate of 4.06% per year, in each case, to qualified institutional investors in a private placement. Each stated interest rate is subject to a step up of (x) 0.75% per year, to the extent the applicable February Notes do not satisfy certain

investment grade rating conditions and/or (y) 1.50% per year, to the extent the ratio of our ~~Unaudited Consolidated Financial Statements~~secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter end. The February Notes were delivered and paid for ~~additional~~on February 26, 2021.

The Series D Notes will mature on February 26, 2026, and the Series E Notes will mature on February 26, 2028 unless redeemed, purchased or prepaid prior to such date by us in accordance with the terms of the February 2021 NPA. Interest on the February Notes will be due semiannually in February and August of each year, beginning in August 2021. In addition, we are obligated to offer to repay the February Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the February 2021 NPA, we may redeem the Series D Notes and the Series E Notes in whole or in part at any time or from time to time at our option at par plus accrued interest to the prepayment date and, if redeemed on or before August 26, 2025, with respect to the Series D Notes, or on or before August 26, 2027, with respect to the Series E Notes, a make-whole premium. The February Notes are guaranteed by certain of our subsidiaries, and are our general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us.

The February 2021 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement, including, without limitation, information ~~regarding~~reporting, maintenance of our status as a BDC within the ~~Debt Securitization.~~meaning of the 1940 Act, and certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments. In addition, the February 2021 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter end; (b) not permitting our asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to shareholders, to be less than the statutory minimum then applicable to us under the 1940 Act; and (c) not permitting our net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter end.

The February 2021 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of our subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of certain events of default, the holders of at least 66-2/3% in principal amount of the February Notes at the time outstanding may declare all February Notes then outstanding to be immediately due and payable. As of March 31, 2021, we were in compliance with all covenants under the February 2021 NPA.

Share Repurchases

On February 25, 2019, we adopted a share repurchase plan, pursuant to Board approval, for the purpose of repurchasing shares of our common stock in the open market during the 2019 fiscal year, or the 2019 Share Repurchase Plan. The Board authorized us to repurchase in 2019 up to a maximum of 5.0% of the amount of shares outstanding under the following targets:

•~~a maximum of 2.5% of the amount of shares of our common stock outstanding if shares traded below NAV per share but in excess of 90% of NAV per share; and~~

•~~a maximum of 5.0% of the amount of shares of our common stock outstanding if shares traded below 90% of NAV per share.~~

The 2019 Share Repurchase Plan was executed in accordance with applicable rules under the Exchange Act, including Rules 10b5-1 and 10b-18 thereunder, as well as certain price, market volume and timing constraints specified in the 2019 Share Repurchase Plan. The 2019 Share Repurchase Plan was designed to allow us to repurchase our shares both during our open window periods and at times when we otherwise might be prevented from doing so under applicable insider trading laws or because of self-imposed trading blackout periods. A broker selected by us was delegated the authority to repurchase shares on our behalf in the open market, pursuant to, and under the terms and limitations of, the 2019 Share Repurchase Plan. During the six months ended June 30, 2019, we repurchased a total of 969,789 shares of our common stock in the open market under the 2019 Share Repurchase Plan at an average price of $9.95 per share, including broker commissions.

On February 27, 2020, the Board approved an open-market share repurchase program for the 2020 fiscal year ~~or the 2020~~(the “2020 Share Repurchase ~~Program.~~Program”). Under the 2020 Share Repurchase Program, we ~~are~~were authorized during fiscal year 2020 to repurchase up to a maximum of 5.0% of the amount of shares outstanding as of February 27, 2020 if shares ~~trade~~traded below NAV per share, subject to liquidity and regulatory constraints.

Purchases under the 2020 Share Repurchase Program ~~may be~~were made in open-market transactions and ~~include~~included transactions being executed by a broker selected us that ~~has~~had been delegated the authority to repurchase shares on our behalf in the open market in accordance with applicable rules under the Exchange Act, including Rules 10b5-1 and 10b-18 thereunder, and pursuant to, and under the terms and limitations of, the 2020 Share Repurchase Program. ~~There is no assurance that we will purchase shares at any specific discount levels or in any specific amounts.~~ During the ~~six~~three months ended ~~June 30,~~March 31, 2020, we repurchased a total of ~~989,050~~661.981 shares of our common stock in the open market under the 2020 Share Repurchase Program at an average price of ~~$7.21~~$7.23 per share, including broker commissions.

In addition, in connection with the closing of the MVC Acquisition on December 23, 2020, we committed to make open-market purchases of shares of our common stock in an aggregate amount of up to $15.0 million at then-current market prices at any time shares trade below 90% of our then most recently disclosed NAV per share. Any repurchases pursuant to the authorized program will occur during the 12-month period commencing upon the filing of this quarterly report on Form 10-Q for the quarter ended March 31, 2021 and will be made in accordance with applicable legal, contractual and regulatory requirements.

Distributions to Stockholders

We intend to pay quarterly distributions to our stockholders out of assets legally available for distribution. We have adopted a dividend reinvestment plan (“DRIP”) that provides for reinvestment of dividends on behalf of our stockholders, unless a stockholder elects to receive cash. As a result, when we declare a dividend, stockholders who have not opted out of the DRIP will have their dividends automatically reinvested in shares of our common stock, rather than receiving cash dividends.

We have elected to be treated as a RIC under the Internal Revenue Code of 1986, as amended, or the Code, and intend to make the required distributions to our stockholders as specified therein. In order to maintain our tax treatment as a RIC and to obtain RIC tax benefits, we must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then we are generally required to pay income taxes only on the portion of our taxable income and gains we do not distribute (actually or constructively) and certain built-in gains. We have historically met our minimum distribution requirements and continually monitor our distribution requirements with the goal of ensuring compliance with the

Code. We can offer no assurance that we will achieve results that will permit the payment of any level of cash distributions and our ability to make distributions will be limited by the asset coverage requirement and related provisions under the 1940 Act and contained in any applicable indenture and related supplements. In addition, in order to satisfy the annual distribution requirement applicable to RICs, we may declare a significant portion of our dividends in shares of our common stock instead of in cash. As long as a portion of such dividend is paid in cash (which portion may be as low as ~~10% of such dividend, for dividends declared on or before December 31, 2020, and after that,~~ 20% of such dividend under published guidance from the Internal Revenue Service) and certain requirements are met, the entire distribution will be treated as a dividend for U.S. federal income tax purposes. As a result, a stockholder generally would be subject to tax on 100% of the fair market value of the dividend on the date the dividend is received by the stockholder in the same manner as a cash dividend, even though most of the dividend was paid in shares of our common stock.

The minimum distribution requirements applicable to RICs require us to distribute to our stockholders each year at least 90% of our investment company taxable income, or ICTI, as defined by the Code. Depending on the level of ICTI and net capital gain, if any, earned in a tax year, we may choose to carry forward ~~income~~ICTI in excess of current year distributions into the next tax year and pay a 4% U.S. federal excise tax on such excess. Any such carryover ~~income~~ICTI must be distributed before the end of the next tax year through a dividend declared prior to filing the final tax return related to the year which generated such ~~income.~~ICTI.

ICTI generally differs from net investment income for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses. We may be required to recognize ICTI in certain circumstances in which we do not receive cash. For example, if we hold debt obligations that are treated under applicable tax rules as having original issue discount (such as debt instruments issued with warrants), we must include in ICTI each year a portion of the original issue discount that accrues over the life of the obligation, regardless of whether cash representing such income is received by us in the same taxable year. We may also have to include in ICTI other amounts that we have not yet received in cash, such as (i) PIK interest income and (ii) interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. Because any original issue discount or other amounts accrued will be included in our ICTI for the year of accrual, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements, even though we will not have received and may not ever receive any corresponding cash amount. ICTI also excludes net unrealized appreciation or depreciation, as investment gains or losses are not included in taxable income until they are realized.

Recent Developments

Subsequent to ~~June 30, 2020,~~March 31, 2021, we made approximately ~~$60.6~~$156.3 million of new ~~private debt~~ commitments, of which ~~$15.7~~$106.4 million closed and funded. The ~~$15.7~~$106.4 million of investments consist of ~~two~~$82.6 million of first lien senior secured debt investments, $20.9 million of second lien senior secured and subordinated debt investments and a $2.9 million equity investments with a combined weighted average yield on debt investments of ~~14.0%~~6.7%. In addition, we funded ~~$5.7~~$5.1 million of previously committed delayed draw term loans.

On ~~August 3, 2020, we entered into a Note Purchase Agreement (the “Note Purchase Agreement”) with Massachusetts Mutual Life Insurance Company governing~~May 6, 2021, the issuance of (i) $50,000,000 in aggregate principal amount of Series A senior unsecured notes (the “Series A Notes”) due August 2025 with a fixed interest rate of 4.66% per year, and (ii) up to $50,000,000 in aggregate principal amount of additional senior unsecured notes (the “Additional Notes” and, collectively with the Series A Notes, the “August 2025 Notes”) due August 2025 with a fixed interest rate per year to be determined, in each case, to qualified institutional investors in a private placement. An aggregate principal amount of $25,000,000 of the Series A Notes is expected to be issued in September 2020 (subject to the satisfaction of customary closing conditions contained in the Note Purchase Agreement) and will mature on August 4, 2025, and an aggregate principal amount of $25,000,000 of the Series A Notes is expected to be issued in December 2020 (subject to the satisfaction of customary closing conditions contained in the Note Purchase Agreement) and mature on August 4, 2025, in each case unless redeemed, purchased or prepaid prior to such date by us or our affiliates in accordance with their terms. Interest on the August 2025 Notes will be due semiannually. In addition, we are obligated to offer to repay the August 2025 Notes at par if certain change in control events occur. The August 2025 Notes will be our general unsecured obligations that rank ~~pari passu~~ ~~with all outstanding and future unsecured unsubordinated indebtedness issued by us. See "Part II. Item 5. Other Information" of this Quarterly Report on Form 10-Q for more information.~~

~~On August 5, 2020 our~~ Board declared a quarterly distribution of ~~$0.16~~$0.20 per share payable on ~~September~~June 16, ~~2020~~2021 to holders of record as of ~~September~~June 9, ~~2020.~~

2021.

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Critical Accounting Policies and Use of Estimates

The preparation of our unaudited financial statements in accordance with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses for the periods covered by such financial statements. We have identified investment valuation and revenue recognition as our most critical accounting estimates. On an ongoing basis, we evaluate our estimates, including those related to the matters described below. These estimates are based on the information that is currently available to us and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ materially from those estimates under different assumptions or conditions. A discussion of our critical accounting policies follows.

Investment Valuation

The most significant estimate inherent in the preparation of our financial statements is the valuation of investments and the related amounts of unrealized appreciation and depreciation of investments recorded. We have a valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures, or ASC Topic 820. Our current valuation policy and processes were established by Barings and ~~were~~have been approved by the Board.

Under ASC Topic 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between a willing buyer and a willing seller at the measurement date. For our portfolio securities, fair value is generally the amount that we might reasonably expect to receive upon the current sale of the security. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if we do not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.

Under ASC Topic 820, there are three levels of valuation inputs, as follows:

Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.

A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables ~~below~~in the notes to our consolidated financial statements may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).

Our investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, we determine the fair value of our investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, we assess the appropriateness of the use of these third-party quotes in determining fair value based on (i) our understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer and (ii) the depth and consistency of broker quotes and the correlation of changes in broker quotes with underlying performance of the portfolio company.

There is no single ~~technique~~standard for determining fair value in good faith, as fair value depends upon the specific circumstances of each individual investment. The recorded fair values of our Level 3 investments may differ significantly from fair values that would have been used had an active market for the securities existed. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the valuations currently assigned.

Investment Valuation Process

Barings has established a ~~Pricing Committee~~pricing committee that is, subject to the oversight of the Board, responsible for the approval, implementation and oversight of the processes and methodologies that relate to the pricing and valuation of assets we hold. Barings uses independent third-party providers to price the portfolio, but in the event an acceptable price cannot be obtained

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from an approved external source, Barings ~~uses internal pricing models,~~will utilize alternative methods in accordance with internal pricing procedures established by Barings' pricing committee.

At least annually, Barings conducts reviews of the ~~Pricing Committee,~~primary pricing vendors to ~~price an asset~~validate that the inputs used in the ~~event~~vendors’ pricing process are deemed to be market observable. While Barings is not provided access to proprietary models of the vendors, the reviews have included on-site walkthroughs of the pricing process, methodologies and control procedures for each asset class and level for which prices are provided. The review also includes an ~~acceptable price cannot be obtained from an approved external source.~~

examination of the underlying inputs and assumptions for a sample of individual securities across asset classes, credit rating levels and various durations, a process Barings ~~reviews its valuation methodologies on an ongoing basis and updates are made accordingly~~continues to meet changes in the marketplace. Barings has established internal controls to ensure its valuation process is operating in an effective manner. Barings (1) maintains valuation and pricing procedures that describe the specific methodology used for valuation and (2) approves and documents exceptions and overrides of valuations.perform annually. In addition, the ~~Pricing Committee performs~~pricing vendors have an ~~annual review~~established challenge process in place for all security valuations, which facilitates identification and resolution of ~~valuation methodologies.~~prices that fall outside expected ranges. Barings believes that the prices received from the pricing vendors are representative of prices that would be received to sell the assets at the measurement date (i.e., exit prices).

Our money market fund investments are generally valued using Level 1 inputs and our equity investments listed on an exchange or on the NASDAQ National Market System are valued using Level 1 inputs, using the last quoted sale price of that day. Our syndicated senior secured loans and structured product investments are generally valued using Level 2 ~~inputs.~~inputs, which are generally valued at the bid quotation obtained from dealers in loans by an independent pricing service. Our ~~senior secured,~~ middle-market, private debt and equity investments are generally valued using Level 3 inputs.

Independent Valuation ~~Review~~

~~We have engaged~~The fair value of loans and equity investments that are not syndicated or for which market quotations are not readily available, including middle-market loans, are generally submitted to independent providers to perform an independent valuation ~~firm to provide third-party valuation consulting services at~~on those loans and equity investments as of the end of each ~~fiscal quarter, which consist~~quarter. Such loans and equity investments are initially held at cost, as that is a reasonable approximation of ~~certain limited procedures~~fair value on the acquisition date, and monitored for material changes that ~~we identified and requested~~could affect the valuation ~~firm to perform (hereinafter referred to as~~(for example, changes in interest rates or the ~~"Procedures"). The Procedures generally consist of a review~~credit quality of the ~~quarterly fair values of our middle-market~~borrower). At the quarter end following the initial acquisition, such loans and equity investments ~~and~~ are generally ~~performed with respect~~sent to ~~each middle-market investment at least once in every calendar year and for new investments, at least once in the twelve-month period subsequent to the initial investment. In addition, the Procedures~~a valuation provider which will ~~generally be performed with respect to an investment where there has been a significant change in~~determine the fair value ~~or performance~~of each investment. The independent valuation providers apply various methods (synthetic rating analysis, discounting cash flows, and re-underwriting analysis) to establish the rate of return a market participant would require (the “discount rate”) as of the ~~investment. Prior~~valuation date, given market conditions, prevailing lending standards and the perceived credit quality of the issuer. Future expected cash flows for each investment are discounted back to present value using these discount rates in the discounted cash flow analysis. A range of values will be provided by the valuation provider and Barings will determine the point within that range that it will use in making valuation recommendations to the ~~first quarter~~Board, and will report to the Board on its rationale for each such determination. Barings continues to use its internal valuation model as a comparison point to validate the price range provided by the valuation provider and, where applicable, in determining the point within that range that it will use in making valuation recommendations to the Board. If Barings’ pricing committee disagrees with the price range provided, it may make a fair value recommendation to the Board that is outside of ~~2020,~~ the ~~Procedures were generally performed with respect to each investment every quarter beginning in~~range provided by the ~~quarter after~~independent valuation provider, and will notify the ~~investment was made.~~Board of any such override and the reasons therefore. In certain instances, we may determine that it is not cost-effective, and as a result is not in the stockholders' best interests, to request ~~the~~an independent valuation firm to perform ~~the Procedures~~an independent valuation on certain investments. Such instances include, but are not limited to, situations where the fair value of the investment in the portfolio company is determined to be insignificant relative to the total investment portfolio.

The total number of senior secured, middle-market investments and the percentage of our total senior secured, middle-market investment portfolio on which the Procedures were performed are summarized below by period:

Upon completion of the Procedures, the valuation firm concluded that, with respect to each investment reviewed by the valuation firm, the fair value of those investments subjected to the Procedures appeared reasonable. Finally,these procedures, the Board ~~determined~~determines in good faith ~~that~~whether our investments were valued at fair value in accordance with our valuation policies and procedures and the 1940 Act based on, among other things, the input of Barings, our Audit Committee and the independent valuation firm.

The SEC recently adopted new Rule 2a-5 under the 1940 Act. This rule establishes requirements for determining fair value in good faith for purposes of the 1940 Act. We will comply with the new rule’s valuation requirements on or before the SEC’s compliance date in 2022.

Valuation Techniques

Our valuation techniques are based upon both observable and unobservable pricing inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our market assumptions. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. ~~We determine the estimated fair value of our loans and investments using primarily an income approach. Generally, an~~An independent pricing service provider is the preferred source of pricing a loan, however, to the extent the independent pricing service provider price is unavailable or not relevant and reliable, we ~~may use~~will utilize alternative approaches such as broker ~~quotes.~~quotes or manual prices. We attempt to maximize the use of observable inputs and minimize the use of unobservable inputs. The availability of observable inputs can vary from investment to investment and is affected by a wide

variety of factors, including the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the security.

~~Market Approach~~

We value our syndicated senior secured loans and structured product investments using values provided by independent pricing services that have been approved by the Barings' Pricing Committee. The prices received from these pricing service providers are based on yields or prices of securities of comparable quality, type, coupon and maturity and/or indications as to value from dealers and exchanges. We seek to obtain two prices from the pricing services with one price representing the primary source and the other representing an independent control valuation. We evaluate the prices obtained from brokers or independent pricing service providers based on available market information, including trading activity of the subject or similar securities, or by performing a comparable security analysis to ensure that fair values are reasonably estimated. We also perform back-testing of valuation information obtained from independent pricing service providers and brokers against actual prices received in transactions. In addition to ongoing monitoring and back-testing, we perform due diligence procedures surrounding independent pricing service providers to understand their methodology and controls to support their use in the valuation process.

~~Income Approach~~

We utilize an Income Approach model in valuing our private debt investment portfolio, which consists of middle-market senior secured loans with floating reference rates. As independent pricing service provider and broker quotes have not historically been consistently relevant and reliable, the fair value is determined using an internal index-based pricing model that takes into account both the movement in the spread of one or more performing credit indices as well as changes in the credit profile of the borrower. The implicit yield for each debt investment is calculated at the date the investment is made. This calculation takes into account the acquisition price (par less any upfront fee) and the relative maturity assumptions of the underlying asset. As of each balance sheet date, the implied yield for each investment is reassessed, taking into account changes in the discount margin of the baseline index, probabilities of default and any changes in the credit profile of the issuer of the security, such as fluctuations in operating levels and leverage. If there is an observable price available on a comparable security/issuer, it is used to calibrate the internal model. If the valuation process for a particular debt investment results in a value above par, the value is typically capped at the greater of the principal amount plus any prepayment penalty in effect or 100% of par on the basis that a market participant is likely unwilling to pay a greater amount than that at which the borrower could refinance.

~~Enterprise Value Waterfall Approach~~

In valuing equity securities, we estimate fair value using an "Enterprise Value Waterfall" valuation model. We estimate the enterprise value of a portfolio company and then allocate the enterprise value to the portfolio company’s securities in order of their relative liquidation preference. In addition, the model assumes that any outstanding debt or other securities that are senior to our equity securities are required to be repaid at par. Generally, the waterfall proceeds flow from senior debt tranches of the capital structure to junior and subordinated debt, followed by each class or preferred stock and finally the common stock. Additionally, we may estimate the fair value of a debt security using the Enterprise Value Waterfall approach when we do not expect to receive full repayment.

To estimate the enterprise value of the portfolio company, we primarily use a valuation model based on a transaction multiple, which generally is the original transaction multiple, and measures of the portfolio company’s financial performance. In addition, we consider other factors, including but not limited to (i) offers from third parties to purchase the portfolio company, (ii) the implied value of recent investments in the equity securities of the portfolio company, (iii) publicly available information regarding recent sales of private companies in comparable transactions and (iv) when management believes there are comparable companies that are publicly traded, we perform a review of these publicly traded companies and the market multiple of their equity securities. For certain non-performing assets, we may utilize the liquidation or collateral value of the portfolio company's assets in our estimation of enterprise value.

Valuation of Investment in Jocassee

We estimate the fair value of our investment in Jocassee Partners LLC, or Jocassee, using the ~~net asset value~~NAV of Jocassee and our ownership percentage. The ~~net asset value~~NAV of Jocassee is determined in accordance with the specialized accounting guidance for investment companies.

Valuation of Investment in Thompson Rivers

We estimate the fair value of our investment in Thompson Rivers LLC, or Thompson Rivers, using the ~~net asset value~~NAV of Thompson Rivers ~~LLC~~ and ~~its~~our ownership percentage. The ~~net asset value~~NAV of Thompson Rivers ~~LLC~~ is determined in accordance with the specialized accounting guidance for investment companies.

Valuation of Investments in MVC Private Equity Fund LP

We estimate the fair value of our investment in MVC Private Equity Fund LP, or MVC PE Fund, using the NAV of the MVC PE Fund and our ownership percentage. The NAV of the MVC PE Fund is determined in accordance with the specialized accounting guidance for investment companies.

Valuation of Investment in Waccamaw River

We estimate the fair value of our investment in Waccamaw River LLC, or Waccamaw River, using the NAV of Waccamaw River and our ownership percentage. The NAV of Waccamaw River is determined in accordance with the specialized accounting guidance for investment companies.

Revenue Recognition

Interest and Dividend Income

Interest income, including amortization of premium and accretion of discount, is recorded on the accrual basis to the extent that such amounts are expected to be collected. Generally, when interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The cessation of recognition of such interest will negatively impact the reported fair value of the investment. We write off any previously accrued and uncollected interest when it is determined that interest is no longer considered collectible. Dividend income is recorded on the ex-dividend date.

We may have to include interest income in our ICTI, including original issue discount income, from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. As a result, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements to maintain our RIC tax treatment, even though we will not have received and may not ever receive any corresponding cash amount. Additionally, any loss recognized by us for U.S. federal income tax purposes on previously accrued interest income will be treated as a capital loss.

Fee Income

Origination, facility, commitment, consent and other advance fees received in connection with the origination of a loan, or Loan Origination Fees, are recorded as deferred income and recognized as investment income over the term of the loan. Upon prepayment of a loan, any unamortized Loan Origination Fees are recorded as investment income. In the general course of our business, we receive certain fees from portfolio companies, which are non-recurring in nature. Such fees include loan prepayment penalties, advisory, loan amendment and other fees, and are recorded as investment income when earned.

Fee income for the three months ended March 31, 2021 and 2020 was as follows:


	Three Months Ended		Three Months Ended
	March 31, 2021		March 31, 2020
Recurring Fee Income:
Amortization of loan origination fees	$	1,078,090	$	429,549
Management, valuation and other fees	581,395		175,755
Total Recurring Fee Income	1,659,485		605,304
Non-Recurring Fee Income:
Prepayment fees	49,517		84,151
Acceleration of unamortized loan origination fees	402,948		228,456
Advisory, loan amendment and other fees	21,225		43,082
Total Non-Recurring Fee Income	473,690		355,689
Total Fee Income	$	2,133,175	$	960,993

Payment-in-Kind (PIK) Interest Income

We currently hold, and expect to hold in the future, some loans in our portfolio that contain PIK interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to us in cash, and is recorded as interest income. Thus, the actual collection of PIK interest may be deferred until the time of debt principal repayment.

PIK interest, which is a non-cash source of income at the time of recognition, is included in our taxable income and therefore affects the amount we are required to distribute to our stockholders to maintain our tax treatment as a RIC for U.S. federal income tax purposes, even though we have not yet collected the cash. Generally, when current cash interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing PIK interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. We write off any previously accrued and uncollected PIK interest when it is determined that the PIK interest is no longer collectible.

We may have to include in our ICTI, PIK interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. As a result, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements, even though we will not have received and may not ever receive any corresponding cash amount.

Off-Balance Sheet Arrangements

In the normal course of business, we are party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to our portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of March 31, 2021 and December 31, 2020, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of ~~June 30, 2020~~March 31, 2021 and December 31, ~~2019~~2020 were as follows:

Portfolio Company Investment Type June 30,
2020 December 31, 2019
ADE Holding(1)(2) Committed Capex Line $ 5,019,358 $ —
Anju Software, Inc.(1) Delayed Draw Term Loan 1,981,371 1,981,371
Arch Global Precision, LLC(1) Delayed Draw Term Loan 9,360,435 1,012,661
Armstrong Transport Group (Pele Buyer, LLC)(1) Delayed Draw Term Loan 712,567 712,567
Beacon Pointe Advisors, LLC(1) Delayed Draw Term Loan 363,636 —
Centralis Finco S.a.r.l.(1)(3) Acquisition Facility 1,146,522 —
Classic Collision (Summit Buyer, LLC)(1) Delayed Draw Term Loan 11,793,854 —
CM Acquisitions Holdings Inc.(1) Delayed Draw Term Loan 1,859,111 1,859,111
Contabo Finco S.À R.L(1)(4) Delayed Draw Term Loan 209,485 1,013,849
Dart Buyer, Inc.(1) Delayed Draw Term Loan 2,430,569 4,294,503
DreamStart Bidco SAS(1)(5) Acquisition Facility 3,290,175 —
Heartland, LLC(1) Delayed Draw Term Loan 8,729,695 8,729,695
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.))(1)(6) Accordion Facility — 2,605,531
Jocassee Partners LLC(1) Joint Venture 35,000,000 40,000,000
Kene Acquisition, Inc.(1) Delayed Draw Term Loan 322,928 1,076,427
LAC Intermediate, LLC(1) Delayed Draw Term Loan 2,731,482 4,367,284
Options Technology Ltd.(1) Delayed Draw Term Loan 2,918,447 2,918,447
Premier Technical Services Group(1)(7) Acquisition Facility 1,082,438 1,297,915
Process Equipment, Inc.(1) Delayed Draw Term Loan — 654,493
Professional Datasolutions, Inc. (PDI)(1) Delayed Draw Term Loan — 1,666,994
PSC UK Pty Ltd.(1)(8) GBP Acquisition Facility 415,737 1,010,706
Smile Brands Group, Inc.(1) Delayed Draw Term Loan 422,242 927,046
Springbrook Software (SBRK Intermediate, Inc.)(1) Delayed Draw Term Loan 3,896,663 3,896,663
The Hilb Group, LLC(1) Delayed Draw Term Loan 2,099,113 2,904,066
Thompson Rivers LLC(1) Joint Venture 8,500,000 —
Transit Technologies LLC(1) Delayed Draw Term Loan 6,785,305 —
Transportation Insight, LLC(1) Delayed Draw Term Loan — 2,464,230
Truck-Lite Co., LLC(1) Delayed Draw Term Loan 2,884,615 3,205,128
Validity, Inc.(1) Delayed Draw Term Loan — $ 898,298
Total unused commitments to extend financing $ 113,955,748 $ 89,496,985


Portfolio Company(1)	Investment Type	March 31, 2021		December 31, 2020
ADE Holding(3)	Committed Capex Line	$	88,194	$	91,814
Anju Software, Inc.	Delayed Draw Term Loan	1,981,371		1,981,371
Arch Global Precision, LLC	Delayed Draw Term Loan	3,631,849		4,193,475
Beacon Pointe Advisors, LLC	Delayed Draw Term Loan	—		363,636
Bidwax(2)(3)	Acquisition Capex Facility	3,760,958		—
BigHand UK Bidco Limited(4)	Acquisition Capex Facility	1,843,756		—
British Engineering Services Holdco Limited(4)	Acquisition Facility	—		7,006,008
British Engineering Services Holdco Limited(4)	Bridge Revolver	623,944		618,177
Centralis Finco S.a.r.l.(3)	Acquisition Facility	476,392		495,950
Classic Collision (Summit Buyer, LLC)(2)	Delayed Draw Term Loan	454,562		1,672,446
CM Acquisitions Holdings Inc.	Delayed Draw Term Loan	1,551,602		1,551,602
Contabo Finco S.À R.L(3)	Delayed Draw Term Loan	219,212		228,211
CSL Dualcom(4)	Delayed Draw Term Loan	1,016,577		1,007,182
Dart Buyer, Inc.	Delayed Draw Term Loan	2,430,569		2,430,569
DreamStart Bidco SAS(3)	Acquisition Facility	956,378		995,640
F24 (Stairway BidCo GmbH)(3)	Acquisition Facility	418,703		323,840
Fineline Technologies, Inc.(2)	Delayed Draw Term Loan	600,000		—
FitzMark Buyer, Inc.	Delayed Draw Term Loan	1,470,588		1,470,588
Foundation Risk Partners, Corp.	Delayed Draw Term Loan	4,716,805		4,984,771
Heartland, LLC	Delayed Draw Term Loan	5,347,666		5,347,666
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.))(3)	Accordion Facility	—		10,225,081
Home Care Assistance, LLC(2)	Delayed Draw Term Loan	3,038,310		—
IGL Holdings III Corp.	Delayed Draw Term Loan	5,914,219		5,914,219
INOS 19-090 GmbH(2)(3)	Acquisition Facility	2,620,403		2,727,980
Jocassee Partners LLC	Joint Venture	25,000,000		30,000,000
Kano Laboratories LLC(2)	Delayed Draw Term Loan	4,543,950		4,543,950
Kene Acquisition, Inc.	Delayed Draw Term Loan	—		322,928
LAF International(2)(3)	Acquisition Facility	364,343		—
LivTech Purchaser, Inc.(2)	Delayed Draw Term Loan	447,752		—
Modern Star Holdings Bidco Pty Limited(5)	Capex Term Loan	2,285,953		2,315,967
Murphy Midco Limited(4)	Delayed Draw Term Loan	3,332,269		3,301,472
Navia Benefit Solutions, Inc.(2)	Delayed Draw Term Loan	4,000,000		—
Options Technology Ltd.	Delayed Draw Term Loan	2,604,080		2,604,080
Pacific Health Supplies Bidco Pty Limited(5)	CapEx Term Loan	1,343,603		1,535,025
Premier Technical Services Group(4)	Acquisition Facility	1,208,676		1,197,505
Protego Bidco B.V.(2)(3)	Delayed Draw Term Loan	3,836,870		—
Protego Bidco B.V.(2)(3)	Revolver	2,302,121		—
PSC UK Pty Ltd.(4)	Acquisition Facility	540,149		535,157
Questel Unite(2)(3)	Cap Acquisition Facility	4,747,241		10,300,913
Radwell International, LLC	Delayed Draw Term Loan	1,617,973		3,235,947


Portfolio Company(1)	Investment Type	March 31, 2021		December 31, 2020
Rep Seko Merger Sub LLC	Delayed Draw Term Loan	1,454,545		1,454,546
Safety Products Holdings, LLC	Delayed Draw Term Loan	6,467,345		6,467,345
Smile Brands Group, Inc.(2)	Delayed Draw Term Loan	2,148,691		2,148,691
Springbrook Software (SBRK Intermediate, Inc.)	Delayed Draw Term Loan	3,489,026		3,489,026
SSCP Pegasus Midco Limited(4)	Delayed Draw Term Loan	13,514,446		13,389,546
The Hilb Group, LLC(2)	Delayed Draw Term Loan	5,105,694		5,545,939
Transit Technologies LLC(2)	Delayed Draw Term Loan	6,035,305		6,035,305
USLS Acquisition, Inc.(2)	Delayed Draw Term Loan	450,466		450,466
Utac Ceram(2)(3)	Delayed Draw Term Loan	—		743,327
Waccamaw River	Joint Venture	20,500,000		—
W2O Holdings, Inc.	Delayed Draw Term Loan	5,989,298		5,989,298
Total unused commitments to extend financing		$	166,491,854	$	159,236,659

(1)Our estimate of the fair value of the current investments in these portfolio companies includes an analysis of the fair value of any unfunded commitments.

(2)Represents a commitment to extend financing to a portfolio company where one or more of ~~the Company's~~our current investments in the portfolio company are carried at less than cost. ~~The Company's estimate of the fair value of the current investments in this portfolio company includes an analysis of the fair value of any unfunded commitments.~~

~~(2)Actual commitment amount is denominated in Euros (€4,469,000) which was translated into U.S. dollars using the June 30, 2020 spot rate.~~

~~(6)~~In the normal course of business, we guarantee certain obligations in connection with our portfolio companies (in particular, certain controlled portfolio companies). Under these guarantee arrangements, payments may be required to be made to third parties if such guarantees are called upon or if the portfolio companies were to default on their related obligations, as applicable. As of March 31, 2021 and December 31, ~~2019 commitment amount was~~2020, we had guaranteed €9.9 million ($11.6 million U.S. dollars and $12.1 million U.S. dollars, respectively) relating to credit facilities among Erste Bank and MVC Automotive Group Gmbh, or MVC Auto. We would be required to make payments to Erste Bank if MVC Auto were to default on their related payment obligations. None of the credit facility guarantees are recorded as a liability on our Unaudited and Audited Consolidated Balance Sheets. As such, the credit facility liabilities are considered in the valuation of our investments in MVC Auto. The guarantees denominated in ~~Euros (€2,321,187) which was~~foreign currencies were translated into U.S. dollars ~~using~~based on the ~~December 31, 2019~~ spot ~~rate.~~rate at the relevant balance sheet date.

~~(7)June 30, 2020 commitment amount~~In addition, we agreed to cash collateralize a $3.5 million letter of credit for Security Holdings B.V. The $3.5 million cash collateralization is ~~denominated in British pounds sterling (£876,042) which was translated into U.S. dollars using~~reflected as "Restricted cash" on the ~~June 30, 2020 spot rate. December 31, 2019 commitment amount was denominated in British pounds sterling (£979,743) which was translated into U.S. dollars using the December 31, 2019 spot rate.~~accompanying Unaudited and Audited Consolidated Balance Sheets.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

We are subject to market risk. Market risk includes risks that arise from changes in interest rates, commodity prices, equity prices and other market changes that affect market sensitive instruments. The prices of securities held by us may decline in response to certain events, including those directly involving the companies we invest in; conditions affecting the general economy; overall market changes; global pandemics; legislative reform; local, regional, national or global political, social or economic instability; and interest rate fluctuations.

In addition, U.S. and global capital markets and credit markets have experienced a higher level of stress due to the global COVID-19 pandemic, which has resulted in an increase in the level of volatility across such markets and a general decline in the value of the securities held by us.

Wewe are ~~also~~ subject to interest rate risk. Interest rate risk is defined as the sensitivity of our current and future earnings to interest rate volatility, variability of spread relationships, the difference in re-pricing intervals between our assets and liabilities and the effect that interest rates may have on our cash flows. Changes in the general level of interest rates can affect our net interest income, which is the difference between the interest income earned on interest earning assets and our interest expense incurred in connection with our interest bearing debt and liabilities. Changes in interest rates can also affect, among other things, our ability to acquire and originate loans and securities and the value of our investment portfolio. Our net investment income is affected by fluctuations in various interest rates, including LIBOR, AUD Screen Rate, CDOR, GBP LIBOR, EURIBOR ~~STIBOR~~ and ~~CDOR.~~STIBOR. Our risk management systems and procedures are designed to identify and analyze our risk, to set appropriate policies and limits and to continually monitor these risks. We regularly measure exposure to interest rate risk and determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates. As of ~~June 30, 2020,~~March 31, 2021, we were not a party to any interest rate hedging arrangements.

In connection with the COVID-19 pandemic, the U.S. Federal Reserve and other central banks have reduced certain interest rates and LIBOR has decreased. A prolonged reduction in interest rates will reduce our gross investment income and could result in a decrease in our net investment income if such decreases in LIBOR are not offset by a corresponding increase in the spread over LIBOR that we earn on any portfolio investments, a decrease in in our operating expenses, including with respect to our income incentive fee, or a decrease in the interest rate of our floating interest rate liabilities tied to LIBOR.

As of ~~June 30, 2020,~~March 31, 2021, approximately ~~$1,053.9~~$1,252.3 million (principal amount) of our debt portfolio investments bore interest at variable rates, which generally are LIBOR-based (or based on an equivalent applicable currency rate), and many of which are subject to certain floors. A hypothetical 200 basis point increase or decrease in the interest rates on our variable-rate debt investments could increase or decrease, as applicable, our investment income by a maximum of ~~$21.1~~$25.0 million on an annual basis.

Borrowings under the February 2019 Credit Facility bear interest, subject to our election, on a per annum basis equal to (i) the applicable base rate plus ~~1.25%~~1.00% (or ~~1.00%~~1.25% if we ~~receive~~no longer maintain an investment grade credit rating), (ii) the applicable LIBOR rate plus ~~2.25%~~2.00% (or ~~2.00%~~2.25% if we ~~receive~~no longer maintain an investment grade credit rating), (iii) for borrowings denominated in certain foreign currencies other than Australian dollars, the applicable currency rate for the foreign currency as defined in the credit agreement plus ~~2.25%~~2.00% (or ~~2.00%~~2.25% if we ~~receive~~no longer maintain an investment grade credit rating) or (iv) for borrowings denominated in Australian dollars, the applicable Australian dollars Screen Rate, plus 2.20% (or 2.45% ~~(or 2.20%~~ if ~~the Company receives~~we no longer maintain an investment grade credit rating). The applicable base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.5%, (iii) the Overnight Bank Funding Rate plus 0.5%, (iv) the adjusted three-month applicable currency rate plus 1.0% and (v) 1%1.0%. The applicable LIBOR and currency ~~rate depends~~rates depend on the currency and term of the draw under the February 2019 Credit ~~Facility.~~Facility, and cannot be less than zero. A hypothetical 200 basis point increase or decrease in the interest rates on the February 2019 Credit Facility could increase or decrease, as applicable, our interest expense by a maximum of ~~$6.9~~$12.2 million on an annual basis (based on the amount of outstanding borrowings under the February 2019 Credit Facility as of ~~June 30, 2020)~~March 31, 2021). We pay a commitment fee of (x) 0.5% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is greater than two-thirds of total commitments or (y) 0.375% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is equal to or less than two-thirds of total commitments.

The Class A-1 2019 Notes and the Class A-2 2019 Notes issued in connection with the Debt Securitization have floating rate interest provisions based on the three-month LIBOR that reset quarterly. A hypothetical 200 basis point increase or decrease in the interest rates on the 2019 Notes could increase or decrease, as applicable, our interest expense by a maximum of $4.5 million on an annual basis (based on the aggregate amount of outstanding borrowings under the 2019 Notes as of June 30, 2020).

In July 2017, the head of the United Kingdom Financial Conduct Authority announced the desire to phase out the use of LIBOR by the end of 2021. There is currently no definitive information regarding the future utilization of LIBOR or of any particular replacement rate. As such, the potential effect of any such event on our cost of capital and net investment income cannot yet be determined. 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 an adverse impact on the market value for or value of any LIBOR-linked securities, loans, and other financial obligations or extensions of credit held by or due to us and could have a material adverse effect on our business, financial condition and results of operations.

Because we have previously borrowed, and plan to borrow in the future, money to make investments, our net investment income will be dependent upon the difference between the rate at which we borrow funds and the rate at which we invest the funds borrowed. Accordingly, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income. In periods of rising interest rates, our cost of funds would increase, which could reduce our net investment income if there is not a corresponding increase in interest income generated by our investment portfolio.

We may also have exposure to foreign currencies related to certain investments. Such investments are translated into U.S. dollars based on the spot rate at the relevant balance sheet date, exposing us to movements in the exchange rate. In order to reduce our exposure to fluctuations in exchange rates, we generally borrow in local foreign currencies under the February 2019 Credit Facility to finance such investments. As of ~~June 30, 2020,~~March 31, 2021, we had borrowings denominated in Swedish kronas of 12.8kr million ($~~1.4~~1.5 million U.S. dollars) with an interest rate of ~~2.25%~~2.000%, borrowings denominated in British pounds sterling of ~~£9.3~~£85.3 million ($~~11.5~~117.7 million U.S. dollars) with an interest rate of ~~2.38%~~2.063%, borrowings denominated in ~~Euros~~Australian dollars of ~~€38.0~~A$36.6 million ($~~55.0~~27.9 million U.S. dollars) with an interest rate of ~~2.25%~~2.250% and borrowings denominated in ~~Canadian dollars~~Euros of ~~C$13.6~~€91.1 million ($~~10.0~~107.1 million U.S. dollars) with an interest rate of ~~2.78%~~2.000%.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act 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. Our Chief Executive Officer and Chief Financial Officer carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. Based on the evaluation of these disclosure controls and procedures, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were ~~effective.~~effective as of March 31, 2021. It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Because of these and other inherent limitations of control systems, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting during the ~~second~~first quarter of ~~2020~~2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

7383

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

We and certain of our former executive officers have been named as defendants in two putative securities class action lawsuits, each filed in the United States District Court for the Southern District of New York (and then transferred to the United States District Court for the Eastern District of North Carolina) on behalf of all persons who purchased or otherwise acquired our common stock between May 7, 2014 and November 1, 2017. The first lawsuit was filed on November 21, 2017, and was captioned Elias Dagher, et al., v. Triangle Capital Corporation, et al., Case No. 5:18-cv-00015-FL (the “Dagher Action”). The second lawsuit was filed on November 28, 2017, and was captioned Gary W. Holden, et al., v. Triangle Capital Corporation, et al., Case No. 5:18-cv-00010-FL (the “Holden Action”). The Dagher Action and the Holden Action were consolidated and are currently captioned In re Triangle Capital Corp. Securities Litigation, Master File No. 5:18-cv-00010-FL.

On April 10, 2018, the plaintiff filed its First Consolidated Amended Complaint. The complaint alleged certain violations of the securities laws, including, among other things, that the defendants made certain materially false and misleading statements and omissions regarding ~~the Company’s~~our business, operations and prospects between May 7, 2014 and November 1, 2017. The plaintiff seeks compensatory damages and attorneys’ fees and costs, among other relief, but did not specify the amount of damages being sought. On May 25, 2018, the defendants filed a motion to dismiss the complaint. On March 7, 2019, the court entered an order granting the defendants’ motion to dismiss. On March 28, 2019, the plaintiff filed a motion seeking leave to file a Second Consolidated Amended Complaint. On September 20, 2019, the court entered an order denying the plaintiff’s motion for leave to file a Second Consolidated Amended Complaint and dismissing the action with prejudice. On October 17, 2019, the plaintiff filed a notice of appeal seeking review of the court’s September 20, 2019 order. The plaintiff filed its opening brief with the United States Court of Appeals for the Fourth Circuit on January 6, 2020. The defendants filed their response brief on February 28, 2020, and the plaintiff filed its reply brief on March 27, 2020. The United States Court of Appeals for the Fourth Circuit heard oral argument on the appeal ~~is currently pending before~~on December 9, 2020. On February 22, 2021, the United States Court of Appeals for the Fourth ~~Circuit.~~Circuit affirmed the court’s September 20, 2019 order dismissing the action with prejudice.

We intend to defend ourselves vigorously against the allegations in the aforementioned actions. Neither the outcome of the lawsuits nor an estimate of any reasonably possible losses is determinable at this time. An adverse judgment for monetary damages could have a material adverse effect on our operations and liquidity. ExceptOther than as ~~discussed~~set forth above, neither we, the Adviser, nor our subsidiaries are currently subject to any material pending legal proceedings, other than ordinary routine litigation incidental to our ~~business.~~respective businesses. We, the Adviser, and our subsidiaries may from time to time, however, be involved in litigation arising out of operations in the normal course of business or otherwise, including in connection with strategic transactions. Furthermore, third parties may seek to impose liability on us in connection with the activities of our portfolio companies. While the outcome of any current legal proceedings cannot at this time be predicted with certainty, we do not expect any current matters will materially affect our financial condition or results of operations; however, there can be no assurance whether any pending legal proceedings will have a material adverse effect on our financial condition or results of operations in any future reporting period.

Item 1A. Risk Factors.

You should carefully consider the risks described ~~below~~in Item 1A entitled "Risk Factors" in Part 1 of our Annual Report on Form 10-K for the year ended December 31, 2020, which was filed with the SEC on March 23, 2021, and all ~~other~~ information contained in this Quarterly Report on Form 10-Q, including our interim financial statements and the related notes thereto, before making a decision to purchase our securities. ~~The risks and uncertainties described below are not the only ones facing us. Additional risks~~Risks and uncertainties not currently known to us or that we currently deem to be immaterial also may ~~materially adversely affect~~have a material adverse effect on our business, financial condition and/or operating results, as well as the market price of our securities.

There have been no material changes during the three months ended ~~June 30, 2020~~March 31, 2021 to the risk factors previously disclosed in ~~"Part I. Item 1A. Risk Factors" in~~ our ~~annual report~~Annual Report on Form 10-K for the ~~fiscal~~ year ended December 31, 2019, filed with the SEC on February 27, 2020, and in "Part II. Item 1A. Risk Factors" in our quarterly report on Form 10-Q for the quarter ended March 31, 2020, filed with the SEC on April 30, 2020, which you should carefully consider.2020. If any of such risks actually occur, our business, financial condition or results of operations could be materially adversely affected. If that happens, the market price of our securities could decline, and you may lose all or part of your investment.

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

Sales of Unregistered Securities

None.

Issuer Purchases of Equity Securities

During the three months ended ~~June 30, 2020,~~March 31, 2021, in connection with our ~~Dividend Reinvestment Plan~~DRIP for our common stockholders, we directed the plan administrator to purchase ~~24,431~~45,120 shares of our common stock for an aggregate of ~~$186,448~~$451,326 in the open market in order to satisfy our obligations to deliver shares of common stock to our stockholders with respect to our dividend declared on ~~April 30, 2020.~~

On February 27, 2020, our Board approved the 2020 Share Repurchase Program for the purposes of repurchasing shares of our common stock in the open market. During the three months ended June 30, 2020, we repurchased a total of 327,069 shares of our common stock in the open market under the 2020 Share Repurchase Program for an aggregate of $2.3 million, including broker commissions.

~~The following chart summarizes repurchases of our common stock for the three months ended June 30, 2020:~~

Period
Total number of shares purchased⁽¹⁾
Average price paid per share Total number of
shares purchased
as part of publicly
announced plans
or programs Approximate dollar value of shares that
may yet be
purchased under the plans or programs
April 1 through April 30, 2020 327,069 (2) $ 7.17 327,069 $ 9,859,393
May 1 through May 31, 2020 — $ — — $ 11,317,884
June 1 through June 30, 2020 24,431 (3) $ 7.63 — $ 11,464,736 (4)

~~(1) Includes purchases of our common stock made on the open market by or on behalf of any “affiliated purchaser,” as defined in Exchange Act Rule 10b-18(a)(3), of the Company.~~

~~(2) Includes 327,069 shares repurchased under the 2020 Share Repurchase Program~~

~~(3) Includes 24,431 shares purchased in the open market pursuant to the terms of our dividend reinvestment plan.~~

(4) Based on the total maximum remaining number of shares that could be repurchased under the 2020 Share Repurchase Program as of June 30, 2020 of 1,443,921 and assuming a purchase price of $7.94, which was the closing price of our common stock on the NYSE on June 30, 2020.

7, 2021.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

On August 3, 2020, we entered into the Note Purchase Agreement governing the issuance of (i) $50,000,000 in aggregate principal amount of the Series A Notes due August 2025 with a fixed interest rate of 4.66% per year, and (ii) up to $50,000,000 in aggregate principal amount of the Additional Notes due August 2025 with a fixed interest rate per year to be determined, in each case, to qualified institutional investors in a private placement. An aggregate principal amount of $25,000,000 of the Series A Notes is expected to be issued in September 2020 (subject to the satisfaction of customary closing conditions contained in the Note Purchase Agreement) and will mature on August 4, 2025, and an aggregate principal amount of $25,000,000 of the Series A Notes is expected to be issued in December 2020 (subject to the satisfaction of customary closing conditions contained in the Note Purchase Agreement) and mature on August 4, 2025, in each case unless redeemed, purchased or prepaid prior to such date by us or our affiliates in accordance with their terms. Interest on the August 2025 Notes will be due semiannually. In addition, we are obligated to offer to repay the August 2025 Notes at par if certain change in control events occur. The August 2025 Notes will be our general unsecured obligations that rank ~~pari passu~~ ~~with all outstanding and future unsecured unsubordinated indebtedness issued by us.~~

~~We intend to use the net proceeds from this offering for general corporate purposes, including to make investments and make distributions permitted by the Note Purchase Agreement.~~

The Note Purchase Agreement contains customary terms and conditions for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of our status as a BDC within the meaning of the 1940 Act, minimum shareholders’ equity, maximum net debt to equity ratio and minimum asset coverage ratio. The Note Purchase Agreement also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under our other indebtedness or that of our subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy.

The August 2025 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The August 2025 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.

The information in this Quarterly Report on Form 10-Q shall not constitute an offer to sell or a solicitation of an offer to purchase the August 2025 Notes or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.

The description above is only a summary of the material provisions of the Note Purchase Agreement and is qualified in its entirety by reference to the copy of the Note Purchase Agreement which is filed as Exhibit 10.1 to this Quarterly Report on Form 10-Q and is incorporated herein by reference thereto.Not Applicable

Item 6. Exhibits.


Number			Exhibit

3.1			Articles of Amendment and Restatement of the Registrant (Filed as Exhibit (a)(3) to the Registrant's Pre-Effective Amendment No. 1 to the Registration Statement on Form N-2 (File No. 333-138418) filed with the Securities and Exchange Commission on December 29, 2006 and incorporated herein by reference).

3.2			Articles of Amendment of the Registrant (Filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 2, 2018 and incorporated herein by reference).

3.3			Seventh Amended and Restated Bylaws of the Registrant (Filed as Exhibit 3.3 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 2, 2018 and incorporated herein by reference).

3.4			Articles Supplementary (Filed as Exhibit 3.2 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 2, 2018 and incorporated herein by reference).

~~3.5~~10.1			~~Amended~~Note Purchase Agreement by and ~~Restated Limited Liability~~between the Company ~~Agreement of Barings BDC Senior Funding I, LLC~~and the purchasers party thereto, dated February 25, 2021 (Filed as Exhibit 10.1 to the ~~Registrant’s~~Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on ~~August 6, 2018~~February 25, 2021 and incorporated herein by reference).

~~10.1~~			~~Note~~ ~~Purchase Agreement~~ ~~by and between the Company and the purchasers party thereto,~~ ~~dated August 3, 2020~~*

31.1			Chief Executive Officer Certification Pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of of the Sarbanes-Oxley Act of 2002.*

31.2			Chief Financial Officer Certification 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.*

32.1			Chief Executive Officer Certification pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**

32.2			Chief Financial Officer Certification pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**

* Filed Herewith.

** Furnished Herewith.

7685

SIGNATURES

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


		BARINGS BDC, INC.

Date:	~~August 5, 2020~~May 6, 2021	/s/ Eric Lloyd
		Eric Lloyd
		Chief Executive Officer
		(Principal Executive Officer)

Date:	~~August 5, 2020~~May 6, 2021	/s/ Jonathan Bock
		Jonathan Bock
		Chief Financial Officer
		(Principal Financial Officer)

Date:	~~August 5, 2020~~May 6, 2021	/s/ Elizabeth A. Murray
		Elizabeth A. Murray
		Principal Accounting Officer

7786


Portfolio Company	Industry	Type of Investment^{(1) (2)}	Principal Amount		Cost			Fair Value
Non–Control / Non–Affiliate Investments:

1WorldSync, Inc. (4.3%)*^{(5) (7) (8)}	IT Consulting & Other Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 07/19, Due 07/25)	$	858,894	$	844,035		$	816,626
			First Lien Senior Secured Term Loan (LIBOR + 5.75%, 7.0% Cash, Acquired 07/19, Due 07/25)		21,472,356			21,099,121			20,415,644
					22,331,250			21,943,156			21,232,270

Accelerate Learning, Inc. (1.4%)*⁽⁵⁾ ^{(7) (8)}	Education Services	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.6% Cash, Acquired 12/18, Due 12/24)	7,567,965		7,449,704			6,933,342
					7,567,965			7,449,704			6,933,342

Accurus Aerospace Corporation (4.3%)*^{(5) (7) (8)}	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 6.4% Cash, Acquired 10/18, Due 10/24)	24,625,000		24,346,233			21,198,156
					24,625,000			24,346,233			21,198,156

Acrisure, LLC (0.4%)*^{(5) (8)}	Property & Casualty Insurance	First Lien Senior Secured Term Loan (LIBOR + 3.5%, 3.7% Cash, Acquired 03/20, Due 02/27)	1,995,000		1,709,898			1,880,288
					1,995,000			1,709,898			1,880,288

ADE Holding (d/b/a AD Education) (1.8%)*^{(3) (5) (7) (8)}	Education Services	First Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 01/20, Due 01/27)	9,581,593		9,163,988			8,755,838
					9,581,593			9,163,988			8,755,838

ADMI Corp. (0.6%)*^{(6) (8)}	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 2.75%, 2.9% Cash, Acquired 08/18, Due 04/25)	3,430,482		3,440,286			3,180,709
					3,430,482			3,440,286			3,180,709

Aftermath Bidco Corporation (2.4%)*^{(5) (7) (8)}	Professional Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 7.1% Cash, Acquired 04/19, Due 04/25)	12,197,427		11,969,619			11,603,465
					12,197,427			11,969,619			11,603,465

Alliant Holdings LP (0.9%)*^{(6) (8)}	Property & Casualty Insurance	First Lien Senior Secured Term Loan (LIBOR + 2.75%, 2.9% Cash, Acquired 09/18, Due 05/25)	4,910,038		4,916,270			4,643,373
					4,910,038			4,916,270			4,643,373

Altice USA, Inc. (0.5%)*^{(3) (5) (8)}	Cable & Satellite	First Lien Senior Secured Term Loan (LIBOR + 2.25%, 2.4% Cash, Acquired 09/18, Due 01/26)	2,493,687		2,206,701			2,354,315
					2,493,687			2,206,701			2,354,315

American Dental Partners, Inc. (1.8%)*^{(5) (7) (8)}	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 11/18, Due 03/23)	9,850,000		9,833,760			8,983,941
					9,850,000			9,833,760			8,983,941

American Scaffold, Inc. (1.9%)*⁽⁵⁾ ^{(7) (8)}	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 09/19, Due 09/25)	9,735,797		9,541,502			9,245,360
							9,735,797			9,541,502		9,245,360

Anchorage Capital CLO Ltd: Series 2013-1A (0.4%)*^{(3) (5) (8)}	Structured Finance	Structured Secured Note - Class DR (LIBOR + 6.8%, 8.1% Cash, Acquired 03/20, Due 10/30)	2,000,000		1,734,878			1,861,922
					2,000,000			1,734,878			1,861,922

Anju Software, Inc. (2.6%)*^{(5) (7) (8)}	Application Software	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.6% Cash, Acquired 02/19, Due 02/25)	13,735,856		13,449,096			12,947,157
					13,735,856			13,449,096			12,947,157

Apex Bidco Limited (1.1%)*^{(3) (5) (7)}	Business Equipment & Services	First Lien Senior Secured Term Loan (GBP LIBOR + 6.50%, 7.2% Cash, Acquired 01/20, Due 01/27) ⁽⁸⁾	5,181,990		5,344,752			4,868,108
			Subordinated Senior Unsecured Term Loan (8.0% PIK, Acquired 01/20, Due 07/27)		621,838			641,273			584,714
					5,803,828			5,986,025			5,452,822

Apex Tool Group, LLC (1.3%)*^{(5) (6) (8)}	Industrial Machinery	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.5% Cash, Acquired 08/18, Due 08/24)	7,054,987		6,937,646			6,292,625
							7,054,987			6,937,646		6,292,625

Applied Systems Inc. (1.0%)*^{(6) (8)}	Application Software	First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, Acquired 09/19, Due 09/24)	4,937,940		4,965,194			4,791,481
					4,937,940			4,965,194			4,791,481

AQA Acquisition Holding, Inc. (f/k/a SmartBear) (1.0%)*^{(5) (7) (8)}	High Tech Industries	Second Lien Senior Secured Term Loan (LIBOR + 8.0%, 9.5% Cash, Acquired 10/18, Due 05/24)	4,959,088		4,867,502			4,766,877
					4,959,088			4,867,502			4,766,877


For the quarter ended:	Total companies	Percent of total investments at fair value(1)


March 31, 2019	18	100%
June 30, 2019	22	100%
September 30, 2019	28	100%
December 31, 2019	38	100%
March 31, 2020	30	62%
June 30, 2020	33	53%


Issuance Date	Maturity Date	Interest Rate as of June 30, 2020	June 30, 2020		December 31, 2019
Credit Facilities:
August 3, 2018 - Class A-1	NA	NA	$	—	$	107,200,000
February 21, 2019	February 21, 2024	2.415%	342,921,705		245,288,419
Total Credit Facilities			$	342,921,705	$	352,488,419
Debt Securitization:
May 9, 2019 - Class A-1 2019 Notes	April 15, 2027	2.239%	$	174,920,123	$	266,710,176
May 9, 2019 - Class A-2 2019 Notes	April 15, 2027	2.869%	51,500,000		51,500,000
Less: Deferred financing fees			(1,024,638)		(1,545,702)
Total Debt Securitization			$	225,395,485	$	316,664,474


As of December 31, 2019: Description	Notional Amount to be Purchased	Notional Amount to be Sold	Maturity Date	Gross Amount of Recognized Assets				Balance Sheet Location of Net Amounts
Foreign currency forward contract (EUR)	$158,244	€142,781	01/02/20	$	(2,028)			Accounts payable and accrued liabilities
Foreign currency forward contract (EUR)	€142,781	$158,547	01/02/20	1,724				Accounts payable and accrued liabilities
Foreign currency forward contract (EUR)	$506,967	€453,920	04/02/20	(5,440)				Accounts payable and accrued liabilities

Foreign currency forward contract (GBP)	$707,963	£549,253	01/02/20	(19,660)				Accounts payable and accrued liabilities
Foreign currency forward contract (GBP)	£549,253	$718,861	01/02/20	8,763				Accounts payable and accrued liabilities
Foreign currency forward contract (GBP)	$227,890	£175,529	04/02/20	(5,215)				Accounts payable and accrued liabilities

Foreign currency forward contract (SEK)	$95,654	920,569kr	01/02/20	(2,687)				Accounts payable and accrued liabilities
Foreign currency forward contract (SEK)	920,569kr	$96,846	01/02/20	1,495				Accounts payable and accrued liabilities
Foreign currency forward contract (SEK)	$97,360	912,212kr	04/02/20	(511)				Accounts payable and accrued liabilities
Total						$	(23,559)


Period	Total number of shares purchased⁽¹⁾		Average price paid per share		Total number of shares purchased as part of publicly announced plans or programs	Approximate dollar value of shares that may yet be purchased under the plans or programs
April 1 through April 30, 2020	327,069	(2)	$	7.17	327,069	$	9,859,393
May 1 through May 31, 2020	—		$	—	—	$	11,317,884
June 1 through June 30, 2020	24,431	(3)	$	7.63	—	$	11,464,736	(4)