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 ~~September 30, 2021~~March 31, 2022


¨			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.


Large accelerated filer	¨	Accelerated filer	¨
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 on ~~November 9, 2021~~May 5, 2022 was ~~65,316,085.~~111,072,034.

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 ~~September 30, 2021~~March 31, 2022 and Consolidated Balance Sheet as of December 31, ~~2020~~2021	3
	Unaudited Consolidated Statements of Operations for the Three ~~and~~ ~~Nine~~Months Ended ~~September 30, 2021~~March 31, 2022 and ~~2020~~2021	4
	Unaudited Consolidated Statements of Changes in Net Assets for the Three ~~andNine~~Months Ended ~~September 30, 2021~~March 31, 2022 and ~~2020~~2021	6
	Unaudited Consolidated Statements of Cash Flows for the ~~Nine~~Three Months Ended ~~September 30, 2021~~March 31, 2022 and ~~2020~~2021	87
	Unaudited Consolidated Schedule of Investments as of ~~September 30, 2021~~March 31, 2022	98
	Consolidated Schedule of Investments as of December 31, ~~2020~~ 2021	2332
	Notes to Unaudited Consolidated Financial Statements	3550
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	7390
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	94112
Item 4.	Controls and Procedures	95114

PART II – OTHER INFORMATION
Item 1.	Legal Proceedings	96115
Item 1A.	Risk Factors	96115
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	~~100~~115
Item 3.	Defaults Upon Senior Securities	~~100~~116
Item 4.	Mine Safety Disclosures	~~100~~116
Item 5.	Other Information	~~100~~116
Item 6.	Exhibits	~~100~~116
Signatures		~~102~~118

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

Barings BDC, Inc.

Consolidated Balance Sheets

September 30,
2021 December 31, 2020
(Unaudited)
Assets:
Investments at fair value:
Non-Control / Non-Affiliate investments (cost of $1,346,611,782 and $1,318,614,617 as of September 30, 2021 and December 31, 2020, respectively) $ 1,355,088,125 $ 1,325,783,281
Affiliate investments (cost of $211,274,188 and $76,055,873 as of September 30, 2021 and December 31, 2020, respectively) 222,999,987 78,598,633
Control investments (cost of $25,826,428 as of both September 30, 2021 and December 31, 2020) 24,394,808 25,855,796
Short-term investments (cost of $50,000,000 and $65,558,227 as of September 30, 2021 and December 31, 2020, respectively) 50,000,000 65,558,227
Total investments at fair value 1,652,482,920 1,495,795,937
Cash (restricted cash of $0 and $3,488,336 at September 30, 2021 and December 31, 2020, respectively) 30,248,388 62,651,340
Foreign currencies (cost of $11,311,582 and $29,555,465 as of September 30, 2021 and December 31, 2020, respectively) 11,137,184 29,836,121
Interest and fees receivable 24,997,260 21,617,843
Prepaid expenses and other assets 1,785,731 2,014,558
Credit support agreement (cost of $13,600,000 as of both September 30, 2021 and December 31, 2020) 14,300,006 13,600,000
Deferred financing fees 3,144,557 4,110,564
Receivable from unsettled transactions 61,438,187 47,412,382
Total assets $ 1,799,534,233 $ 1,677,038,745
Liabilities:
Accounts payable and accrued liabilities $ 2,710,698 $ 6,045,443
Interest payable 4,318,110 2,219,274
Administrative fees payable 750,000 675,000
Base management fees payable 5,273,797 3,413,270
Incentive management fees payable 4,442,599 —
Derivative liabilities 228,700 1,336,283
Payable from unsettled transactions 59,063 1,548,578
Borrowings under credit facilities 662,664,367 719,660,707
Notes payable (net of deferred financing fees) 374,265,334 224,335,666
Total liabilities 1,054,712,668 959,234,221
Commitments and contingencies (Note 7)
Net Assets:
Common stock, $0.001 par value per share (150,000,000 shares authorized and 65,316,085 shares issued and outstanding as of both September 30, 2021 and December 31, 2020) 65,316 65,316
Additional paid-in capital 1,027,707,047 1,027,707,047
Total distributable earnings (loss) (282,950,798) (309,967,839)
Total net assets 744,821,565 717,804,524
Total liabilities and net assets $ 1,799,534,233 $ 1,677,038,745
Net asset value per share $ 11.40 $ 10.99
(in thousands, except share and per share data)


	March 31, 2022		December 31, 2021
	(Unaudited)
Assets:
Investments at fair value:
Non-Control / Non-Affiliate investments (cost of $1,950,064 and $1,494,031 as of March 31, 2022 and December 31, 2021, respectively)	$	1,917,558	$	1,490,113
Affiliate investments (cost of $336,327 and $267,967 as of March 31, 2022 and December 31, 2021, respectively)	364,753		288,069
Control investments (cost of $105,210 and $25,826 as of March 31, 2022 and December 31, 2021, respectively)	121,114		22,412

Total investments at fair value	2,403,425		1,800,594
Cash	106,400		49,987
Foreign currencies (cost of $47,990 and $34,069 as of March 31, 2022 and December 31, 2021, respectively)	48,031		34,266
Interest and fees receivable	43,096		33,645
Prepaid expenses and other assets	2,662		4,297
Credit support agreements (cost of $58,000 and $13,600 as of March 31, 2022 and December 31, 2021, respectively)	59,400		15,400
Deferred financing fees	4,102		2,985
Receivable from unsettled transactions	182,294		219,732
Total assets	$	2,849,410	$	2,160,906
Liabilities:
Accounts payable and accrued liabilities	$	10,444	$	2,341
Interest payable	10,450		5,704
Administrative fees payable	973		750
Base management fees payable	5,872		5,422
Incentive management fees payable	4,754		4,067
Derivative liabilities	3,108		1,160
Payable from unsettled transactions	21,195		26,786
Borrowings under credit facilities	757,217		655,189

Notes payable (net of deferred financing fees)	717,841		717,556
Total liabilities	1,531,854		1,418,975
Commitments and contingencies (Note 7)
Net Assets:
Common stock, $0.001 par value per share (150,000,000 shares authorized, 111,095,334 and 65,316,085 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively)	111		65
Additional paid-in capital	1,597,257		1,027,687
Total distributable earnings (loss)	(279,812)		(285,821)
Total net assets	1,317,556		741,931
Total liabilities and net assets	$	2,849,410	$	2,160,906
Net asset value per share	$	11.86	$	11.36

See accompanying notes.

Barings BDC, Inc.

Unaudited Consolidated Statements of Operations

Three Months
Ended
Three Months
Ended
Nine Months Ended Nine Months Ended
September 30,
2021 September 30,
2020 September 30,
2021 September 30,
2020
Investment income:
Interest income:
Non-Control / Non-Affiliate investments $ 24,315,519 $ 15,205,310 $ 76,008,939 $ 47,850,786
Affiliate investments 195,561 — 304,861 —
Control investments 109,621 — 325,287 —
Short-term investments 1,629 12,237 16,672 336,842
Total interest income 24,622,330 15,217,547 76,655,759 48,187,628
Dividend income:
Non-Control / Non-Affiliate investments 64,618 — 97,644 2,603
Affiliate investments 2,802,050 — 3,235,423 —
Total dividend income 2,866,668 — 3,333,067 2,603
Fee and other income:
Non-Control / Non-Affiliate investments 4,309,939 769,126 8,694,852 2,380,552
Affiliate investments 15,069 — 16,370 —
Control investments 163,338 — 478,754 —
Total fee and other income 4,488,346 769,126 9,189,976 2,380,552
Payment-in-kind interest income:
Non-Control / Non-Affiliate investments 2,695,487 342,469 8,801,232 577,090
Affiliate investments 310,994 — 749,920 —
Total payment-in-kind interest income 3,006,481 342,469 9,551,152 577,090
Interest income from cash — — 587 631
Total investment income 34,983,825 16,329,142 98,730,541 51,148,504
Operating expenses:
Interest and other financing fees 8,103,044 3,738,991 23,382,201 14,367,855
Base management fee (Note 2) 5,273,797 3,375,262 14,094,419 10,904,422
Incentive management fees (Note 2) 4,442,607 — 10,674,693 —
Compensation expenses — — — 48,410
General and administrative expenses (Note 2) 2,281,825 1,254,723 6,782,922 4,044,453
Total operating expenses 20,101,273 8,368,976 54,934,235 29,365,140
Net investment income 14,882,552 7,960,166 43,796,306 21,783,364
Income taxes, including excise tax provision 25,533 7,561 7,495 7,561
Net investment income after taxes 14,857,019 7,952,605 43,788,811 21,775,803
(in thousands, except share and per share data)


	Three Months Ended		Three Months Ended
	March 31, 2022		March 31, 2021
Investment income:
Interest income:
Non-Control / Non-Affiliate investments	$	31,624	$	25,096
Affiliate investments	172		—
Control investments	273		107
Short-term investments	—		11
Total interest income	32,069		25,214
Dividend income:
Non-Control / Non-Affiliate investments	123		—
Affiliate investments	7,570		72

Total dividend income	7,693		72
Fee and other income:
Non-Control / Non-Affiliate investments	2,223		1,973
Affiliate investments	13		—
Control investments	(1,039)		160
Total fee and other income	1,197		2,133
Payment-in-kind interest income:
Non-Control / Non-Affiliate investments	2,287		3,037
Affiliate investments	44		136
Control investments	467		—
Total payment-in-kind interest income	2,798		3,173
Interest income from cash	—		1
Total investment income	43,757		30,593
Operating expenses:
Interest and other financing fees	11,661		7,285
Base management fee (Note 2)	5,872		3,929
Incentive management fees (Note 2)	4,754		2,722


General and administrative expenses (Note 2)	2,455		2,301
Total operating expenses	24,742		16,237


Net investment income before taxes	19,015		14,356
Income taxes, including excise tax expense	6		(18)
Net investment income after taxes	19,009		14,374


Barings BDC, Inc. Unaudited Consolidated Statements of Operations — (Continued)
Barings BDC, Inc. Unaudited Consolidated Statements of Operations — (Continued) (in thousands, except share and per share data)										Barings BDC, Inc. Unaudited Consolidated Statements of Operations — (Continued) (in thousands, except share and per share data)
		Three Months Ended		Three Months Ended		Nine Months Ended		Nine Months Ended			Three Months Ended		Three Months Ended
		September 30, 2021		September 30, 2020		September 30, 2021		September 30, 2020			March 31, 2022		March 31, 2021
Realized and unrealized gains (losses) on investments, credit support agreement and foreign currency transactions:
Realized gains (losses) and unrealized appreciation (depreciation) on investments, credit support agreements and foreign currency transactions:										Realized gains (losses) and unrealized appreciation (depreciation) on investments, credit support agreements and foreign currency transactions:
Net realized gains (losses):	Net realized gains (losses):									Net realized gains (losses):
Non-Control / Non-Affiliate investments	Non-Control / Non-Affiliate investments	950,286		(19,477,823)		4,394,339		(36,233,667)		Non-Control / Non-Affiliate investments	(250)		2,891
Affiliate investments	Affiliate investments	(24,300)		—		(100,931)		—		Affiliate investments	101		(77)

Net realized gains (losses) on investments	Net realized gains (losses) on investments	925,986		(19,477,823)		4,293,408		(36,233,667)		Net realized gains (losses) on investments	(149)		2,814
Foreign currency transactions	Foreign currency transactions	(4,687,686)		(1,028,262)		(5,872,868)		(1,089,787)		Foreign currency transactions	(1,293)		(975)
Net realized losses		(3,761,700)		(20,506,085)		(1,579,460)		(37,323,454)
Net realized gains (losses)										Net realized gains (losses)	(1,442)		1,839
Net unrealized appreciation (depreciation):	Net unrealized appreciation (depreciation):									Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments	Non-Control / Non-Affiliate investments	(8,353,775)		56,467,202		1,307,673		2,522,789		Non-Control / Non-Affiliate investments	(28,587)		5,357
Affiliate investments	Affiliate investments	(323,174)		1,624,230		9,208,817		828,262		Affiliate investments	12,996		2,445
Control investments	Control investments	1,115,148		—		(1,486,760)		—		Control investments	14,644		(3,969)
Net unrealized appreciation (depreciation) on investments	Net unrealized appreciation (depreciation) on investments	(7,561,801)		58,091,432		9,029,730		3,351,051		Net unrealized appreciation (depreciation) on investments	(947)		3,833
Credit support agreement		—		—		700,006		—
Credit support agreements										Credit support agreements	(400)		(1,600)

Foreign currency transactions	Foreign currency transactions	10,876,864		(2,144,050)		14,268,895		(1,756,412)		Foreign currency transactions	4,812		4,042
Net unrealized appreciation	Net unrealized appreciation	3,315,063		55,947,382		23,998,631		1,594,639		Net unrealized appreciation	3,465		6,275
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, credit support agreement and foreign currency transactions		(446,637)		35,441,297		22,419,171		(35,728,815)
Loss on extinguishment of debt		—		(216,474)		—		(660,066)
Benefit from (provision for) taxes		—		199		(1,290)		17,666
Net increase (decrease) in net assets resulting from operations		$	14,410,382	$	43,177,627	$	66,206,692	$	(14,595,412)
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, credit support agreements and foreign currency transactions										Net realized gains (losses) and unrealized appreciation (depreciation) on investments, credit support agreements and foreign currency transactions	2,023		8,114

Net increase in net assets resulting from operations										Net increase in net assets resulting from operations	$	21,032	$	22,488
Net investment income per share—basic and diluted	Net investment income per share—basic and diluted	$	0.23	$	0.17	$	0.67	$	0.45	Net investment income per share—basic and diluted	$	0.23	$	0.22
Net increase (decrease) in net assets resulting from operations per share—basic and diluted		$	0.22	$	0.90	$	1.01	$	(0.30)
Net increase in net assets resulting from operations per share—basic and diluted										Net increase in net assets resulting from operations per share—basic and diluted	$	0.25	$	0.34
Dividends/distributions per share:	Dividends/distributions per share:									Dividends/distributions per share:

Total dividends/distributions per share	Total dividends/distributions per share	$	0.21	$	0.16	$	0.60	$	0.48	Total dividends/distributions per share	$	0.23	$	0.19
Weighted average shares outstanding—basic and diluted	Weighted average shares outstanding—basic and diluted	65,316,085		47,961,753		65,316,085		48,274,397		Weighted average shares outstanding—basic and diluted	82,656,326		65,316,085

See accompanying notes.

Barings BDC, Inc.

Unaudited Consolidated Statements of Changes in Net Assets

(in thousands, except share amounts)

Common Stock Additional
Paid-In
Capital Total Distributable Earnings (Loss) Total
Net
Assets
Three Months Ended September 30, 2020 Number
of Shares Par
Value
Balance, June 30, 2020 47,961,753 $ 47,962 $ 846,636,727 $ (356,211,495) $ 490,473,194
Net investment income — — — 7,952,605 7,952,605
Net realized loss on investments / foreign currency transactions — — — (20,506,085) (20,506,085)
Net unrealized appreciation of investments / foreign currency transactions — — — 55,947,382 55,947,382
Loss on extinguishment of debt — — — (216,474) (216,474)
Income tax benefit — — — 199 199
Dividends / distributions — — — (7,673,880) (7,673,880)
Balance, September 30, 2020 47,961,753 $ 47,962 $ 846,636,727 $ (320,707,748) $ 525,976,941


	Common Stock			Additional Paid-In Capital		Total Distributable Earnings (Loss)		Total Net Assets
Three Months Ended March 31, 2021	Number of Shares	Par Value
Balance, December 31, 2020	65,316,085	$	65	$	1,027,707	$	(309,968)	$	717,804
Net investment income	—	—		—		14,374		14,374

Net realized gain on investments / foreign currency transactions	—	—		—		1,839		1,839
Net unrealized appreciation of investments / CSA / foreign currency transactions	—	—		—		6,275		6,275


Dividends / distributions	—	—		—		(12,410)		(12,410)





Balance, March 31, 2021	65,316,085	$	65	$	1,027,707	$	(299,890)	$	727,882


		Common Stock			Additional Paid-In Capital				Total Distributable Earnings (Loss)				Total Net Assets			Common Stock					Additional Paid-In Capital			Total Distributable Earnings (Loss)			Total Net Assets
Three Months Ended September 30, 2021		Number of Shares	Par Value
Balance, June 30, 2021		65,316,085	$	65,316			$	1,027,707,047			$	(283,644,802)					$	744,127,561
Three Months Ended March 31, 2022															Three Months Ended March 31, 2022	Number of Shares			Par Value		Additional Paid-In Capital			Total Distributable Earnings (Loss)			Total Net Assets
Balance, December 31, 2021															Balance, December 31, 2021	65,316,085			$	65
Net investment income	Net investment income	—	—		—				14,857,019				14,857,019		Net investment income	—			—				—			19,009			19,009

Net realized loss on investments / foreign currency transactions	Net realized loss on investments / foreign currency transactions	—	—		—				(3,761,700)				(3,761,700)		Net realized loss on investments / foreign currency transactions	—			—		—			(1,442)			(1,442)
Net unrealized appreciation of investments / CSA / foreign currency transactions	Net unrealized appreciation of investments / CSA / foreign currency transactions	—	—		—				3,315,063				3,315,063		Net unrealized appreciation of investments / CSA / foreign currency transactions	—			—		—			3,465			3,465

Dividends / distributions	Dividends / distributions	—	—		—				(13,716,378)				(13,716,378)		Dividends / distributions	—			—		—			(15,023)			(15,023)

Deemed Contribution - CSA (See Note 2)															Deemed Contribution - CSA (See Note 2)	—					44,400			—			44,400
Deemed contribution - from Adviser (See Note 9)															Deemed contribution - from Adviser (See Note 9)	—					27,904			—			27,904
Public offering of common stock															Public offering of common stock	45,986,926			46		499,372			—			499,418
Purchases of shares in repurchase plan															Purchases of shares in repurchase plan	(207,677)			—		(2,106)			—			(2,106)

Balance, September 30, 2021		65,316,085	$	65,316	$	1,027,707,047			$	(282,950,798)			$	744,821,565
Balance, March 31, 2022															Balance, March 31, 2022	111,095,334			$	111	$	1,597,257		$	(279,812)		$	1,317,556

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
Nine Months Ended September 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 — — — 21,775,803 21,775,803
Net realized loss on investments / foreign currency transactions — — — (37,323,454) (37,323,454)
Net unrealized appreciation of investments / foreign currency transactions — — — 1,594,639 1,594,639
Loss on extinguishment of debt — — — (660,066) (660,066)
Income tax benefit — — — 17,666 17,666
Dividends / distributions — — — (23,171,724) (23,171,724)
Purchases of shares in repurchase plan (989,050) (989) (7,129,643) — (7,130,632)
Balance, September 30, 2020 47,961,753 $ 47,962 $ 846,636,727 $ (320,707,748) $ 525,976,941

Common Stock Additional
Paid-In
Capital Total Distributable Earnings (Loss) Total
Net
Assets
Nine Months Ended September 30, 2021 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 — — — 43,788,811 43,788,811
Net realized gain on investments / foreign currency transactions — — — (1,579,460) (1,579,460)
Net unrealized appreciation of investments / CSA / foreign currency transactions — — — 23,998,631 23,998,631
Provision for taxes — — — (1,290) (1,290)
Dividends / distributions — — — (39,189,651) (39,189,651)
Balance, September 30, 2021 65,316,085 $ 65,316 $ 1,027,707,047 $ (282,950,798) $ 744,821,565

~~See accompanying notes.~~

Barings BDC, Inc.

Unaudited Consolidated Statements of Cash Flows

Nine Months Ended Nine Months Ended
September 30, 2021 September 30, 2020
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations $ 66,206,692 $ (14,595,412)
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 (816,807,296) (316,723,958)
Repayments received / sales of portfolio investments 648,320,213 416,989,098
Purchases of short-term investments (297,560,179) (697,141,628)
Sales of short-term investments 313,117,605 583,220,977
Loan origination and other fees received 13,694,096 6,075,019
Net realized (gain) loss on investments (4,293,408) 36,233,667
Net realized loss on foreign currency transactions 5,872,868 1,089,787
Net unrealized appreciation of investments (9,029,730) (3,351,051)
Net unrealized appreciation of CSA (700,006) —
Net unrealized appreciation of foreign currency transactions (14,268,895) 1,756,412
Payment-in-kind interest (9,350,318) (577,090)
Amortization of deferred financing fees 1,086,783 1,113,839
Loss on extinguishment of debt — 660,066
Accretion of loan origination and other fees (6,586,842) (1,676,063)
Amortization / accretion of purchased loan premium / discount (4,249,981) (1,138,000)
Changes in operating assets and liabilities:
Interest and fees receivables (5,699,271) (2,699,114)
Prepaid expenses and other assets 1,395,903 (2,569,056)
Accounts payable and accrued liabilities 872,180 (118,876)
Interest payable 2,106,843 (1,724,576)
Net cash provided by (used in) operating activities (115,872,743) 4,824,041
Cash flows from financing activities:
Borrowings under credit facilities 135,731,648 236,239,474
Repayments of credit facilities (181,580,035) (127,523,364)
Repayment of debt securitization — (139,897,128)
Proceeds from notes 150,000,000 50,000,000
Financing fees paid (191,108) (544,874)
Purchases of shares in repurchase plan — (7,130,632)
Cash dividends / distributions paid (39,189,651) (23,171,724)
Net cash provided by (used in) financing activities 64,770,854 (12,028,248)
Net decrease in cash and foreign currencies (51,101,889) (7,204,207)
Cash and foreign currencies, beginning of period 92,487,461 21,991,565
Cash and foreign currencies, end of period $ 41,385,572 $ 14,787,358
Supplemental disclosure of cash flow information:
Cash paid for interest $ 19,659,852 $ 13,372,484
(in thousands)


	Three Months Ended		Three Months Ended
	March 31, 2022		March 31, 2021
Cash flows from operating activities:
Net increase in net assets resulting from operations	$	21,032	$	22,488
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	(335,519)		(276,456)
Net cash acquired from mergers (cash consideration paid) (See Note 9)	101,896		—
Transaction costs from mergers (See Note 9)	(2,866)		—
Repayments received/sales of portfolio investments	210,493		188,160

Purchases of short-term investments	—		(198,550)
Sales of short-term investments	—		190,542
Loan origination and other fees received	5,314		4,578
Net realized (gain) loss on investments	149		(2,814)
Net realized loss on foreign currency transactions	1,293		975
Net unrealized appreciation on investments	947		(3,832)
Net unrealized depreciation of CSA	400		1,600
Net unrealized appreciation on foreign currency transactions	(4,812)		(4,042)

Payment-in-kind interest	(2,798)		(3,174)
Amortization of deferred financing fees	732		344


Accretion of loan origination and other fees	(1,523)		(1,481)
Amortization / accretion of purchased loan premium / discount	(339)		(1,980)



Changes in operating assets and liabilities:
Interest and fees receivables	(13,134)		(2,935)
Prepaid expenses and other assets	(1,881)		1,264
Accounts payable and accrued liabilities	(2,962)		(1,668)
Interest payable	4,746		1,869


Net cash used in operating activities	(18,832)		(85,112)




Cash flows from financing activities:


Borrowings under credit facilities	107,704		29,824
Repayments of credit facilities	—		(134,083)


Proceeds from notes	—		150,000
Financing fees paid	(1,565)		(191)

Purchases of shares in repurchase plan	(2,106)		—

Cash dividends / distributions paid	(15,023)		(12,410)
Net cash provided by (used in) financing activities	89,010		33,140
Net increase (decrease) in cash and foreign currencies	70,178		(51,972)
Cash and foreign currencies, beginning of period	84,253		92,487
Cash and foreign currencies, end of period	$	154,431	$	40,515
Supplemental Information:
Cash paid for interest	$	5,966	$	4,903

Supplemental non-cash information
Acquisitions (See Note 9):
Fair value of Sierra net assets acquired, net of cash	$	(435,811)	$	—
Transaction Costs	7,520		—
Common stock issued in acquisition of Sierra net assets	499,418		—
Credit support agreement (See Note 2)	(44,400)		—
Deemed contribution -from Adviser	27,904		—
Deemed contributions - CSA	44,400		—

See accompanying notes.

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments

~~September 30, 2021~~March 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company(6)
Industry
Type of Investment(1) (2)
Principal
Amount Cost Fair
Value
Non–Control / Non–Affiliate Investments:
1A Smart Start LLC (0.4%)*(7) (8) (11)
Technology Distributors Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 9.5% Cash, Acquired 06/21, Due 05/28) $ 3,001,138 $ 2,957,652 $ 2,961,043
3,001,138 2,957,652 2,961,043
1WorldSync, Inc. (2.9%)*(7) (8) (12)
IT Consulting & Other Services First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 07/19, Due 07/25) 21,475,851 21,142,710 21,475,851
21,475,851 21,142,710 21,475,851
Accelerate Learning, Inc.
(1.0%)*(7) (8) (11)
Education Services First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/18, Due 12/24) 7,567,965 7,479,458 7,416,606
7,567,965 7,479,458 7,416,606
Acclime Holdings HK Limited
(0.5%)*(3) (7) (8) (11)
Business Services First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.0% Cash, Acquired 08/21, Due 07/27) 3,750,000 3,537,413 3,532,500
3,750,000 3,537,413 3,532,500
Accurus Aerospace Corporation (2.8%)*(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) 24,779,746 24,574,939 20,889,326
24,779,746 24,574,939 20,889,326
ADB Safegate (0.7%)*(3) (8) (11)
Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 7.75%, 8.8% Cash, Acquired 08/21, Due 10/25) 5,500,000 5,069,046 5,180,340
5,500,000 5,069,046 5,180,340
Advantage Software Company (The), LLC (2.7%)*(7)
Advertising, Printing & Publishing
First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.5% Cash, Acquired 01/21, Due 01/27)(8) (9)
18,256,407 17,821,678 18,219,894
Class A Partnership Units (7,054.59 units, Acquired 01/21) 705,459 728,880
Class B Partnership Units (3,496.31 units, Acquired 01/21) 22,656 1,279,300
18,256,407 18,549,793 20,228,074
Aftermath Bidco Corporation (1.2%)* (7) (8) (11)
Professional Services First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 04/19, Due 04/25) 9,425,284 9,289,989 9,279,485
9,425,284 9,289,989 9,279,485
Air Canada 2020-2 Class B Pass Through Trust (1.0%)* Airlines Structured Secured Note - Class B (9.0% Cash, Acquired 09/20, Due 10/25) 6,835,161 6,835,161 7,646,572
6,835,161 6,835,161 7,646,572
Air Comm Corporation, LLC (0.1%)* (7) (8) (11)
Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 06/21, Due 07/27) 593,486 574,264 573,515
593,486 574,264 573,515
AIT Worldwide Logistics Holdings, Inc. (0.9%)*(7)
Transportation Services
Second Lien Senior Secured Term Loan (LIBOR + 7.75%, 8.5% Cash, Acquired 04/21, Due 04/28)(8) (11)
6,460,345 6,321,255 6,434,504
Partnership Units (348.68 units, Acquired 04/21) 348,678 509,477
6,460,345 6,669,933 6,943,981
Alpine US Bidco LLC (2.4%)*(7) (8) (12)
Agricultural Products Second Lien Senior Secured Term Loan (LIBOR + 9.0%, 9.8% Cash, Acquired 05/21, Due 05/29) 18,156,509 17,630,157 18,247,292
18,156,509 17,630,157 18,247,292
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) 14,395,213 13,413,417 16,266,591
14,395,213 13,413,417 16,266,591
Anju Software, Inc. (1.8%)*(7) (8) (9)
Application Software First Lien Senior Secured Term Loan (LIBOR + 5.5%, 5.6% Cash, Acquired 02/19, Due 02/25) 13,562,486 13,377,003 13,264,112
13,562,486 13,377,003 13,264,112
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) (14)
1,964,929 1,866,874 1,939,057
Subordinated Senior Unsecured Term Loan (8.0% PIK, Acquired 01/20, Due 07/27) 271,022 258,329 267,454
2,235,951 2,125,203 2,206,511
Aptus 1829. GmbH (0.6%)*(3) (7)
Chemicals, Plastics, & Rubber
First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 09/21, Due 09/27)(8) (16)
4,745,043 4,713,323 4,626,417
Preferred Stock (13 shares, Acquired 09/21) 119,828 113,509
Common Stock (48 shares, Acquired 09/21) 11,983 11,653
4,745,043 4,845,134 4,751,579


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

1WorldSync, Inc. (1.2%)*(7) (8) (10)	IT Consulting & Other Services	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 07/19, Due 07/25)	$	16,474	$	16,240	$	16,445
			16,474		16,240		16,445

Accelerant Holdings (0.4%)*(7)	Banking, Finance, Insurance & Real Estate	Class A Convertible Preferred Equity (5,000 shares, Acquired 01/22)			5,000		5,103
					5,000		5,103

Accelerate Learning, Inc. (0.6%)*(7) (8) (10)	Education Services	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/18, Due 12/24)	7,568		7,492		7,442
			7,568		7,492		7,442

Acclime Holdings HK Limited (0.1%)*(3) (7) (8) (11)	Business Services	First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.0% Cash, Acquired 08/21, Due 07/27)	1,211		1,142		1,153
			1,211		1,142		1,153

Accurus Aerospace Corporation (1.9%)*(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)	24,874		24,699		24,563
			24,874		24,699		24,563

Acogroup (1.7%)*(3) (7) (8) (16)	Business Services	First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 03/22, Due 10/26)	23,622		22,760		23,031
			23,622		22,760		23,031

ADB Safegate (0.4%)*(3) (8) (10)	Aerospace & Defense	Second Lien Senior Secured Term Loan (LIBOR + 7.75%, 8.8% Cash, Acquired 08/21, Due 10/25)	5,500		5,113		5,118
			5,500		5,113		5,118

Advantage Software Company (The), LLC (0.1%)*(7)	Advertising, Printing & Publishing	Class A1 Partnership Units (8,717.76 units, Acquired 12/21)			280		902
		Class A2 Partnership Units (2,248.46 units, Acquired 12/21)			72		233
		Class B1 Partnership Units (8,717.76 units, Acquired 12/21)			9		6
		Class B2 Partnership Units (2,248.46 units, Acquired 12/21)			2		2
					363		1,143

Aftermath Bidco Corporation (0.7%)* (7) (8) (10)	Professional Services	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 04/19, Due 04/25)	9,425		9,307		9,227
			9,425		9,307		9,227

Air Canada 2020-2 Class B Pass Through Trust (0.5%)*	Airlines	Structured Secured Note - Class B (9.0% Cash, Acquired 09/20, Due 10/25)	6,170		6,170		6,586
			6,170		6,170		6,586

Air Comm Corporation, LLC (0.9%)* (7) (8) (10)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 06/21, Due 07/27)	11,539		11,299		11,319
			11,539		11,299		11,319

AIT Worldwide Logistics Holdings, Inc. (0.5%)*(7)	Transportation Services	Second Lien Senior Secured Term Loan (LIBOR + 7.75%, 8.5% Cash, Acquired 04/21, Due 04/29)(8) (10)	6,460		6,328		6,320
		Partnership Units (348.68 units, Acquired 04/21)			349		686
			6,460		6,677		7,006

Alpine SG, LLC (2.0%)*(7) (8) (9) (31)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 02/22, Due 11/27)	26,957		26,418		26,418
			26,957		26,418		26,418

Alpine US Bidco LLC (2.4%)*(7) (8) (9)	Agricultural Products	Second Lien Senior Secured Term Loan (LIBOR + 9.0%, 9.8% Cash, Acquired 05/21, Due 05/29)	18,157		17,654		17,612
			18,157		17,654		17,612

AMMC CLO 22, Limited Series 2018-22A (0.3%)*(3) (31)	Multi-Sector Holdings	Subordinated Structured Notes (Residual Interest, current yield 12.61%, Acquired 02/22, Due 04/31)	7,222		4,690		4,267
			7,222		4,690		4,267

AMMC CLO 23, Ltd. Series 2020-23A (0.1%)*(3) (31)	Multi-Sector Holdings	Subordinated Structured Notes (Residual Interest, current yield 12.35%, Acquired 02/22, Due 10/30)	2,000		1,948		1,781
			2,000		1,948		1,781

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

March 31, 2022

(Amounts in thousands, except share amounts)


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Amtech LLC (0.2%)*(7) (8)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 11/27)(9)	$	2,291	$	2,210	$	2,225
		Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 11/27)(10)	—		(13)		(12)
			2,291		2,197		2,213

Anagram Holdings, LLC (1.2%)*(3)	Chemicals, Plastics, & Rubber	First Lien Senior Secured Note (10.0% Cash, 5.0% PIK, Acquired 08/20, Due 08/25)	14,755		13,866		15,714
			14,755		13,866		15,714

AnalytiChem Holding Gmbh (0.2%)*(3) (7) (8) (16)	Chemicals	First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 11/21, Due 12/28)	2,740		2,589		2,551
			2,740		2,589		2,551

Anju Software, Inc. (1.0%)*(7) (8) (9)	Application Software	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.3% Cash, Acquired 02/19, Due 02/25)	13,528		13,368		12,865
			13,528		13,368		12,865

AP Aristotle Holdings, LLC (0.1)*(7)	Oil Field Services	Subordinated Term Loan (19.8% Cash, Acquired 12/21, Due 06/25)	1,588		1,594		1,592
			1,588		1,594		1,592

Apex Bidco Limited (0.2%)*(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)	1,919		1,871		1,919
		Subordinated Senior Unsecured Term Loan (8.0% PIK, Acquired 01/20, Due 07/27)	275		270		275
			2,194		2,141		2,194

Apidos CLO XXIV, Series 2016-24A (0.5%)*(3) (31)	Multi-Sector Holdings	Subordinated Structured Notes (Residual Interest, current yield 19.24%, Acquired 02/22, Due 10/30)	18,358		7,557		6,946
			18,358		7,557		6,946

Aptus 1829. GmbH (0.4%)*(3) (7)	Chemicals, Plastics, & Rubber	First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 09/21, Due 09/27)(8) (16)	5,301		5,455		5,190
		Preferred Stock (13 shares, Acquired 09/21)			120		111
		Common Stock (48 shares, Acquired 09/21)			12		11
			5,301		5,587		5,312

Apus Bidco Limited (0.3%)*(3) (7) (8) (22)	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan (SONIA + 5.5%, 5.5% Cash, Acquired 02/21, Due 03/28)	3,793		3,877		3,725
			3,793		3,877		3,725

AQA Acquisition Holding, Inc. (1.5%)*(7) (8) (10)	High Tech Industries	Second Lien Senior Secured Term Loan (LIBOR + 7.5%, 8.0% Cash, Acquired 03/21, Due 03/29)	20,000		19,523		19,647
			20,000		19,523		19,647

Aquavista Watersides 2 LTD (0.5%)*(3) (7) (8) (22)	Transportation Services	First Lien Senior Secured Term Loan (SONIA + 6.0%, 6.1% Cash, Acquired 12/21, Due 12/28)	5,873		5,709		5,661
		Revolver (SONIA + 6.0%, 6.1% Cash, Acquired 12/21, Due 12/22)	—		(3)		(4)
		Second Lien Senior Secured Term Loan (SONIA + 10.5% PIK, Acquired 12/21, Due 12/28)	1,468		1,447		1,436
			7,341		7,153		7,093

Arch Global Precision LLC (0.7%)*(7) (8) (10)	Industrial Machinery	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.8% Cash, Acquired 04/19, Due 04/26)	9,248		9,244		9,155
			9,248		9,244		9,155

Archimede (0.6%)*(3) (7) (8) (16)	Consumer Services	First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 10/20, Due 10/27)	8,234		8,767		8,094
			8,234		8,767		8,094

Argus Bidco Limited (0.2%)*(3) (7) (8)	High Tech Industries	First Lien Senior Secured Term Loan (SONIA + 5.5%, 5.8% Cash, Acquired 12/20, Due 12/27)(21)	2,607		2,562		2,597
		First Lien Senior Secured Term Loan (LIBOR + 5.5%, 5.8% Cash, Acquired 05/21, Due 12/27)(10)	672		654		669
			3,279		3,216		3,266

Armstrong Transport Group (Pele Buyer, LLC ) (0.3%)*(7) (8) (10)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 06/19, Due 06/24)	4,015		3,962		3,948
			4,015		3,962		3,948

Arrow International, Inc. (1.1%)*(7) (8) (10) (31)	Hotel, Gaming & Leisure	First Lien Senior Secured Term Loan (LIBOR + 7.25%, 8.5% Cash, Acquired 02/22, Due 12/25)	15,000		15,000		15,000
			15,000		15,000		15,000

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~September 30, 2021~~March 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company(6)
Industry
Type of Investment(1) (2)
Principal
Amount Cost Fair
Value
Apus Bidco Limited (0.5%)*(3) (7) (8) (15)
Banking, Finance, Insurance & Real Estate First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.5% Cash, Acquired 02/21, Due 03/28) $ 3,884,134 $ 3,870,272 $ 3,796,407
3,884,134 3,870,272 3,796,407
AQA Acquisition Holding, Inc. (2.6%)*(7) (8) (11)
High Tech Industries Second Lien Senior Secured Term Loan (LIBOR + 7.5%, 8.0% Cash, Acquired 03/21, Due 03/29) 20,000,000 19,497,248 19,562,960
20,000,000 19,497,248 19,562,960
Arch Global Precision LLC (1.2%)*(7) (8) (9)
Industrial Machinery First Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.8% Cash, Acquired 04/19, Due 04/26) 9,271,049 9,266,657 9,271,049
9,271,049 9,266,657 9,271,049
Archimede (1.8%)*(3) (7) (8) (17)
Consumer Services First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 10/20, Due 10/27) 13,791,505 14,031,635 13,681,173
13,791,505 14,031,635 13,681,173
Argus Bidco Limited (0.4%)*(3) (7) (8)
High Tech Industries
First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.8% Cash, Acquired 12/20, Due 12/27)(14)
2,670,143 2,557,057 2,670,143
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 5.8% Cash, Acquired 05/21, Due 12/27)(11)
671,922 652,746 671,922
3,342,065 3,209,803 3,342,065
Armstrong Transport Group (Pele Buyer, LLC ) (1.0%)*(7) (8)
Air Freight & Logistics
First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 06/19, Due 06/24)(11)
5,276,562 5,216,040 5,171,031
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 07/20, Due 06/24)(12)
1,985,278 1,956,677 1,945,572
7,261,840 7,172,717 7,116,603
ASPEQ Heating Group LLC (1.2%)* (7) (8) (9)
Building Products, Air & Heating First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 11/19, Due 11/25) 8,631,440 8,537,756 8,631,440
8,631,440 8,537,756 8,631,440
Auxi International (0.3%)*(3) (7) (8)
Commercial Finance
First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 12/19, Due 12/26)(17)
1,622,530 1,519,223 1,534,913
First Lien Senior Secured Term Loan (SONIA + 6.25%, 6.3% Cash, Acquired 04/21, Due 12/26)(22)
903,395 896,358 854,611
2,525,925 2,415,581 2,389,524
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 10/26)(8) (11)
4,876,168 4,381,092 4,336,132
First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, 1.0% PIK, Acquired 08/18, Due 03/25)(8) (11)
748,251 690,105 689,191
First Lien Senior Secured Term Loan (5.0% Cash, 10.0% PIK, Acquired 11/20, Due 10/26) 5,376,135 5,256,382 6,464,802
11,000,554 10,327,579 11,490,125
BDP International, Inc. (f/k/a BDP Buyer, LLC) (2.0%)*(7) (8) (9)
Air Freight & Logistics First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/18, Due 12/24) 14,913,061 14,689,930 14,913,061
14,913,061 14,689,930 14,913,061
Beacon Pointe Advisors, LLC (0.1%)*(7) (8) (11)
Asset Manager & Custody Bank First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 03/20, Due 03/26) 989,250 971,944 968,847
989,250 971,944 968,847
Benify (Bennevis AB)
(0.2%)*(3) (7) (8) (18)
High Tech Industries First Lien Senior Secured Term Loan (STIBOR + 5.25%, 5.3% Cash, Acquired 07/19, Due 07/26) 1,330,990 1,221,376 1,330,990
1,330,990 1,221,376 1,330,990
Bidwax (0.8%)*(3) (7) (8) (16)
Non-durable Consumer Goods First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 02/21, Due 02/28) 6,142,435 6,141,227 6,010,836
6,142,435 6,141,227 6,010,836
BigHand UK Bidco Limited (0.1%)*(3) (7) (8) (15)
High Tech Industries First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.6% Cash, Acquired 01/21, Due 01/28) 904,698 878,496 879,072
904,698 878,496 879,072
Black Diamond Equipment Rentals LLC (1.4%)*(7) (25)
Equipment Rental Second Lien Loan (12.5% Cash, Acquired 12/20, Due 06/22) 10,000,000 10,000,000 10,000,000
Warrant (4.17 units, Acquired 12/20) 1,010,000 623,862
10,000,000 11,010,000 10,623,862
Bounteous, Inc. (0.9%)*(7) (8) (11)
Technology First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/21, Due 08/27) 6,886,364 6,740,007 6,736,364
6,886,364 6,740,007 6,736,364


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
ASPEQ Heating Group LLC (0.6%)*(7) (8) (9)	Building Products, Air & Heating	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 11/19, Due 11/25)	$	8,435	$	8,353	$	8,435
			8,435		8,353		8,435

Astra Bidco Limited (0.2%)*(3) (7) (8) (21)	Healthcare	First Lien Senior Secured Term Loan (SONIA + 5.75%, 5.8% Cash, Acquired 11/21, Due 11/28)	2,148		2,089		2,068
			2,148		2,089		2,068

Auxi International (0.2%)*(3) (7) (8)	Commercial Finance	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 12/19, Due 12/26)(17)	1,558		1,522		1,418
		First Lien Senior Secured Term Loan (SONIA + 6.25%, 6.3% Cash, Acquired 04/21, Due 12/26)(22)	882		898		803
			2,440		2,420		2,221

Avance Clinical Bidco Pty Ltd (0.2%)*(3) (7) (8) (24)	Healthcare	First Lien Senior Secured Term Loan (BBSY + 5.5%, 6.0% Cash, Acquired 11/21, Due 11/27)	2,651		2,395		2,543
			2,651		2,395		2,543

Aviation Technical Services, Inc.(1.9%)*(7) (8) (9) (31)	Aerospace & Defense	Second Lien Senior Secured Term Loan (LIBOR + 2.0%, 2.2% Cash, 6.5% PIK, Acquired 02/22, Due 03/25)	27,042		25,699		25,690
			27,042		25,699		25,690

AVSC Holding Corp. (0.9%)*	Advertising	First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, 0.25% PIK, Acquired 08/18, Due 03/25)(8) (10)	4,857		4,430		4,570
		First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, 1.0% PIK, Acquired 08/18, Due 10/26)(8) (10)	748		695		711
		First Lien Senior Secured Term Loan (5.0% Cash, 10.0% PIK, Acquired 11/20, Due 10/26)	5,651		5,542		6,518
			11,256		10,667		11,799

Azalea Buyer, Inc. (0.4%)*(7)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 11/21, Due 11/27)(8) (10)	4,606		4,500		4,507
		Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 11/21, Due 11/27)(8) (10)	—		(9)		(9)
		Subordinated Term Loan (12.0% PIK, Acquired 11/21, Due 05/28)	1,260		1,235		1,237
		Common Stock (192,307.7 shares, Acquired 11/21)			192		192
			5,866		5,918		5,927

Bariacum S.A. (0.5%)*(3) (7) (8) (16)	Consumer Products	First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 11/21, Due 11/28)	6,342		6,243		6,139
			6,342		6,243		6,139

BDP International, Inc. (f/k/a BDP Buyer, LLC) (2.0%)*(7) (8) (9)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/18, Due 12/24)	14,812		14,621		14,812
			14,812		14,621		14,812

Benify (Bennevis AB) (0.1%)*(3) (7) (8) (26)	High Tech Industries	First Lien Senior Secured Term Loan (STIBOR + 5.25%, 5.3% Cash, Acquired 07/19, Due 07/26)	1,249		1,223		1,249
			1,249		1,223		1,249

Beyond Risk Management, Inc. (0.2%)*(7) (8) (10)	Other Financial	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.3% Cash, Acquired 10/21, Due 10/27)	2,427		2,345		2,343
			2,427		2,345		2,343

Bidwax (0.6%)*(3) (7) (8) (16)	Non-durable Consumer Goods	First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 02/21, Due 02/28)	7,789		8,069		7,603
			7,789		8,069		7,603

BigHand UK Bidco Limited (0.3%)*(3) (7) (8) (21)	High Tech Industries	First Lien Senior Secured Term Loan (SONIA + 5.5%, 5.5% Cash, Acquired 01/21, Due 01/28)	3,416		3,360		3,313
			3,416		3,360		3,313

Bounteous, Inc. (0.1%)*(7) (8) (10)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/21, Due 08/27)	1,905		1,817		1,823
			1,905		1,817		1,823

Brightline Trains Florida LLC (0.4%)*(7)	Transportation	Senior Secured Note (8.0% Cash, Acquired 08/21, Due 01/28)	5,000		5,000		4,825
			5,000		5,000		4,825

Brightpay Limited (0.2%)*(3) (7) (8) (16)	Technology	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 10/21, Due 10/28)	2,058		2,078		2,012
			2,058		2,078		2,012

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~September 30, 2021~~March 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company(6)
Industry
Type of Investment(1) (2)
Principal
Amount Cost Fair
Value
Brightline Trains Florida LLC (0.7%)* Transportation Senior Secured Note (8.0% Cash, Acquired 08/21, Due 01/28) $ 5,000,000 $ 5,000,000 $ 4,941,125
5,000,000 5,000,000 4,941,125
British Airways 2020-1 Class B Pass Through Trust (0.1%)* Airlines Structured Secured Note - Class B (8.4% Cash, Acquired 11/20, Due 11/28) 836,486 836,486 979,265
836,486 836,486 979,265
British Engineering Services Holdco Limited (2.1%)*(3) (7) (8) (15)
Commercial Services & Supplies First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 7.0% Cash, Acquired 12/20, Due 12/27) 15,460,203 15,064,588 15,270,266
15,460,203 15,064,588 15,270,266
Brown Machine Group Holdings, LLC (0.9%)*(7) (8) (10)
Industrial Equipment First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/18, Due 10/24) 6,633,915 6,583,092 6,633,915
6,633,915 6,583,092 6,633,915
Cadent, LLC (f/k/a Cross MediaWorks) (0.9%)*(7) (8) (9)
Media & Entertainment First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 09/18, Due 09/23) 6,913,258 6,884,704 6,913,258
6,913,258 6,884,704 6,913,258
Canadian Orthodontic Partners Corp.(0.2%)*(3) (7) (8) (21)
Healthcare First Lien Senior Secured Term Loan (CDOR + 6.5%, 7.5% Cash, Acquired 06/21, Due 03/26) 1,639,329 1,694,919 1,623,146
1,639,329 1,694,919 1,623,146
Carlson Travel, Inc (1.2%)* Business Travel Management First Lien Senior Secured Note (6.8% Cash, Acquired 09/20, Due 12/25) 3,000,000 2,362,500 2,670,000
Super Senior Secured Term Loan (10.5% Cash, Acquired 12/20, Due 3/25) 5,915,060 5,838,792 6,210,813
Common Stock (1,962 units, Acquired 11/20)(7)
88,290 1,962
8,915,060 8,289,582 8,882,775
Centralis Finco S.a.r.l. (0.1%)*(3) (7) (8) (16)
Diversified Financial Services First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/20, Due 05/27) 822,090 737,261 822,090
822,090 737,261 822,090
Cineworld Group PLC
(1.5%)*(3)
Leisure Products
First Lien Senior Secured Term Loan (LIBOR + 2.5%, 3.5% Cash, 2.5% PIK, Acquired 04/20, Due 02/25)(8) (12)
9,049,339 6,354,276 7,438,013
Super Senior Secured Term Loan (7.0% Cash, 8.3% PIK, Acquired 11/20, Due 05/24) 1,749,570 1,544,114 2,157,079
Super Senior Secured Term Loan (8.25% Cash, 9.3% Cash, Acquired 07/21, Due 05/24) 993,503 957,944 1,060,565
Warrants (553,375 units, Acquired 12/20) 101,602 274,581
11,792,412 8,957,936 10,930,238
Classic Collision (Summit Buyer, LLC) (2.3%)*(7) (8) (11)
Auto Collision Repair Centers First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 01/20, Due 01/26) 17,484,670 17,197,300 17,125,253
17,484,670 17,197,300 17,125,253
CM Acquisitions Holdings Inc. (2.6%)*(7) (8) (9)
Internet & Direct Marketing First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/19, Due 05/25) 19,154,411 18,913,478 19,154,412
19,154,411 18,913,478 19,154,412
CMT Opco Holding, LLC (Concept Machine) (0.6%)*(7) (8)
Distributors
First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/20, Due 01/25)(11)
4,144,368 4,086,284 4,044,903
LLC Units (8,782 units, Acquired 01/20) 351,709 276,457
4,144,368 4,437,993 4,321,360
Command Alkon (Project Potter Buyer, LLC) (2.8%)*(7) (8)
Software
First Lien Senior Secured Term Loan (LIBOR + 8.25%, 9.3% Cash, Acquired 04/20, Due 04/27)(9)
20,795,747 20,250,117 20,400,377
Class A Units (90.384 units, Acquired 04/20) 90,384 100,961
Class B Units (33,324.69 units, Acquired 04/20) — 8,260
20,795,747 20,340,501 20,509,598
Contabo Finco S.À R.L (0.2%)*(3) (7) (8) (16)
Internet Software & Services First Lien Senior Secured Term Loan (EURIBOR + 4.75%, 4.8% Cash, Acquired 10/19, Due 10/26) 1,405,059 1,314,934 1,405,059
1,405,059 1,314,934 1,405,059
Coyo Uprising GmbH (1.2%)*(3) (7)
Technology
First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 09/21, Due 09/28)(8) (16)
8,195,509 8,050,115 7,956,473
Class A Units (440.0 units, Acquired 09/21) 205,333 202,537
Class B Units (191.0 units, Acquired 09/21) 445,883 439,388
8,195,509 8,701,331 8,598,398


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

BrightSign LLC (0.6%)*(7)	Media & Entertainment	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 10/21, Due 10/27)(8) (10)	$	6,779	$	6,707	$	6,664
		Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 10/21, Due 10/27)(8) (10)	—		(12)		(23)
		LLC units (1,107,492.71 units, Acquired 10/21)			1,107		1,107
			6,779		7,802		7,748

British Airways 2020-1 Class B Pass Through Trust (0.1%)*	Airlines	Structured Secured Note - Class B (8.4% Cash, Acquired 11/20, Due 11/28)	783		783		862
			783		783		862

British Engineering Services Holdco Limited (1.1%)*(3) (7) (8) (22)	Commercial Services & Supplies	First Lien Senior Secured Term Loan (SONIA + 7.03%, 7.0% Cash, Acquired 12/20, Due 12/27)	15,097		15,094		14,689
			15,097		15,094		14,689

Brook & Whittle Holding Corp.(0.1%)* (7) (8) (10) (31)	Containers, Packaging & Supplies	First Lien Senior Secured Term Loan (LIBOR + 4.0%, 4.5% Cash, Acquired 02/22, Due 12/28)	1,994		1,974		1,944
			1,994		1,974		1,944

Brown Machine Group Holdings, LLC (0.5%)*(7) (8) (10)	Industrial Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/18, Due 10/24)	6,281		6,240		6,281
			6,281		6,240		6,281

Cadent, LLC (f/k/a Cross MediaWorks) (0.5%)*(7) (8) (9)	Media & Entertainment	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 09/18, Due 09/23)	6,913		6,892		6,913
			6,913		6,892		6,913

CAi Software, LLC (0.7%)*(7) (8) (10)	Technology	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/21, Due 12/28)	9,057		8,882		8,894
		Revolver (LIBOR + 6.25%, 7.3% Cash, Acquired 12/21, Due 12/28)	—		(18)		(17)
			9,057		8,864		8,877

Canadian Orthodontic Partners Corp.(0.1%)*(3) (7) (8) (25)	Healthcare	First Lien Senior Secured Term Loan (CDOR + 6.5%, 7.5% Cash, Acquired 06/21, Due 03/26)	1,703		1,741		1,666
			1,703		1,741		1,666

Cardenas Markets, LLC (0.1%)*(7) (8) (10) (31)	Retail	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 02/22, Due 06/27)	1,990		1,985		1,950
			1,990		1,985		1,950

Carlson Travel, Inc (0.7%)*	Business Travel Management	First Lien Senior Secured Note (8.5% Cash, Acquired 11/21, Due 11/26)	6,050		5,670		5,959
		Common Stock (94,155 shares, Acquired 11/21)			1,655		2,787
			6,050		7,325		8,746

Centralis Finco S.a.r.l. (0.1%)*(3) (7) (8) (16)	Diversified Financial Services	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/20, Due 05/27)	789		740		789
			789		740		789

Ceres Pharma NV (0.1%)*(3) (7) (8) (17)	Pharmaceuticals	First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 10/21, Due 10/28)	1,342		1,285		1,254
			1,342		1,285		1,254

CGI Parent, LLC (1.4%)*(7)	Business Equipment & Services	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 02/22, Due 02/28)(8) (10)	17,796		17,446		17,440
		Revolver (LIBOR + 5.5%, 6.5% Cash, Acquired 02/22, Due 02/28)(8) (10)	441		408		408
		Preferred Stock (551 shares, Acquired 02/22)			551		551
			18,237		18,405		18,399

Cineworld Group PLC (0.2%)*(3)	Leisure Products	Super Senior Secured Term Loan (7.0% Cash, 8.3% PIK, Acquired 11/20, Due 05/24)	1,824		1,640		2,152
		Super Senior Secured Term Loan (LIBOR + 8.25% Cash, 9.3% Cash, Acquired 07/21, Due 02/25)(8) (11)	994		964		1,056
		Warrants (553,375 units, Acquired 12/20)			102		84
			2,818		2,706		3,292

Classic Collision (Summit Buyer, LLC) (0.5%)*(7) (8) (10)	Auto Collision Repair Centers	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/20, Due 01/26)	6,640		6,528		6,526
			6,640		6,528		6,526

CM Acquisitions Holdings Inc. (1.4%)*(7) (8) (19)	Internet & Direct Marketing	First Lien Senior Secured Term Loan (SOFR + 4.75%, 5.8% Cash, Acquired 05/19, Due 05/25)	19,106		18,911		18,819
			19,106		18,911		18,819

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~September 30, 2021~~March 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company(6)
Industry
Type of Investment(1) (2)
Principal
Amount Cost Fair
Value
Crash Champions (0.7%)*(7) (8) (11)
Automotive First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 08/25) $ 5,000,000 $ 4,908,699 $ 4,900,000
5,000,000 4,908,699 4,900,000
CSL DualCom (0.2%)*(3) (7) (8) (15)
Tele-communications First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.5% Cash, Acquired 09/20, Due 09/27) 1,335,409 1,200,892 1,289,220
1,335,409 1,200,892 1,289,220
Custom Alloy Corporation (4.8%)*(7) (25)
Manufacturer of Pipe Fittings & Forgings Second Lien Loan (15.0% PIK, Acquired 12/20, Due 04/22) 45,000,185 37,043,142 32,850,135
Revolver (15.0% PIK, Acquired 12/20, Due 04/22) 4,255,152 3,737,652 3,106,261
49,255,337 40,780,794 35,956,396
CW Group Holdings, LLC (0.4%)*(7)
High Tech Industries
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 01/21, Due 01/27)(8) (11)
2,826,882 2,769,209 2,826,882
LLC Units (161,290.32 units, Acquired 01/21) 161,290 142,742
2,826,882 2,930,499 2,969,624
Dart Buyer, Inc. (1.6%)*(3) (7) (8) (11)
Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 04/19, Due 04/25) 12,217,301 12,035,364 12,012,230
12,217,301 12,035,364 12,012,230
Discovery Education, Inc. (2.5%)*(7) (8) (11)
Publishing First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/20, Due 10/26) 18,845,063 18,558,807 18,845,063
18,845,063 18,558,807 18,845,063
Distinct Holdings, Inc. (0.9%)*(7) (8) (9)
Systems Software First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 04/19, Due 12/23) 6,880,088 6,835,922 6,756,247
6,880,088 6,835,922 6,756,247
Dragon Bidco (0.4%)*(3) (7) (8) (17)
Technology First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 04/21, Due 04/28) 2,781,480 2,806,726 2,721,795
2,781,480 2,806,726 2,721,795
DreamStart Bidco SAS (d/b/a SmartTrade) (0.3%)*(3) (7) (8) (17)
Diversified Financial Services First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 03/20, Due 03/27) 2,150,323 1,984,101 2,109,444
2,150,323 1,984,101 2,109,444
Dune Group (0.5%)*(3) (7) (8)
Health Care Equipment
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 5.8% Cash, Acquired 09/21, Due 09/28)(11)
3,530,280 3,468,520 3,468,500
First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 09/21, Due 09/28)(16)
(35,248) (34,769)
3,530,280 3,433,272 3,433,731
Dwyer Instruments, Inc. (1.1%)*(7) (8) (11)
Electric
First Lien Senior Secured Term Loan (LIBOR + 5.50%, 6.3% Cash, Acquired 07/21, Due 07/27) 8,036,902 7,858,620 7,851,810
8,036,902 7,858,620 7,851,810
Ellkay, LLC (0.7%)*(7) (8) (11)
Healthcare & Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 09/21, Due 09/27) 5,000,000 4,900,303 4,900,000
5,000,000 4,900,303 4,900,000
Entact Environmental Services, Inc. (0.8%)*(7) (8) (11)
Environmental Industries First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 02/21, Due 12/25) 5,719,232 5,668,597 5,679,198
5,719,232 5,668,597 5,679,198
EPS NASS Parent, Inc. (0.8%)*(7) (8) (11)
Electrical Components & Equipment First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 04/21, Due 04/28) 5,827,510 5,687,300 5,718,409
5,827,510 5,687,300 5,718,409
F24 (Stairway BidCo Gmbh) (0.2%)*(3) (7) (8) (16)
Software Services First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 08/20, Due 08/27) 1,651,516 1,645,146 1,651,516
1,651,516 1,645,146 1,651,516
Ferrellgas L.P. (0.4%)*(3) (7)
Oil & Gas Equipment & Services OpCo Preferred Units (2,886 units, Acquired 03/21) 2,799,420 2,972,580
2,799,420 2,972,580
Fineline Technologies, Inc. (0.2%)*(7) (8) (11)
Consumer Services First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 02/21, Due 02/28) 1,309,000 1,285,229 1,309,000
1,309,000 1,285,229 1,309,000
FitzMark Buyer, LLC (0.6%)*(7) (8) (11)
Cargo & Transportation First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.5% Cash, Acquired 12/20, Due 12/26) 4,269,265 4,193,607 4,260,727
4,269,265 4,193,607 4,260,727


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

CMT Opco Holding, LLC (Concept Machine) (0.3%)*(7) (8)	Distributors	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/20, Due 01/25)(10)	$	4,144	$	4,094	$	3,894
		LLC Units (8,782 units, Acquired 01/20)			352		72
			4,144		4,446		3,966

Coastal Marina Holdings, LLC (1.4%)*(7)	Other Financial	Subordinated Term Loan (10.0% PIK, Acquired 11/21, Due 11/31)	4,901		4,472		4,447
		Subordinated Term Loan (8.0% Cash, Acquired 11/21, Due 11/31)	13,044		11,873		11,830
		LLC Units (547,591 units, Acquired 11/21)			1,643		2,177
			17,945		17,988		18,454

Cobham Slip Rings SAS (0.1%)*(3) (7) (8) (10)	Diversified Manufacturing	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 11/21, Due 11/28)	1,303		1,273		1,276
			1,303		1,273		1,276

Command Alkon (Project Potter Buyer, LLC) (1.0%)*(7)	Software	First Lien Senior Secured Term Loan (LIBOR + 8.25%, 9.3% Cash, Acquired 04/20, Due 04/27)(8) (9)	13,708		13,265		13,602
		Class A Units (90.384 units, Acquired 04/20)			90		101
		Class B Units (33,324.69 units, Acquired 04/20)			—		199
			13,708		13,355		13,902

Contabo Finco S.À R.L (0.4%)*(3) (7) (8) (16)	Internet Software & Services	First Lien Senior Secured Term Loan (EURIBOR 5.25%, 5.3% Cash, Acquired 11/21, Due 10/26)	5,821		5,768		5,733
			5,821		5,768		5,733

Core Scientific, Inc. (1.5%)*(3) (7)	Technology	First Lien Senior Secured Term Loan (9.8% Cash, Acquired 03/22, Due 03/25)	20,000		20,200		20,000
			20,000		20,200		20,000

Coyo Uprising GmbH (0.4%)*(3) (7)	Technology	First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, 3.5% PIK, Acquired 09/21, Due 09/28)(8) (16)	4,043		4,137		3,932
		Class A Units (440.0 units, Acquired 09/21)			205		199
		Class B Units (191.0 units, Acquired 09/21)			446		523
			4,043		4,788		4,654

CPI International, Inc. (0.6%)*(7) (8) (10) (31)	Aerospace & Defense	Second Lien Senior Secured Term Loan (LIBOR + 7.25%, 8.3% Cash, Acquired 02/22, Due 07/25)	8,575		7,975		7,975
			8,575		7,975		7,975

Crash Champions (0.9%)*(7) (8) (10)	Automotive	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 08/25)	11,609		11,262		11,129
			11,609		11,262		11,129

CSL DualCom (0.1%)*(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)	1,304		1,205		1,270
			1,304		1,205		1,270

CT Technologies Intermediate Holdings, Inc. (0.4%)*(8) (9) (31)	Healthcare	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.0% Cash, Acquired 02/22, Due 12/25)	4,975		4,968		4,924
			4,975		4,968		4,924

Custom Alloy Corporation (2.2%)*(7) (29)	Manufacturer of Pipe Fittings & Forgings	Second Lien Loan (15.0% PIK, Acquired 12/20, Due 04/22)(28)	52,244		42,162		26,122
		Revolver (15.0% PIK, Acquired 12/20, Due 04/22)(28)	4,940		4,222		2,470
			57,184		46,384		28,592

CVL 3 (0.3%)*(3) (7) (8)	Capital Equipment	First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28)(16)	1,947		1,928		1,903
		First Lien Senior Secured Term Loan (SOFR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28)(19)	1,142		1,115		1,116
		6-Month Bridge Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 06/22)(16)	779		787		771
			3,868		3,830		3,790

CW Group Holdings, LLC (0.2%)*(7)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 01/21, Due 01/27)(8) (10)	2,810		2,758		2,659
		LLC Units (161,290.32 units, Acquired 01/21)			161		99
			2,810		2,919		2,758

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~September 30, 2021~~March 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company(6)
Industry
Type of Investment(1) (2)
Principal
Amount Cost Fair
Value
Foundation Risk Partners, Corp.
(1.6%)*(7) (8) (11)
Financial Services First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 09/20, Due 11/23) $ 10,255,784 $ 10,095,792 $ 10,255,784
Second Lien Senior Secured Term Loan (LIBOR + 8.5%, 9.5% Cash, Acquired 09/20, Due 11/24) 1,722,221 1,612,762 1,722,221
11,978,005 11,708,554 11,978,005
FragilePak LLC (0.7%)*(7)
Transportation Services
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 05/27)(8) (11)
4,696,562 4,512,234 4,524,567
Partnership Units (937.5 units, Acquired 05/21) 937,500 925,895
4,696,562 5,449,734 5,450,462
FSS Buyer LLC (1.3%)*(7)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 08/21, Due 08/28)(8) (11)
9,937,347 9,740,595 9,738,600
LP Interest (1,160.9 units, Acquired 08/21) 11,609 11,609
LP Units (460,652.6 units, Acquired 08/21) 51,043 51,043
9,937,347 9,803,247 9,801,252
GTM Intermediate Holdings, Inc. (2.1%)*(7) (25)
Medical Equipment Manufacturer Second Lien Loan (11.0% Cash, 1.0% PIK, Acquired 12/20, Due 12/24) 11,470,743 11,419,586 11,470,743
Series A Preferred Units (923,347.4 units) 1,446,615 1,652,792
Series C Preferred Units (460,652.6 units) 721,708 815,355
Common Stock (2 shares, Acquired 12/20) 1,078,778 1,367,408
11,470,743 14,666,687 15,306,298
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) 1,040,300 963,345 998,251
1,040,300 963,345 998,251
Halo Technology Bidco, Inc. (0.5%)*(7) (8) (11)
Technology First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 06/21, Due 06/27) 3,491,250 3,440,704 3,443,245
3,491,250 3,440,704 3,443,245
Hawaiian Airlines 2020-1 Class B Pass Through Certificates (0.9%)* Airlines Structured Secured Note - Class B (11.3% Cash, Acquired 08/20, Due 09/25) 6,092,593 6,092,593 6,969,067
6,092,593 6,092,593 6,969,067
Heartland, LLC (1.9%)*(7) (8) (11)
Business Services First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 08/19, Due 08/25) 14,110,797 14,004,910 13,828,581
14,110,797 14,004,910 13,828,581
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.)) (2.5%)*(3) (7) (8) (17)
Insurance First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 09/19, Due 09/26) 19,213,820 18,820,387 18,785,948
19,213,820 18,820,387 18,785,948
Highpoint Global LLC (0.7%)*(7) (25)
Government Services Second Lien Note (12.0% Cash, 2.0% PIK, Acquired 12/20, Due 09/22) 5,388,708 5,367,477 5,388,708
5,388,708 5,367,477 5,388,708
Holley Performance Products (Holley Purchaser, Inc.) (2.3%)*(7) (8) (11)
Automotive Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 5.0%, 5.1% Cash, Acquired 10/18, Due 10/25) 16,826,972 16,671,230 16,826,972
16,826,972 16,671,230 16,826,972
Home Care Assistance, LLC (0.5%)*(7) (8) (11)
Healthcare & Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 03/21, Due 03/27) 3,657,138 3,586,189 3,593,290
3,657,138 3,586,189 3,593,290
HTI Technology & Industries (2.0%)* (7) (25)
Electronic Component Manufacturing Second Lien Note (12.0% Cash, 4.8% PIK, Acquired 12/20, Due 09/24) 15,080,025 14,575,226 14,739,945
15,080,025 14,575,226 14,739,945
HW Holdco, LLC (Hanley Wood LLC) (1.0%)*(7) (8) (10)
Advertising First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 12/18, Due 12/24) 7,450,605 7,343,894 7,450,605
7,450,605 7,343,894 7,450,605
IGL Holdings III Corp. (1.3%)*(7) (8) (11)
Commercial Printing First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/20, Due 11/26) 10,179,318 9,933,240 9,907,568
10,179,318 9,933,240 9,907,568
IM Analytics Holding, LLC (d/b/a NVT) (0.8%)*(7) (8)
Electronic Instruments & Components
First Lien Senior Secured Term Loan (LIBOR + 7.0%, 8.0% Cash, Acquired 11/19, Due 11/23)(11)
8,147,000 8,100,534 6,256,896
Warrant (68,950 units, Acquired 11/19) — —
8,147,000 8,100,534 6,256,896


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Dart Buyer, Inc. (1.0%)*(7) (8) (10)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 04/19, Due 04/25)	$	13,438	$	13,280	$	13,438
			13,438		13,280		13,438

DataOnline Corp. (1.3%)*(7) (8) (10) (31)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 02/22, Due 11/25)	14,700		14,700		14,700
		Revolver (LIBOR + 6.25%, 7.3% Cash, Acquired 02/22, Due 11/25)	2,143		2,143		2,143
			16,843		16,843		16,843

DecksDirect, LLC (0.1%)*(7)	Building Materials	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 12/21, Due 12/26)(8) (9)	727		713		714
		Revolver (LIBOR + 6.0%, 7.0% Cash, Acquired 12/21, Due 12/26)(8) (10)	160		156		156
		LLC Units (1,280.8 units, Acquired 12/21)			55		55
			887		924		925

Discovery Education, Inc. (0.9%)*(7) (8) (10)	Publishing	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/20, Due 10/26)	11,785		11,622		11,785
			11,785		11,622		11,785

Distinct Holdings, Inc. (0.5%)*(7) (8) (9)	Systems Software	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 04/19, Due 12/23)	6,880		6,845		6,687
			6,880		6,845		6,687

Dragon Bidco (0.8%)*(3) (7) (8) (17)	Technology	First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 04/21, Due 04/28)	11,127		10,883		10,848
			11,127		10,883		10,848

DreamStart Bidco SAS (d/b/a SmartTrade) (0.2%)*(3) (7) (8) (17)	Diversified Financial Services	First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 03/20, Due 03/27)	2,366		2,297		2,341
			2,366		2,297		2,341

Dryden 43 Senior Loan Fund, Series 2016-43A (0.2%)*(3) (31)	Multi-Sector Holdings	Subordinated Structured Notes (Residual Interest, current yield 10.8%, Acquired 02/22, Due 04/34)	3,620		2,454		2,296
			3,620		2,454		2,296

Dryden 49 Senior Loan Fund, Series 2017-49A (0.6%)*(3) (31)	Multi-Sector Holdings	Subordinated Structured Notes (Residual Interest, current yield 14.7%, Acquired 02/22, Due 07/30)	17,233		7,934		7,548
			17,233		7,934		7,548

Dune Group (0.1%)*(3) (7) (8)	Health Care Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.0% Cash, Acquired 09/21, Due 09/28)(10)	1,230		1,210		1,212
		First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 09/21, Due 09/28)(16)	129		107		112
			1,359		1,317		1,324

Dwyer Instruments, Inc. (0.3%)*(7) (8) (10)	Electric	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 07/21, Due 07/27)	4,551		4,460		4,471
			4,551		4,460		4,471

Echo Global Logistics, Inc. (1.1%)*(7)	Air Transportation	Second Lien Senior Secured Term Loan (LIBOR + 7.25%, 7.8% Cash, Acquired 11/21, Due 11/29)(8) (9)	14,469		14,224		14,246
		Partnership Equity (530.92 units, Acquired 11/21)			531		531
			14,469		14,755		14,777

Ellkay, LLC (0.4%)*(7) (8) (10)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 09/21, Due 09/27)	4,975		4,883		4,894
			4,975		4,883		4,894

EMI Porta Holdco LLC (0.8%)*(7) (8) (10)	Diversified Manufacturing	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)	10,822		10,401		10,430
		Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)	605		549		552
			11,427		10,950		10,982

Entact Environmental Services, Inc. (0.4%)*(7) (8) (10)	Environmental Industries	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 02/21, Due 12/25)	5,690		5,645		5,554
			5,690		5,645		5,554

Envision Healthcare Corporation (0.0%)*(8) (9) (31)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (LIBOR + 3.75%, 4.2% Cash, Acquired 02/22, Due 10/25)	48		37		32
			48		37		32

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~September 30, 2021~~March 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company(6)
Industry
Type of Investment(1) (2)
Principal
Amount Cost Fair
Value
IM Square (0.9%)*(3) (7) (8) (16)
Banking, Finance, Insurance & Real Estate First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 05/28) $ 7,185,490 $ 7,214,070 $ 7,023,198
7,185,490 7,214,070 7,023,198
IMIA Holdings, Inc. (2.0%)*(7) (8) (11)
Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 04/21, Due 04/27) 14,925,000 14,645,916 14,835,450
14,925,000 14,645,916 14,835,450
Innovad Group II BV (0.8%)*(3) (7) (8) (16)
Beverage, Food & Tobacco First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 04/21, Due 04/28) 6,375,256 6,314,463 6,203,703
6,375,256 6,314,463 6,203,703
INOS 19-090 GmbH (0.7%)*(3) (7) (8) (16)
Aerospace & Defense First Lien Senior Secured Term Loan (EURIBOR + 6.13%, 6.1% Cash, Acquired 12/20, Due 12/27) 5,371,919 5,490,210 5,356,008
5,371,919 5,490,210 5,356,008
ISS#2, LLC (d/b/a Industrial Services Solutions) (0.9%)*(7) (8) (11)
Commercial Services & Supplies First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 02/20, Due 02/26) 6,736,785 6,634,234 6,346,052
6,736,785 6,634,234 6,346,052
Jade Bidco Limited (Jane's)
(1.1%)*(3) (7) (8)
Aerospace & Defense
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 6.0% Cash, Acquired 11/19, Due 12/26)(12)
7,241,738 7,093,269 7,167,612
First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 11/19, Due 12/26)(17)
1,338,894 1,252,089 1,325,189
8,580,632 8,345,358 8,492,801
Jedson Engineering, Inc. (0.4%)*(7) (25)
Engineering & Construction Management First Lien Loan (12.0% Cash, Acquired 12/20, Due 06/24) 2,650,000 2,650,000 2,650,000
2,650,000 2,650,000 2,650,000
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) 4,443,386 4,443,386 5,199,273
4,443,386 4,443,386 5,199,273
JF Acquisition, LLC (0.5%)*(7) (8) (11)
Automotive First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 07/24) 3,875,565 3,746,453 3,808,533
3,875,565 3,746,453 3,808,533
Kano Laboratories LLC (1.2%)*(7)
Chemicals, Plastics & Rubber
First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 11/20, Due 09/26)(8) (11)
8,779,520 8,548,054 8,779,520
Partnership Equity (203.2 units, Acquired 11/20) 203,198 230,306
8,779,520 8,751,252 9,009,826
Kene Acquisition, Inc. (En Engineering) (1.0%)*(7) (8) (9)
Oil & Gas Equipment & Services First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 08/19, Due 08/26) 7,243,172 7,138,286 7,243,172
7,243,172 7,138,286 7,243,172
Kona Buyer, LLC (3.3%)*(7) (8) (11)
High Tech Industries First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 12/20, Due 12/27) 24,244,318 23,708,135 24,244,318
24,244,318 23,708,135 24,244,318
LAF International (0.2%)*(3) (7) (8) (17)
Healthcare & Pharmaceuticals First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 03/21, Due 03/28) 1,506,635 1,542,469 1,470,291
1,506,635 1,542,469 1,470,291
Learfield Communications, LLC (1.1%)* Broadcasting
First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, Acquired 08/20, Due 12/23)(8) (9)
135,734 95,692 130,068
First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.0% Cash, 10.2% PIK, Acquired 08/20, Due 12/23)(11)
7,754,000 7,704,071 7,783,077
7,889,734 7,799,763 7,913,145
Legal Solutions Holdings (1.5%)*(7) (24) (25)
Business Services Senior Subordinated Loan (16.0% PIK, Acquired 12/20, Due 03/22) 11,371,442 10,129,207 11,030,298
11,371,442 10,129,207 11,030,298
LivTech Purchaser, Inc. (0.1%)*(7) (8) (11)
Business Services First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/21, Due 12/25) 918,023 907,182 905,523
918,023 907,182 905,523
MC Group Ventures Corporation (0.6%)*(7)
Business Services
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 07/21, Due 06/27)(8) (11)
3,703,504 3,595,340 3,613,089
Partnership Units (746.66 Units, Acquired 06/21) 746,662 746,660
3,703,504 4,342,002 4,359,749


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
EPS NASS Parent, Inc. (0.4%)*(7) (8) (10)	Electrical Components & Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 04/21, Due 04/28)	$	5,798	$	5,685	$	5,711
			5,798		5,685		5,711

eShipping, LLC (0.3%)*(7) (8)	Transportation Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 11/27)(9)	3,854		3,744		3,759
		Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 11/27)(10)	663		635		637
			4,517		4,379		4,396

Events Software BidCo Pty Ltd (0.1%)*(3) (7) (8) (24)	Technology	First Lien Senior Secured Term Loan (BBSY + 5.5%, 5.5% Cash, Acquired 03/22, Due 03/28)	1,924		1,850		1,852
			1,924		1,850		1,852

F24 (Stairway BidCo Gmbh) (0.1%)*(3) (7) (8) (16)	Software Services	First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 08/20, Due 08/27)	1,586		1,651		1,586
			1,586		1,651		1,586

Ferrellgas L.P. (0.2%)*(3) (7)	Oil & Gas Equipment & Services	OpCo Preferred Units (2,886 units, Acquired 03/21)			2,799		3,030
					2,799		3,030

Fineline Technologies, Inc. (0.1%)*(7) (8) (10)	Consumer Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 02/21, Due 02/28)	1,302		1,281		1,302
			1,302		1,281		1,302

Finexvet (0.1%)*(3) (7) (8) (16)	Consumer Cyclical	First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 03/22, Due 03/29)	1,536		1,458		1,467
			1,536		1,458		1,467

FinThrive Software Intermediate Holdings Inc. (0.5%)*	Business Equipment & Services	Preferred Stock (6,582.7 shares, Acquired 03/22)			7,263		7,263
					7,263		7,263

FitzMark Buyer, LLC (0.3%)*(7) (8) (10)	Cargo & Transportation	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 12/20, Due 12/26)	4,259		4,189		4,173
			4,259		4,189		4,173

Flexential Issuer, LLC (1.1%)*	Information Technology	Structured Secured Note - Class C (6.9% Cash, Acquired 11/21, Due 11/51)	16,000		14,822		15,040
			16,000		14,822		15,040

FragilePak LLC (0.4%)*(7)	Transportation Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 05/27)(8) (10)	4,685		4,515		4,298
		Partnership Units (937.5 units, Acquired 05/21)			938		808
			4,685		5,453		5,106

Front Line Power Construction LLC (0.3%)*	Construction Machinery	First Lien Senior Secured Term Loan (LIBOR + 12.5%, 13.5% Cash, Acquired 11/21, Due 11/28)(7) (8) (10)	4,000		3,876		3,880
		Common Stock (50,848 shares, Acquired 11/21)			130		94
			4,000		4,006		3,974

FSS Buyer LLC (0.5%)*(7)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 08/21, Due 08/28)(8) (10)	6,895		6,762		6,784
		LP Interest (1,160.9 units, Acquired 08/21)			12		12
		LP Units (5,104.32 units, Acquired 08/21)			51		51
			6,895		6,825		6,847

GC EOS Buyer Inc. (0.2%)*(8) (9) (31)	Automotive	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.0% Cash, Acquired 02/22, Due 08/25)	2,481		2,479		2,448
			2,481		2,479		2,448

GTM Intermediate Holdings, Inc. (1.0%)*(7) (29)	Medical Equipment Manufacturer	Second Lien Loan (11.0% Cash, 1.0% PIK, Acquired 12/20, Due 12/24)	11,540		11,489		11,309
		Series A Preferred Units (923,347.4 units, Acquired 12/20)			2,166		1,391
		Series C Preferred Units (460,652.6 units, Acquired 12/20)			1,081		995
			11,540		14,736		13,695

Gulf Finance, LLC (0.1%)*(8) (9)	Oil & Gas Exploration & Production	First Lien Senior Secured Term Loan (LIBOR + 6.75%, 7.8% Cash, Acquired 11/21, Due 08/26)	829		798		756
			829		798		756

Hawaiian Airlines 2020-1 Class B Pass Through Certificates (0.4%)*	Airlines	Structured Secured Note - Class B (11.3% Cash, Acquired 08/20, Due 09/25)	5,389		5,389		5,874
			5,389		5,389		5,874

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~September 30, 2021~~March 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company(6)
Industry
Type of Investment(1) (2)
Principal
Amount Cost Fair
Value
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)
$ 2,947,860 $ 2,904,822 $ 2,947,860
First Lien Senior Secured Term Loan (GBP LIBOR + 6.0%, 7.0% Cash, Acquired 12/20, Due 12/26)(14)
4,436,853 4,314,118 4,436,853
7,384,713 7,218,940 7,384,713
MNS Buyer, Inc. (0.1%)*(7)
Construction & Building
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 08/21, Due 08/27)(8) (9)
923,077 904,955 904,615
Partnership Units (76.92 Units, Acquired 08/21) 76,923 76,920
923,077 981,878 981,535
Modern Star Holdings Bidco Pty Limited. (0.6%)*(3) (7) (8) (19)
Non-durable Consumer Goods First Lien Senior Secured Term Loan (BBSY + 6.25%, 6.8% Cash, Acquired 12/20, Due 12/26) 4,431,728 4,467,468 4,431,728
4,431,728 4,467,468 4,431,728
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) 2,443,296 2,380,896 2,498,270
2,443,296 2,380,896 2,498,270
Murphy Midco Limited (0.6%)*(3) (7) (8) (14)
Media, Diversified & Production First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.6% Cash, Acquired 11/20, Due 11/27) 4,577,225 4,296,504 4,467,552
4,577,225 4,296,504 4,467,552
Music Reports, Inc. (0.7%)*(7) (8) (11)
Media & Entertainment First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 08/20, Due 08/26) 5,537,042 5,419,770 5,537,042
5,537,042 5,419,770 5,537,042
Navia Benefit Solutions, Inc. (0.3%)* (7) (8) (11)
Healthcare & Pharmaceuticals First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 02/21, Due 02/27) 2,388,000 2,325,788 2,333,009
2,388,000 2,325,788 2,333,009
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) 11,795,227 11,758,918 11,571,118
11,795,227 11,758,918 11,571,118
Odeon Cinemas Group Limited (0.5%)*(3) (7)
Hotel, Gaming, & Leisure First Lien Senior Secured Term Loan (10.8% Cash, Acquired 02/21, Due 08/23) 3,995,750 4,042,293 4,075,665
3,995,750 4,042,293 4,075,665
OG III B.V. (0.4%)*(3) (7) (8) (16)
Containers & Glass Products First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 06/21, Due 06/28) 2,765,751 2,775,634 2,690,690
2,765,751 2,775,634 2,690,690
Omni Intermediate Holdings, LLC (1.9%)*(7) (8) (9)
Transportation First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/20, Due 12/26) 13,930,000 13,594,798 13,930,000
13,930,000 13,594,798 13,930,000
Options Technology Ltd.
(1.7%)*(3) (7) (8) (11)
Computer Services First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 12/19, Due 12/25) 12,319,906 12,138,737 12,319,906
12,319,906 12,138,737 12,319,906
Oracle Vision Bidco Limited (0.4%)*(3) (7) (8) (22)
Healthcare First Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 06/21, Due 05/28) 3,086,103 3,138,014 3,006,380
3,086,103 3,138,014 3,006,380
Origin Bidco Limited (0.1%)*(3) (7) (8)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 06/21, Due 06/28)(11)
597,094 581,261 582,346
First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 06/21, Due 06/28)(16)
384,446 393,487 374,950
981,540 974,748 957,296
Pacific Health Supplies Bidco Pty Limited (1.2%)*(3) (7) (8) (20)
Healthcare & Pharmaceuticals First Lien Senior Secured Term Loan (BBSY + 6.0%, 6.5% Cash, Acquired 12/20, Due 12/25) 8,722,219 8,716,566 8,582,268
8,722,219 8,716,566 8,582,268
Pare SAS (SAS Maurice MARLE) (0.6%)*(3) (7) (8) (16)
Health Care Equipment First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 12/19, Due 12/26) 4,726,198 4,474,717 4,693,115
4,726,198 4,474,717 4,693,115
Patriot New Midco 1 Limited (Forensic Risk Alliance) (1.0%)*(3) (7) (8)
Diversified Financial Services
First Lien Senior Secured Term Loan (LIBOR + 6.75%, 7.8% Cash, Acquired 02/20, Due 02/27)(11)
4,006,241 3,917,757 3,870,029
First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 02/20, Due 02/27)(16)
3,488,293 3,206,723 3,369,691
7,494,534 7,124,480 7,239,720


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

Heartland Veterinary Partners, LLC (0.7%)*(7)	Healthcare	Subordinated Term Loan (11.0% PIK, Acquired 11/21, Due 11/28)	$	9,343	$	9,103	$	9,124
			9,343		9,103		9,124

Heartland, LLC (1.1%)*(7) (8) (10)	Business Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 08/19, Due 08/25)	14,040		13,948		13,818
			14,040		13,948		13,818

Heavy Construction Systems Specialists, LLC (0.5%)*(7) (8) (10)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 11/21, Due 11/27)	7,368		7,228		7,239
		Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 11/21, Due 11/27)	—		(49)		(46)
			7,368		7,179		7,193

Heilbron (f/k/a Sucsez (Bolt Bidco B.V.)) (0.6%)*(3) (7) (8) (16)	Insurance	First Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 09/19, Due 09/26)	8,599		9,380		8,444
			8,599		9,380		8,444

Highpoint Global LLC (0.4%)*(7) (29)	Government Services	Second Lien Note (12.0% Cash, 2.0% PIK, Acquired 12/20, Due 09/22)	5,461		5,440		5,461
			5,461		5,440		5,461

Holland Acquisition Corp. (0.0%)*(7) (8) (9) (28) (31)	Energy: Oil & Gas	First Lien Senior Secured Term Loan (LIBOR + 9.0%, 10.0% Cash, Acquired 02/22, Due 05/22)	3,754		—		—
			3,754		—		—

Home Care Assistance, LLC (0.3%)*(7) (8) (10)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 03/21, Due 03/27)	3,821		3,756		3,756
			3,821		3,756		3,756

HTI Technology & Industries (1.7%)* (7) (29)	Electronic Component Manufacturing	Second Lien Note (12.0% Cash, 4.0% PIK, Acquired 12/20, Due 09/24)	23,068		22,429		22,560
			23,068		22,429		22,560

HW Holdco, LLC (Hanley Wood LLC) (0.8%)*(7) (8) (9)	Advertising	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/18, Due 12/24)	11,068		10,877		10,852
			11,068		10,877		10,852

IGL Holdings III Corp. (0.3%)*(7) (8) (10)	Commercial Printing	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/20, Due 11/26)	4,315		4,227		4,229
			4,315		4,227		4,229

IM Analytics Holding, LLC (d/b/a NVT) (0.5%)*(7) (8)	Electronic Instruments & Components	First Lien Senior Secured Term Loan (LIBOR + 7.0%, 8.0% Cash, Acquired 11/19, Due 11/23)(10)	8,106		8,069		6,416
		Warrant (68,950 units, Acquired 11/19)			—		—
			8,106		8,069		6,416

IM Square (0.5%)*(3) (7) (8) (17)	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 04/28)	6,898		7,272		6,774
			6,898		7,272		6,774

Infoniqa Holdings GmbH (0.2%)*(3) (7) (8) (16)	Technology	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 11/21, Due 11/28)	2,924		2,895		2,853
			2,924		2,895		2,853

Innovad Group II BV (0.4%)*(3) (7) (8) (16)	Beverage, Food & Tobacco	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 04/21, Due 04/28)	6,121		6,327		5,583
			6,121		6,327		5,583

Innovative XCessories & Services, LLC (0.2%)*(8) (10) (31)	Automotive	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 02/22, Due 03/27)	2,946		2,892		2,762
			2,946		2,892		2,762

INOS 19-090 GmbH (0.4%)*(3) (7) (8) (16)	Aerospace & Defense	First Lien Senior Secured Term Loan (EURIBOR + 6.13%, 6.1% Cash, Acquired 12/20, Due 12/27)	5,157		5,501		5,157
			5,157		5,501		5,157

Iqor US Inc. (0.2%)*(8) (9) (31)	Services: Business	First Lien Senior Secured Term Loan (LIBOR + 7.5%, 8.5% Cash, Acquired 02/22, Due 11/24)	2,710		2,738		2,696
			2,710		2,738		2,696

Isagenix International, LLC (0.1%)*(8) (10) (31)	Wholesale	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 02/22, Due 06/25)	1,645		1,208		1,033
			1,645		1,208		1,033

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~September 30, 2021~~March 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company(6)
Industry
Type of Investment(1) (2)
Principal
Amount Cost Fair
Value
PDQ.Com Corporation (0.6%)*(7)
Business Equipment & Services
First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 08/21, Due 08/28)(8) (11)
$ 4,694,533 $ 4,608,355 $ 4,607,315
Class A-2 Partnership Units (26.32 units, Acquired 08/21) 26,316 26,320
4,694,533 4,634,671 4,633,635
PerTronix, LLC (0.9%)*(7) (8) (9)
Automotive First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 10/20, Due 10/26) 6,525,965 6,440,766 6,525,965
6,525,965 6,440,766 6,525,965
Premium Franchise Brands, LLC (2.0%)*(7) (8) (11)
Research & Consulting Services First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/20, Due 12/26) 14,852,588 14,586,908 14,555,536
14,852,588 14,586,908 14,555,536
Premium Invest (0.3%)*(3) (7) (8) (16)
Brokerage, Asset Managers & Exchanges First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 06/21, Due 06/28) 2,732,804 2,674,511 2,583,119
2,732,804 2,674,511 2,583,119
Preqin MC Limited (0.9%)*(3) (7) (8) (23)
Banking, Finance, Insurance & Real Estate First Lien Senior Secured Term Loan (SOFR + 5.5%, 5.5% Cash, Acquired 08/21, Due 07/28) 6,789,005 6,589,000 6,585,335
6,789,005 6,589,000 6,585,335
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 6,108,998 5,642,665
6,173,594 6,108,998 5,642,665
Professional Datasolutions, Inc. (PDI) (1.4%)*(7) (8) (12)
Application Software First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 03/19, Due 10/24) 10,869,004 10,858,773 10,782,052
10,869,004 10,858,773 10,782,052
Protego Bidco B.V. (0.5%)*(3) (7) (8) (16)
Aerospace & Defense First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 03/21, Due 03/27) 2,270,096 2,308,328 2,270,096
First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 03/21, Due 03/28) 1,577,424 1,558,533 1,517,358
3,847,520 3,866,861 3,787,454
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) 2,648,286 2,453,899 2,648,286
2,648,286 2,453,899 2,648,286
QPE7 SPV1 BidCo Pty Ltd (0.5%)*(3) (7) (8) (20)
Consumer Cyclical First Lien Senior Secured Term Loan (BBSY + 5.5%, 6.0% Cash, Acquired 09/21, Due 09/26) 4,149,193 4,022,028 4,075,972
4,149,193 4,022,028 4,075,972
Questel Unite (3.4%)*(3) (7) (8)
Business Services
First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 12/20, Due 12/27)(16)
18,333,313 18,730,984 18,259,980
First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.8% Cash, Acquired 12/20, Due 12/27)(11)
6,892,270 6,799,020 6,864,701
25,225,583 25,530,004 25,124,681
Recovery Point Systems, Inc.
(1.6%)*(7)
Technology
First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.5% Cash, Acquired 08/20, Due 07/26)(8) (11)
11,677,818 11,480,879 11,677,818
Partnership Equity (187,235 units, Acquired 03/21) 187,235 160,086
11,677,818 11,668,114 11,837,904
REP SEKO MERGER SUB LLC
(1.0%)* (7) (8) (11)
Air Freight & Logistics First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/20, Due 12/26) 7,633,228 7,426,430 7,542,350
7,633,228 7,426,430 7,542,350
Resonetics, LLC (0.3%)*(7) (8) (11)
Health Care Equipment Second Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.8% Cash, Acquired 04/21, Due 04/29) 2,088,364 2,048,222 2,052,475
2,088,364 2,048,222 2,052,475
Reward Gateway (UK) Ltd (2.2%)*(3) (7) (8) (22)
Precious Metals & Minerals First Lien Senior Secured Term Loan (SONIA + 6.75%, 6.8% Cash, Acquired 08/21, Due 06/28) 16,885,629 16,872,272 16,359,475
16,885,629 16,872,272 16,359,475
RPX Corporation (3.0%)*(7) (8) (11)
Research & Consulting Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 10/20, Due 10/25) 22,693,750 22,241,517 22,183,141
22,693,750 22,241,517 22,183,141
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) 9,543,326 9,512,741 9,543,326
9,543,326 9,512,741 9,543,326


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
ISS#2, LLC (d/b/a Industrial Services Solutions) (0.5%)*(7) (8) (10)	Commercial Services & Supplies	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 02/20, Due 02/26)	$	6,720	$	6,628	$	6,431
			6,720		6,628		6,431

ITI Intermodal, Inc. (0.1%)*(7)	Transportation Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(8) (10)	721		706		706
		Revolver (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(8) (10)	—		(2)		(2)
		Common Stock (1,433.37 shares, Acquired 01/22)			144		143
			721		848		847

Ivanti Software, Inc. (0.4%)*(8) (10) (31)	High Tech Industries	Second Lien Senior Secured Term Loan (LIBOR + 7.25%, 7.8% Cash, Acquired 02/22, Due 12/28)	6,000		5,989		5,910
			6,000		5,989		5,910

Jade Bidco Limited (Jane's) (2.3%)*(3) (7) (8)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.3% Cash, Acquired 11/19, Due 02/29)(11)	26,714		26,052		26,085
		First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 11/19, Due 02/29)(17)	4,256		4,074		4,150
			30,970		30,126		30,235

Jaguar Merger Sub Inc. (0.2%)*(7) (8) (10)	Other Financial	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 09/24)	2,722		2,671		2,671
		Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 09/24)	—		(6)		(6)
			2,722		2,665		2,665

Jedson Engineering, Inc. (0.2%)*(7) (29)	Engineering & Construction Management	First Lien Loan (12.0% Cash, Acquired 12/20, Due 06/24)	2,650		2,650		2,650
			2,650		2,650		2,650

JetBlue 2019-1 Class B Pass Through Trust (0.3%)*	Airlines	Structured Secured Note - Class B (8.0% Cash, Acquired 08/20, Due 11/27)	4,165		4,165		4,437
			4,165		4,165		4,437

JF Acquisition, LLC (0.3%)*(7) (8) (10)	Automotive	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 07/24)	3,856		3,759		3,687
			3,856		3,759		3,687

Jon Bidco Limited (0.6%)*(3) (7) (8) (27)	Healthcare	First Lien Senior Secured Term Loan (BKBM + 5.5%, 6.0% Cash, Acquired 03/22, Due 03/27)	8,319		8,065		8,047
			8,319		8,065		8,047

Jones Fish Hatcheries & Distributors LLC (0.2%)*(7)	Consumer Products	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 02/22, Due 02/28)(8) (10)	2,785		2,730		2,729
		Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 02/22, Due 02/28)(8) (11)	—		(8)		(8)
		LLC Units (974.68 units, Acquired 02/22)			97		97
			2,785		2,819		2,818

K&N Parent, Inc. (0.7%)*(8) (10) (31)	Automotive	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 02/22, Due 10/23)	7,923		7,243		7,115
		Second Lien Senior Secured Term Loan (LIBOR + 8.75%, 9.8% Cash, Acquired 02/22, Due 10/24)(7)	2,000		1,700		1,660
			9,923		8,943		8,775

Kano Laboratories LLC (0.4%)*(7)	Chemicals, Plastics & Rubber	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 11/20, Due 11/26)(8) (10)	5,716		5,577		5,565
		Partnership Equity (203.2 units, Acquired 11/20)			203		203
			5,716		5,780		5,768

Kene Acquisition, Inc. (En Engineering) (0.5%)*(7) (8) (10)	Oil & Gas Equipment & Services	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 08/19, Due 08/26)	7,206		7,111		7,076
			7,206		7,111		7,076

Kid Distro Holdings, LLC (0.7%)*(7)	Media & Entertainment	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 10/21, Due 10/27)(8) (10)	9,326		9,152		9,170
		LLC Units (637,677.11 units, Acquired 10/21)			638		638
			9,326		9,790		9,808

Kona Buyer, LLC (0.7%)*(7) (8) (10)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.5% Cash, Acquired 12/20, Due 12/27)	9,058		8,875		8,968
			9,058		8,875		8,968

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments —�� (Continued)

~~September 30, 2021~~March 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company(6)
Industry
Type of Investment(1) (2)
Principal
Amount Cost Fair
Value
Safety Products Holdings, LLC (3.0%)*(7)
Non-durable Consumer Goods
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 12/20, Due 12/26)(8) (9)
$ 22,042,019 $ 21,602,682 $ 21,546,073
Preferred Stock (372.1 shares, Acquired 12/20) 372,088 481,550
22,042,019 21,974,770 22,027,623
Scaled Agile, Inc. (0.5%)*(7) (8) (9)
Research & Consulting Services First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 06/19, Due 06/24) 3,913,793 3,887,783 3,913,793
3,913,793 3,887,783 3,913,793
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) 7,368,676 7,229,543 7,418,930
Super Priority Second Out (LIBOR + 7.5%, 8.5% Cash, Acquired 6/20, Due 08/23) 3,616,420 3,375,529 3,431,874
10,985,096 10,605,072 10,850,804
Sigmatek Systems, LLC (0.5%)*(7) (8) (11)
High Tech Industries First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 01/21, Due 01/27) 3,955,075 3,884,464 3,939,255
3,955,075 3,884,464 3,939,255
SISU ACQUISITIONCO., INC. (1.8%)*(7) (8) (11)
Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/20, Due 12/26) 14,026,839 13,776,673 13,606,034
14,026,839 13,776,673 13,606,034
Smile Brands Group Inc.
(0.6%)*(7) (8) (11)
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 5.17%, 5.4% Cash, Acquired 10/18, Due 10/24) 4,593,488 4,544,784 4,541,006
4,593,488 4,544,784 4,541,006
SN BUYER, LLC (2.5%)*(7) (8) (10)
Health Care Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/20, Due 12/26) 18,791,130 18,456,094 18,791,130
18,791,130 18,456,094 18,791,130
Springbrook Software (SBRK Intermediate, Inc.) (1.4%)*(7) (8) (11)
Enterprise Software & Services First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 12/19, Due 12/26) 10,372,004 10,197,959 10,372,004
10,372,004 10,197,959 10,372,004
SPT Acquico Limited (0.1%)*(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) 658,312 643,248 658,312
658,312 643,248 658,312
SSCP Pegasus Midco Limited (0.9%)*(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) 6,927,047 6,383,318 6,806,240
6,927,047 6,383,318 6,806,240
Syniverse Holdings, Inc. (2.3%)*(8) (11)
Technology Distributors First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/18, Due 03/23) 17,390,580 16,402,204 17,377,190
17,390,580 16,402,204 17,377,190
TA SL Cayman Aggregator Corp.
(0.3%)*(7)
Technology
Unsecured HoldCo Note (8.8% PIK, Acquired 07/21, Due 07/28)(8)
1,994,681 1,955,723 1,954,788
Common Stock (1,227.79 shares, Acquired 07/21) 49,876 49,873
1,994,681 2,005,599 2,004,661
The Hilb Group, LLC
(2.1%)*(7) (8) (11)
Insurance Brokerage First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/19, Due 12/26) 11,577,874 11,351,908 11,323,160
First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/19, Due 12/26) 4,661,299 4,469,559 4,652,567
16,239,173 15,821,467 15,975,727
Total Safety U.S. Inc. (0.9%)*(8) (12)
Diversified Support Services First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/19, Due 08/25) 6,583,183 6,381,802 6,492,664
6,583,183 6,381,802 6,492,664
Transit Technologies LLC
(0.8%)*(7) (8) (11)
Software First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 02/20, Due 02/25) 6,035,305 5,939,227 5,830,105
6,035,305 5,939,227 5,830,105
Transportation Insight, LLC (2.6%)*(7) (8) (9)
Air Freight & Logistics First Lien Senior Secured Term Loan (LIBOR + 4.5%, 4.6% Cash, Acquired 08/18, Due 12/24) 19,358,809 19,254,043 19,107,144
19,358,809 19,254,043 19,107,144
Trident Maritime Systems, Inc. (2.0%)*(7) (8) (11)
Aerospace & Defense First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 02/21, Due 02/27) 14,925,000 14,690,761 14,715,572
14,925,000 14,690,761 14,715,572
Truck-Lite Co., LLC (3.0%)*(7) (8) (11)
Automotive Parts & Equipment First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/19, Due 12/26) 22,127,885 21,779,394 22,127,885
22,127,885 21,779,394 22,127,885


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
LAF International (0.1%)*(3) (7) (8) (17)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 03/21, Due 03/28)	$	1,602	$	1,696	$	1,584
			1,602		1,696		1,584

Lambir Bidco Limited (0.5%)*(3) (7)	Healthcare	First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 12/21, Due 12/28)(8) (15)	4,909		4,776		4,726
		Revolver (EURIBOR + 6.0%, 6.0% Cash, Acquired 12/21, Due 12/24)(8) (15)	307		293		274
		Second Lien Senior Secured Term Loan (12.0% PIK, Acquired 12/21, Due 06/29)	1,387		1,365		1,349
			6,603		6,434		6,349

LeadsOnline, LLC (0.8%)*(7)	Business Equipment & Services	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 02/22, Due 02/28)(8) (10)	10,354		10,176		10,172
		Revolver (LIBOR + 5.0%, 6.0% Cash, Acquired 02/22, Due 02/28)(8) (10)	—		(44)		(46)
		LLC Units (52,493.44 units, Acquired 02/22)			52		52
			10,354		10,184		10,178

Learfield Communications, LLC (0.6%)*	Broadcasting	First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, Acquired 08/20, Due 12/23)(8) (9)	135		95		128
		First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.0% Cash, 10.2% PIK, Acquired 08/20, Due 12/23)(10)	8,156		8,117		8,156
			8,291		8,212		8,284

Legal Solutions Holdings (0.0%)*(7) (28) (29)	Business Services	Senior Subordinated Loan (16.0% PIK, Acquired 12/20, Due 03/22)	12,319		10,129		—
			12,319		10,129		—

Lifestyle Intermediate II, LLC (0.2%)*(7) (8) (10) (31)	Consumer Goods: Durable	First Lien Senior Secured Term Loan (LIBOR + 7.0%, 8.0% Cash, Acquired 02/22, Due 01/26)	3,174		3,174		3,174
		Revolver (LIBOR + 7.0%, 8.0% Cash, Acquired 02/22, Due 01/26)	—		—		—
			3,174		3,174		3,174

LivTech Purchaser, Inc. (0.1%)*(7) (8) (10)	Business Services	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/21, Due 12/25)	862		854		853
			862		854		853

LogMeIn, Inc. (0.1%)*(8) (9) (31)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.75% Cash, Acquired 02/22, Due 08/27)	1,975		1,957		1,936
			1,975		1,957		1,936

Magnetite XIX, Limited (1.0%)*(3) (31)	Multi-Sector Holdings	Subordinated Notes (LIBOR + 8.77, 9.0% Cash, Acquired 02/22, Due 04/34)(10)	5,250		5,107		5,019
		Subordinated Structured Notes (Residual Interest, current yield 12.38%, Acquired 02/22, Due 04/34)	13,730		9,425		8,342
			18,980		14,532		13,361

Marmoutier Holding B.V. (0.1%)*(3) (7) (8) (16)	Consumer Products	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 12/21, Due 12/28)	1,902		1,874		1,845
		Revolver (EURIBOR + 5.0%, 5.0% Cash, Acquired 12/21, Due 06/27)	—		(4)		(4)
			1,902		1,870		1,841

Marshall Excelsior Co. (0.8%)*(7) (8) (19)	Capital Goods	First Lien Senior Secured Term Loan (SOFR + 5.5%, 6.5% Cash, Acquired 02/22, Due 02/28)	10,467		10,287		10,284
		Revolver (SOFR + 5.5%, 6.5% Cash, Acquired 02/22, Due 02/28)	606		578		577
			11,073		10,865		10,861

MC Group Ventures Corporation (0.3%)*(7)	Business Services	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 07/21, Due 06/27)(8) (10)	3,678		3,592		3,607
		Partnership Units (746.66 Units, Acquired 06/21)			747		734
			3,678		4,339		4,341

Media Recovery, Inc. (SpotSee) (0.5%)*(7) (8)	Containers, Packaging & Glass	First Lien Senior Secured Term Loan (SOFR + 6.0%, 7.0% Cash, Acquired 11/19, Due 11/25)(19)	2,933		2,895		2,933
		First Lien Senior Secured Term Loan (SONIA + 6.0%, 7.0% Cash, Acquired 12/20, Due 11/25)(21)	4,318		4,306		4,318
			7,251		7,201		7,251

Median B.V. (0.7%)*(3) (8) (21)	Healthcare	First Lien Senior Secured Term Loan (SONIA + 6.0%, 7.0% Cash, Acquired 02/22, Due 11/27)	9,809		9,762		9,490
			9,809		9,762		9,490

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~September 30, 2021~~March 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company(6)
Industry
Type of Investment(1) (2)
Principal
Amount Cost Fair
Value
Trystar, LLC (1.5%)*(7)
Power Distribution Solutions
First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 09/18, Due 09/23)(8) (11)
$ 11,185,659 $ 11,076,678 $ 11,118,545
Class A LLC Units (384.5 units, Acquired 09/18) 395,995 341,244
11,185,659 11,472,673 11,459,789
Turf Products, LLC (1.2%)*(7) (25)
Landscaping & Irrigation Equipment Distributor Senior Subordinated Debt (10.0% Cash, Acquired 12/20, Due 10/23) 8,697,056 8,383,961 8,618,783
8,697,056 8,383,961 8,618,783
Turnberry Solutions, Inc. (1.0%)*(7) (8) (11)
Consumer Cyclical First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 07/21, Due 09/26) 7,500,000 7,354,973 7,350,000
7,500,000 7,354,973 7,350,000
U.S. Gas & Electric, Inc. (0.2%)*(7) (25)
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)(26)
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) 1,475,961 1,478,281 1,443,681
1,475,961 1,478,281 1,443,681
UKFast Leaders Limited (1.6%)*(3) (7) (8) (14)
Technology First Lien Senior Secured Term Loan (GBP LIBOR + 7.0%, 7.1% Cash, Acquired 09/20, Due 9/27) 12,256,215 11,387,846 12,018,579
12,256,215 11,387,846 12,018,579
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.) (2.2%)*(7) (8) (11)
Legal Services First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/18, Due 11/24) 16,221,755 16,053,098 16,203,733
16,221,755 16,053,098 16,203,733
Utac Ceram (0.7%)*(3) (7) (8)
Business Services
First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 09/20, Due 09/27)(16)
1,738,425 1,704,583 1,701,198
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 5.8% Cash, Acquired 02/21, Due 09/27)(11)
3,517,700 3,453,425 3,442,372
5,256,125 5,158,008 5,143,570
Validity, Inc. (0.6%)*(7) (8) (9)
IT Consulting & Other Services First Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.8% Cash, Acquired 07/19, Due 05/25) 4,783,146 4,680,384 4,720,965
4,783,146 4,680,384 4,720,965
Vital Buyer, LLC (1.1%)*(7)
Technology
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 6.8% Cash, Acquired 06/21, Due 06/28)(8) (11)
7,841,548 7,690,607 7,701,999
Partnership Units (16,442.9 units, Acquired 06/21) 164,429 178,156
7,841,548 7,855,036 7,880,155
W2O Holdings, Inc. (0.3%)*(7) (8) (11)
Healthcare Technology First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 10/20, Due 06/25) 2,152,276 2,087,324 2,152,276
2,152,276 2,087,324 2,152,276
World 50, Inc. (1.6%)*(7) (8) (9)
Professional Services First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 01/20, Due 01/26) 3,288,280 3,206,092 3,288,280
First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 09/20, Due 01/26) 9,031,837 8,863,090 8,851,200
12,320,117 12,069,182 12,139,480
Subtotal Non–Control / Non–Affiliate Investments (181.9%) 1,373,918,059 1,346,611,782 1,355,088,125
Affiliate Investments: (4)
Eclipse Business Capital, LLC (12.7%)*(7)
Banking, Finance, Insurance, & Real Estate
Second Lien Senior Secured Term Loan (7.5% Cash, Acquired 07/21, Due 07/28) 4,545,455 4,501,161 4,545,455
Revolver (LIBOR + 7.25%, Acquired 07/21. Due 07/28)(11)
(131,956) —
LLC Units (89,849,519 units, Acquired 07/21) 89,849,519 89,849,519
4,545,455 94,218,724 94,394,974
Jocassee Partners LLC (4.9%)*(3)
Investment Funds & Vehicles 9.1% Member Interest, Acquired 06/19 30,158,270 36,133,440
30,158,270 36,133,440
JSC Tekers Holdings (0.8%)*(3) (7) (25)
Real Estate Management Preferred Stock (9,159,085 shares, Acquired 12/20) 4,753,000 5,953,405
Common Stock (3,201 shares, Acquired 12/20) — —
4,753,000 5,953,405


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Medical Solutions Parent Holdings, Inc. (0.3%)*(8) (10)	Healthcare	Second Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.5% Cash, Acquired 11/21, Due 11/29)	$	4,421	$	4,378	$	4,244
			4,421		4,378		4,244

MNS Buyer, Inc. (0.1%)*(7)	Construction & Building	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 08/21, Due 08/27)(8) (9)	921		904		906
		Partnership Units (76.92 Units, Acquired 08/21)			77		77
			921		981		983

Modern Star Holdings Bidco Pty Limited. (0.6%)*(3) (7) (8) (23)	Non-durable Consumer Goods	First Lien Senior Secured Term Loan (BBSY + 6.25%, 6.8% Cash, Acquired 12/20, Due 12/26)	8,643		8,292		8,381
			8,643		8,292		8,381

MSG National Properties (0.2%)*(3) (7) (8) (10)	Hotel, Gaming, & Leisure	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.0% Cash, Acquired 11/20, Due 11/25)	2,437		2,381		2,425
			2,437		2,381		2,425

Murphy Midco Limited (0.1%)*(3) (7) (8) (22)	Media, Diversified & Production	First Lien Senior Secured Term Loan (SONIA + 5.0%, 5.0% Cash, Acquired 11/20, Due 11/27)	1,077		1,039		1,049
			1,077		1,039		1,049

Music Reports, Inc. (0.6%)*(7) (8) (10)	Media & Entertainment	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 08/20, Due 08/26)	7,462		7,319		7,301
			7,462		7,319		7,301

Napa Bidco Pty Ltd (1.5%)*(3) (7) (8) (24)	Healthcare	First Lien Senior Secured Term Loan (BBSY + 6.0%, 6.1% Cash, Acquired 03/22, Due 03/28)	20,895		19,461		20,215
			20,895		19,461		20,215

Narda Acquisitionco., Inc. (0.5%)*(7)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 12/27)(8) (10)	5,680		5,585		5,589
		Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 12/27)(8) (10)	—		(22)		(21)
		Class A Preferred Stock (4,587.38 shares, Acquired 12/21)			459		468
		Class B Common Stock (509.71 shares, Acquired 12/21)			51		51
			5,680		6,073		6,087

Navia Benefit Solutions, Inc. (0.2%)* (7) (8) (10)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 02/21, Due 02/27)	2,721		2,665		2,678
			2,721		2,665		2,678

Nexus Underwriting Management Limited (0.1%)*(3) (7) (8) (22)	Other Financial	First Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 10/21, Due 10/28)	1,644		1,638		1,594
		Revolver (SONIA + 5.25%, 5.3% Cash, Acquired 10/21, Due 04/22)	101		102		101
			1,745		1,740		1,695

NGS US Finco, LLC (f/k/a Dresser Natural Gas Solutions) (0.4%)*(7) (8) (9)	Energy Equipment & Services	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 10/18, Due 10/25)	4,740		4,727		4,707
			4,740		4,727		4,707

Northstar Recycling, LLC (0.2%)*(7) (8) (10)	Environmental Industries	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/21, Due 09/27)	2,500		2,454		2,458
			2,500		2,454		2,458

Novotech Aus Bidco Pty Ltd (0.5%)*(3) (7) (8)	Healthcare	First Lien Senior Secured Term Loan (BBSY + 5.75%, 6.3% Cash, Acquired 01/22, Due 01/28)(23)	3,864		3,659		3,777
		First Lien Senior Secured Term Loan (SOFR + 5.75%, 6.3% Cash, Acquired 01/22, Due 01/28)(18)	3,474		3,380		3,377
			7,338		7,039		7,154

OA Buyer, Inc. (0.6%)*(7)	Healthcare	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 6.8% Cash, Acquired 12/21, Due 12/28)(8) (10)	8,501		8,336		8,346
		Revolver (LIBOR + 6.0%, 6.8% Cash, Acquired 12/21, Due 12/28)(8) (10)	—		(26)		(24)
		Partnership Units (210,920.11 units, Acquired 12/21)			211		211
			8,501		8,521		8,533

OAC Holdings I Corp (0.3%)*(7) (8) (19)	Automotive	First Lien Senior Secured Term Loan (SOFR + 5.0%, 6.0% Cash, Acquired 03/22, Due 04/28)	3,630		3,557		3,557
		Revolver (SOFR + 5.0%, 6.0% Cash, Acquired 03/22, Due 04/28)	685		658		658
			4,315		4,215		4,215

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~September 30, 2021~~March 31, 2022

(Amounts in thousands, except share amounts)

Portfolio Company(6)
Industry
Type of Investment(1) (2)
Principal
Amount Cost Fair
Value
Security Holdings B.V. (6.0%)*(3) (7) (25)
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) 8,953,684 8,953,685 8,953,684
Senior Unsecured Term Loan (6.0% Cash, 9.0% PIK, Acquired 04/21, Due 04/25) 6,953,700 7,155,302 6,953,700
Common Stock (900 shares, Acquired 12/20) 21,264,000 23,159,294
21,358,589 42,824,194 44,517,883
Thompson Rivers LLC (4.4%)*(3)
Investment Funds & Vehicles 7.75% Member Interest, Acquired 06/20 30,000,000 32,684,880
30,000,000 32,684,880
Waccamaw River LLC (1.3%)*(3)
Investment Funds & Vehicles 20% Member Interest, Acquired 02/21 9,320,000 9,315,405
9,320,000 9,315,405
Subtotal Affiliate Investments (29.9%) 25,904,044 211,274,188 222,999,987
Control Investments:(5)
MVC Automotive Group Gmbh (2.2%)*(3) (7) (25)
Automotive 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 9,080,420
7,149,166 16,702,166 16,229,586
MVC Private Equity Fund LP (1.1%)*(3) (25)
Investment Funds & Vehicles General Partnership Interest 224,978 201,948
Limited Partnership Interest 8,899,284 7,963,274
9,124,262 8,165,222
Subtotal Control Investments (3.3%) 7,149,166 25,826,428 24,394,808
Short-Term Investments:
BlackRock, Inc. (3.4%)* Money Market Fund BlackRock Liquidity Temporary Fund (0.04% yield) 25,000,000 25,000,000
25,000,000 25,000,000
JPMorgan Chase & Co. (3.4%)* Money Market Fund JPMorgan Prime Money Market Fund (0.05% yield) 25,000,000 25,000,000
25,000,000 25,000,000
Subtotal Short-Term Investment (6.7%) 50,000,000 50,000,000
Total Investments, September 30, 2021 (221.9%)* $ 1,406,971,269 $ 1,633,712,398 $ 1,652,482,920


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

Odeon Cinemas Group Limited (0.3%)*(3) (7)	Hotel, Gaming, & Leisure	First Lien Senior Secured Term Loan (10.8% Cash, Acquired 02/21, Due 08/23)	$	3,859	$	4,067	$	3,937
			3,859		4,067		3,937

Offen Inc. (0.3%)*(7) (9) (31)	Transportation: Cargo	First Lien Senior Secured Term Loan (LIBOR + 5.0%, Cash 5.2%, Acquired 02/22, Due 06/26)	3,747		3,709		3,691
			3,747		3,709		3,691

OG III B.V. (0.2%)*(3) (7) (8) (16)	Containers & Glass Products	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 06/21, Due 06/28)	2,853		2,999		2,789
			2,853		2,999		2,789

Omni Intermediate Holdings, LLC (0.8%)*(7) (8) (9)	Transportation	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/20, Due 12/26)	10,686		10,539		10,455
			10,686		10,539		10,455

Options Technology Ltd. (0.2%)*(3) (7) (8) (10)	Computer Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/19, Due 12/25)	2,308		2,278		2,268
			2,308		2,278		2,268

Oracle Vision Bidco Limited (0.2%)*(3) (7) (8) (22)	Healthcare	First Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 06/21, Due 05/28)	3,014		3,144		3,001
			3,014		3,144		3,001

Origin Bidco Limited (0.1%)*(3) (7) (8)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 06/21, Due 06/28)(11)	597		582		585
		First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 06/21, Due 06/28)(16)	369		394		362
			966		976		947

OSP Hamilton Purchaser, LLC (0.2%)*(7) (8) (10)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 12/27)	2,281		2,237		2,239
		Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 12/27)	—		(4)		(3)
			2,281		2,233		2,236

Pacific Health Supplies Bidco Pty Limited (0.7%)*(3) (7) (8) (23)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (BBSY + 6.0%, 6.5% Cash, Acquired 12/20, Due 12/25)	9,068		8,744		8,836
			9,068		8,744		8,836

Pare SAS (SAS Maurice MARLE) (0.3%)*(3) (7) (8) (16)	Health Care Equipment	First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 12/19, Due 12/26)	4,537		4,481		4,516
			4,537		4,481		4,516

Path Medical, LLC (0.3%)*(7) (31)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (9.5% PIK, Acquired 02/22, Due 10/22)(28)	8,465		4,571		4,571
		First Lien Senior Secured Term Loan 13.0% PIK, Acquired 02/22, Due 10/22)(28)	11,764		—		—
		Warrants (36,716 units, Acquired 02/22)			—		—
			20,229		4,571		4,571

Patriot New Midco 1 Limited (Forensic Risk Alliance) (0.5%)*(3) (7) (8)	Diversified Financial Services	First Lien Senior Secured Term Loan (LIBOR + 6.75%, 7.8% Cash, Acquired 02/20, Due 02/27)(10)	3,764		3,690		3,478
		First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 02/20, Due 02/27)(16)	3,147		3,021		2,907
			6,911		6,711		6,385

PDQ.Com Corporation (0.6%)*(7)	Business Equipment & Services	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/21, Due 08/27)(8) (10)	7,546		7,284		7,300
		Class A-2 Partnership Units (26.32 units, Acquired 08/21)			29		37
			7,546		7,313		7,337

Permaconn Bidco Ltd (0.4%)*(3) (7) (8) (24)	Tele-communications	First Lien Senior Secured Term Loan (BBSY + 6.5%, 6.5% Cash, Acquired 12/21, Due 12/27)	5,179		4,810		5,049
			5,179		4,810		5,049

PetroChoice Holdings, Inc. (0.6%)*(7) (8) (10) (31)	Chemicals, Plastics & Rubber	Second Lien Senior Secured Term Loan (LIBOR + 8.75%, 9.8% Cash, Acquired 02/22, Due 08/23)	9,000		8,190		8,190
			9,000		8,190		8,190

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

March 31, 2022

(Amounts in thousands, except share amounts)


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Polara Enterprises, LLC (0.1%)*(7)	Capital Equipment	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(8) (10)	$	1,243	$	1,219	$	1,198
		Revolver (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(8) (10)	—		(10)		(20)
		Partnership Units (3,820.44 units, Acquired 12/21)			382		382
			1,243		1,591		1,560

Policy Services Company, LLC (3.2%)*(7)	Property & Casualty Insurance	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, 4.0% PIK, Acquired 12/21, Due 06/26)(8) (10)	44,474		43,075		43,026
		Warrants - Class A (25,582 units, Acquired 12/21)			—		—
		Warrants - Class B (8,634 units, Acquired 12/21)			—		—
		Warrants - Class C (888 units, Acquired 12/21)			—		—
		Warrants - Class D (2,282 units, Acquired 12/21)			—		—
			44,474		43,075		43,026

Polymer Solutions Group Holdings, LLC (0.1%)*(7) (8) (9) (31)	Chemicals, Plastics & Rubber	First Lien Senior Secured Term Loan (LIBOR + 7.0%, 8.0% Cash, Acquired 02/22, Due 01/23)	1,031		1,031		1,031
			1,031		1,031		1,031

Premium Franchise Brands, LLC (1.1%)*(7) (8) (10)	Research & Consulting Services	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/20, Due 12/26)	14,778		14,534		14,511
			14,778		14,534		14,511

Premium Invest (0.3%)*(3) (7) (8) (16)	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 06/21, Due 06/28)	4,006		4,118		4,006
			4,006		4,118		4,006

Preqin MC Limited (0.2%)*(3) (7) (8) (20)	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan (SOFR + 5.5%, 5.5% Cash, Acquired 08/21, Due 07/28)	2,789		2,701		2,739
			2,789		2,701		2,739

Process Equipment, Inc. (ProcessBarron) (0.4%)*(7) (8) (10)	Industrial Air & Material Handling Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 03/19, Due 03/25)	6,174		6,121		5,927
			6,174		6,121		5,927

Professional Datasolutions, Inc. (PDI) (0.1%)*(7) (8) (10)	Application Software	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 03/19, Due 10/24)	1,836		1,835		1,812
			1,836		1,835		1,812

ProfitOptics, LLC (0.2%)*(7)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 03/22, Due 02/28)(8) (10)	1,770		1,735		1,734
		Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 03/22, Due 02/28)(8) (10)	—		(10)		(10)
		Second Lien Senior Subordinated Term Loan (8.0% Cash, Acquired 03/22, Due 02/29)	81		81		81
		LLC Units (241,935.48 units, Acquired 03/22)			161		161
			1,851		1,967		1,966

Proppants Holdings, LLC (0.0%)*(7) (31)	Energy: Oil & Gas	Common Stock (1,668,106 shares, Acquired 02/22)			—		—
					—		—

Protego Bidco B.V. (0.3%)*(3) (7) (8) (16)	Aerospace & Defense	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 03/21, Due 03/27)	2,179		2,270		2,151
		First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 03/21, Due 03/28)	1,514		1,563		1,469
			3,693		3,833		3,620

QPE7 SPV1 BidCo Pty Ltd (0.2%)*(3) (7) (8) (24)	Consumer Cyclical	First Lien Senior Secured Term Loan (BBSY + 5.5%, 6.0% Cash, Acquired 09/21, Due 09/26)	2,071		1,956		2,046
			2,071		1,956		2,046

Questel Unite (0.5%)*(3) (7) (8) (10)	Business Services	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.8% Cash, Acquired 12/20, Due 12/27)	6,892		6,805		6,892
			6,892		6,805		6,892

RA Outdoors, LLC (1.4%)*(7) (8) (10) (31)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 6.75%, 7.8% Cash, Acquired 02/22, Due 04/26)	17,855		17,498		17,498
		Revolver (LIBOR + 6.75%, 7.8% Cash, Acquired 02/22, Due 04/26)	494		494		469
			18,349		17,992		17,967

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

March 31, 2022

(Amounts in thousands, except share amounts)


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Recovery Point Systems, Inc. (0.9%)*(7)	Technology	First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.5% Cash, Acquired 08/20, Due 08/26)(8) (10)	$	11,619	$	11,440	$	11,526
		Partnership Equity (187,235 units, Acquired 03/21)			187		126
			11,619		11,627		11,652

Redwood Services Group, LLC (2.0%)*(7) (8) (9) (31)	Services: Business	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 02/22, Due 06/23)	10,594		10,594		10,594
		First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 02/22, Due 06/23)(7)	16,434		16,434		16,434
			27,028		27,028		27,028

Renovation Parent Holdings, LLC (0.4%)*(7)	Home Furnishings	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 11/21, Due 11/27)(8) (10)	4,854		4,740		4,748
		Partnership Equity (197,368.42 units, Acquired 11/21)			197		197
			4,854		4,937		4,945

REP SEKO MERGER SUB LLC (0.6%)*(7) (8) (10)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/20, Due 12/26)	7,763		7,574		7,650
			7,763		7,574		7,650

Resolute Investment Managers, Inc.(0.4%)*(7) (8) (10) (31)	Banking, Finance, Insurance & Real Estate	Second Lien Senior Secured Term Loan (LIBOR + 8.0%, 9.0% Cash, Acquired 02/22, Due 04/25)	5,081		5,107		5,030
			5,081		5,107		5,030

Resonetics, LLC (0.3%)*(7) (8) (10)	Health Care Equipment	Second Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.8% Cash, Acquired 04/21, Due 04/29)	4,011		3,936		3,941
			4,011		3,936		3,941

Reward Gateway (UK) Ltd (0.2%)*(3) (7) (8) (21)	Precious Metals & Minerals	First Lien Senior Secured Term Loan (SONIA + 6.75%, 6.8% Cash, Acquired 08/21, Due 06/28)	3,164		3,222		3,082
			3,164		3,222		3,082

Riedel Beheer B.V. (0.1%)*(3) (7) (8) (16)	Food & Beverage	First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28)	1,858		1,836		1,808
			1,858		1,836		1,808

RPX Corporation (0.6%)*(7) (8) (10)	Research & Consulting Services	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 10/20, Due 10/25)	7,530		7,383		7,389
			7,530		7,383		7,389

RTIC Subsidiary Holdings, LLC (1.2%)*(7) (31)	Consumer Goods: Durable	First Lien Senior Secured Term Loan (LIBOR + 7.75%, 9.0% Cash, Acquired 02/22, Due 09/25)(8) (10)	9,661		9,661		9,661
		First Lien Senior Secured Term Loan (LIBOR + 7.75%, 9.0% Cash, Acquired 02/22, Due 09/25)(8) (10)	774		774		774
		Revolver (LIBOR + 7.75%, 9.0% Cash, Acquired 02/22, Due 09/25)(8) (10)	3,968		3,968		3,968
		Class A Preferred Stock (145.347 shares, Acquired 02/22)			4		4
		Class B Preferred Stock (145.347 shares, Acquired 02/22)			—		—
		Class C Preferred Stock (7,844.03 shares, Acquired 02/22)			450		450
		Common Stock (153 shares, Acquired 02/22)			—		—
			14,403		14,857		14,857

Ruffalo Noel Levitz, LLC (0.7%)*(7) (8) (10)	Media Services	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 01/19, Due 05/22)	9,519		9,511		9,519
			9,519		9,511		9,519

Safety Products Holdings, LLC (0.9%)*(7)	Non-durable Consumer Goods	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 12/20, Due 12/26)(8) (9)	12,026		11,808		12,002
		Preferred Stock (372.1 shares, Acquired 12/20)			372		512
			12,026		12,180		12,514

Scaled Agile, Inc. (0.1%)*(7) (8) (10)	Research & Consulting Services	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 12/21, Due 12/28)	1,748		1,707		1,728
		Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 12/21, Due 12/28)	—		(6)		(3)
			1,748		1,701		1,725

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

March 31, 2022

(Amounts in thousands, except share amounts)


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Serta Simmons Bedding LLC (0.8%)*(8) (9)	Home Furnishings	Super Priority First Out (LIBOR + 7.5%, 8.5% Cash, Acquired 6/20, Due 08/23)	$	7,331	$	7,230	$	7,327
		Super Priority Second Out (LIBOR + 7.5%, 8.5% Cash, Acquired 6/20, Due 08/23)	3,598		3,374		3,385
			10,929		10,604		10,712

SISU ACQUISITIONCO., INC. (0.5%)*(7) (8) (10)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/20, Due 12/26)	7,009		6,894		6,708
			7,009		6,894		6,708

SMART Financial Operations, LLC (0.0%)*(7) (31)	Banking, Finance, Insurance & Real Estate	Preferred Stock (1,000,000 shares, Acquired 02/22)			—		—
					—		—

Smartling, Inc. (1.0%)*(7) (8) (10)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 10/27)	13,846		13,547		13,572
		Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 10/27)	—		(22)		(20)
			13,846		13,525		13,552

Smile Brands Group Inc. (0.4%)*(7) (8) (10)	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.3% Cash, Acquired 10/18, Due 10/24)	4,590		4,569		4,554
		First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.3% Cash, Acquired 12/20, Due 10/25)	237		226		232
			4,827		4,795		4,786

SN BUYER, LLC (1.4%)*(7) (8) (9)	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/20, Due 12/26)	18,394		18,093		18,394
			18,394		18,093		18,394

Sound Point CLO XX, Ltd. (0.2%)*(3) (31)	Multi-Sector Holdings	Subordinated Structured Notes (Residual Interest, current yield 18.99%, Acquired 02/22, Due 07/31)	4,489		2,332		2,284
			4,489		2,332		2,284

Springbrook Software (SBRK Intermediate, Inc.) (1.6%)*(7) (8) (9)	Enterprise Software & Services	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 12/19, Due 12/26)	21,142		20,799		20,730
			21,142		20,799		20,730

SPT Acquico Limited (0.0%)*(3) (7) (8) (10)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 01/21, Due 12/27)	658		644		658
			658		644		658

SSCP Pegasus Midco Limited (0.2%)*(3) (7) (8) (13)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 7.7% Cash, Acquired 12/20, Due 11/27)	2,677		2,544		2,550
			2,677		2,544		2,550

Starnmeer B.V. (0.2%)*(3) (7) (8) (10)	Technology	First Lien Senior Secured Term Loan (LIBOR + 6.4%, 6.9% Cash, Acquired 10/21, Due 04/27)	2,500		2,465		2,468
			2,500		2,465		2,468

Superjet Buyer, LLC (1.0%)*(7) (8) (10)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)	13,175		12,920		12,933
		Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)	—		(35)		(33)
			13,175		12,885		12,900

Syniverse Holdings, Inc. (1.3%)*(8) (10)	Technology Distributors	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/18, Due 03/23)	17,256		16,595		16,700
			17,256		16,595		16,700

Syntax Systems Ltd (0.2%)*(3) (7) (8) (9)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 10/28)	2,051		2,017		2,012
		Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 10/26)	564		554		553
			2,615		2,571		2,565

TA SL Cayman Aggregator Corp. (0.2%)*(7)	Technology	Subordinated Term Loan (7.8% PIK, Acquired 07/21, Due 07/28)	2,084		2,048		2,052
		Common Stock (1,227.79 shares, Acquired 07/21)			50		75
			2,084		2,098		2,127

Tank Holding Corp (1.4%)*(7) (8) (18)	Metal & Glass Containers	First Lien Senior Secured Term Loan (SOFR + 6.0%, 6.8% Cash, Acquired 03/22, Due 03/28)	19,127		18,698		18,698
		Revolver (SOFR + 6.0%, 6.8% Cash, Acquired 03/22, Due 03/28)	—		(20)		(20)
			19,127		18,678		18,678

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

March 31, 2022

(Amounts in thousands, except share amounts)


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

Team Car Care, LLC (1.0%)*(7) (8) (9) (31)	Automotive	First Lien Senior Secured Term Loan (LIBOR + 8.0%, 9.0% Cash, Acquired 02/22, Due 06/24)	$	12,687	$	12,687	$	12,687
			12,687		12,687		12,687

Team Services Group (1.1%)*(7) (8) (10) (31)	Services: Consumer	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 02/22, Due 12/27)	9,903		9,903		9,779
		Second Lien Senior Secured Term Loan (LIBOR + 9.0%, 10.0% Cash, Acquired 02/22, Due 12/28)	5,000		4,975		4,950
			14,903		14,878		14,729

Techone B.V. (0.2%)*(3) (7) (8) (16)	Technology	First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 11/21, Due 11/28)	2,324		2,265		2,229
		Revolver (EURIBOR + 5.5%, 5.5% Cash, Acquired 11/21, Due 05/28)	106		97		96
			2,430		2,362		2,325

Tencarva Machinery Company, LLC (0.4%)*(7) (8) (10)	Capital Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27)	5,486		5,378		5,384
		Revolver (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27)	—		(19)		(18)
			5,486		5,359		5,366

The Caprock Group, Inc. (aka TA/TCG Holdings, LLC) (0.3%)*(7)	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 10/21, Due 12/27)(8) (10)	847		779		797
		Revolver (LIBOR + 4.25%, 5.3% Cash, Acquired 10/21, Due 12/27)(8) (10)	—		(14)		(11)
		Subordinated Term Loan (7.8% PIK, Acquired 10/21, Due 10/28)	3,333		3,270		3,276
			4,180		4,035		4,062

The Hilb Group, LLC (1.5%)*(7) (8) (10)	Insurance Brokerage	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/19, Due 12/26)	20,269		19,888		19,815
		First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 12/19, Due 12/26)	299		246		236
			20,568		20,134		20,051

The Octave Music Group, Inc. (0.4%)*(7) (8) (9) (31)	Media: Diversified & Production	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, 0.75% PIK, Acquired 02/22, Due 05/25)	5,601		5,601		5,489
			5,601		5,601		5,489

Thermacell Repellents, Inc. (0.3%)*(7) (8) (10) (31)	Consumer Goods: Durable	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.75% Cash, Acquired 02/22, Due 12/26)	2,766		2,766		2,766
		Revolver (LIBOR + 5.75%, 6.75% Cash, Acquired 02/22, Due 12/26)	1,595		1,595		1,595
			4,361		4,361		4,361

Total Safety U.S. Inc. (0.5%)*(8) (11)	Diversified Support Services	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/19, Due 08/25)	6,400		6,228		6,208
			6,400		6,228		6,208

Transit Technologies LLC (0.4%)*(7) (8) (10)	Software	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 02/20, Due 02/25)	6,035		5,971		5,818
			6,035		5,971		5,818

Transportation Insight, LLC (0.8%)*(7) (8) (9)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 4.7% Cash, Acquired 08/18, Due 12/24)	11,316		11,263		11,172
			11,316		11,263		11,172

Trident Maritime Systems, Inc. (1.1%)*(7) (8) (10)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 02/21, Due 02/27)	14,888		14,677		14,888
			14,888		14,677		14,888

Truck-Lite Co., LLC (1.1%)*(7) (8) (10)	Automotive Parts & Equipment	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/19, Due 12/26)	14,964		14,620		14,652
			14,964		14,620		14,652

True Religion Apparel, Inc. (0.0%)*(7) (31)	Retail	Common Stock (2.71 shares, Acquired 02/22)			—		—
		Preferred Stock (2.82 shares, Acquired 02/22)			—		—
					—		—

Trystar, LLC (0.5%)*(7)	Power Distribution Solutions	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 09/18, Due 09/23)(8) (10)	6,980		6,897		6,869
		Class A LLC Units (440.97 units, Acquired 09/18)			481		402
			6,980		7,378		7,271

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

March 31, 2022

(Amounts in thousands, except share amounts)


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
TSM II Luxco 10 SARL (0.8%)*(3) (7) (8) (17)	Chemicals & Plastics	Second Lien Senior Secured Term Loan (EURIBOR + 8.75%, 8.8% Cash, Acquired 03/22, Due 03/27)	$	11,127	$	10,658	$	10,682
			11,127		10,658		10,682

Turbo Buyer, Inc. (0.5%)*(7) (8) (10)	Finance Companies	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/21, Due 12/25)	6,149		5,991		5,955
			6,149		5,991		5,955

Turf Products, LLC (0.7%)*(7) (29)	Landscaping & Irrigation Equipment Distributor	Senior Subordinated Debt (10.0% Cash, Acquired 12/20, Due 10/23)	8,697		8,384		8,610
			8,697		8,384		8,610

Turnberry Solutions, Inc. (0.4%)*(7) (8) (19)	Consumer Cyclical	First Lien Senior Secured Term Loan (SOFR + 6.0%, 7.0% Cash, Acquired 07/21, Due 09/26)	5,025		4,936		4,924
			5,025		4,936		4,924

U.S. Gas & Electric, Inc. (0.1%)*(7) (29)	Energy Services	Second Lien Loan (9.5% Cash, Acquired 12/20, Due 07/25)	2,285		1,785		1,785
		Second Lien Loan (9.5% Cash, Acquired 12/20, Due 07/25)(30)	2,485		—		—
			4,770		1,785		1,785

U.S. Silica Company (0.1%)*(3) (8) (9)	Metal & Glass Containers	First Lien Senior Secured Term Loan (LIBOR + 4.0%, 5.0% Cash, Acquired 08/18, Due 05/25)	1,472		1,474		1,444
			1,472		1,474		1,444

UKFast Leaders Limited (0.9%)*(3) (7) (8) (21)	Technology	First Lien Senior Secured Term Loan (SONIA + 7.12%, 7.1% Cash, Acquired 09/20, Due 9/27)	11,968		11,410		11,706
			11,968		11,410		11,706

USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.) (1.2%)*(7) (8) (10)	Legal Services	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 11/18, Due 11/24)	16,180		15,961		15,781
			16,180		15,961		15,781

Utac Ceram (0.4%)*(3) (7) (8)	Business Services	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 09/20, Due 09/27)(16)	1,669		1,708		1,641
		First Lien Senior Secured Term Loan (LIBOR + 5.25%, 5.5% Cash, Acquired 02/21, Due 09/27)(10)	3,518		3,458		3,459
			5,187		5,166		5,100

Validity, Inc. (0.4%)*(7) (8) (9)	IT Consulting & Other Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.0% Cash, Acquired 07/19, Due 05/25)	4,783		4,693		4,773
			4,783		4,693		4,773

Velocity Pooling Vehicle, LLC (0.0%)*(7) (31)	Automotive	Common Stock (4,676 shares, Acquired 02/22)			60		60
		Warrants (5,591 units, Acquired 02/22)			72		72
					132		132

Victoria Bidco Limited (0.3%)*(3) (7) (8) (22)	Industrial Machinery	First Lien Senior Secured Term Loan (SONIA + 6.5%, 6.5% Cash, Acquired 03/22, Due 01/29)	3,646		3,618		3,523
			3,646		3,618		3,523

Vision Solutions, Inc. (0.5%)*(8) (10) (31)	Business equipment & services	Second Lien Senior Secured Term Loan (LIBOR + 7.25%, 8.0% Cash, Acquired 02/22, Due 04/29)	6,500		6,497		6,373
			6,500		6,497		6,373

VistaJet Pass Through Trust 2021-1B (0.4%)*(7)	Airlines	Structured Secured Note - Class B (6.3% Cash, Acquired 11/21, Due 02/29)	5,000		5,000		4,986
			5,000		5,000		4,986

Vital Buyer, LLC (0.6%)*(7)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 06/21, Due 06/28)(8) (10)	7,802		7,661		7,802
		Partnership Units (16,442.9 units, Acquired 06/21)			164		283
			7,802		7,825		8,085

VOYA CLO 2015-2, LTD. (0.2%)*(3) (31)	Multi-Sector Holdings	Subordinated Structured Notes (Residual Interest, current yield 454.7%, Acquired 02/22, Due 07/27)	10,736		2,627		2,561
			10,736		2,627		2,561

VOYA CLO 2016-2, LTD. (0.2%)*(3) (31)	Multi-Sector Holdings	Subordinated Structured Notes (Residual Interest, current yield 15.05%, Acquired 02/22, Due 07/28)	11,088		3,653		3,185
			11,088		3,653		3,185

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

March 31, 2022

(Amounts in thousands, except share amounts)


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
W2O Holdings, Inc. (0.2%)*(7) (10)	Healthcare Technology	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.1% Cash, Acquired 10/20, Due 06/25)	$	2,147	$	2,147	$	2,147
		First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.7% Cash, Acquired 10/20, Due 06/25)(8)	—		(59)		—
			2,147		2,088		2,147

Walker Edison Furniture Company LLC (0.3%)*(7) (31)	Consumer Goods: Durable	Common Stock (2,819.53 shares, Acquired 02/22)			3,598		3,598
					3,598		3,598

Watermill-QMC Midco, Inc. (0.0%)*(7) (31)	Automotive	Equity (1.62% Partnership Interest, Acquired 02/22)			—		—
					—		—

Wawona Delaware Holdings, LLC (0.0%)*(7) (10) (31)	Beverage & Food	First Lien Senior Secured Term Loan (LIBOR + 4.75% 5.0% Cash, Acquired 02/22, Due 09/26)	45		41		40
			45		41		40

West Dermatology, LLC (0.7%)*(7) (8) (10) (31)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (LIBOR + 7.5%, 8.5% Cash, Acquired 02/22, Due 02/25)	862		862		862
		First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 02/22, Due 02/25)	1,049		1,049		1,049
		First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, 0.8% PIK, Acquired 02/22, Due 02/25)	6,376		6,376		6,376
		Revolver (LIBOR + 6.0%, 7.0% Cash, 0.8% PIK, Acquired 02/22, Due 02/25)	1,105		1,105		1,105
			9,392		9,392		9,392

Wok Holdings Inc. (0.0%)*(9) (31)	Retail	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.5% Cash, Acquired 02/22, Due 03/26)	49		48		48
			49		48		48

Woodland Foods, LLC (0.8%)*(7)	Food & Beverage	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27)(8) (10)	8,512		8,350		8,362
		Revolver (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27)(8) (10)	509		466		469
		Common Stock (1,663.31 shares, Acquired 12/21)			1,663		1,663
			9,021		10,479		10,494

World 50, Inc. (0.9%)*(7) (8) (9)	Professional Services	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 01/20, Due 01/26)	2,637		2,578		2,632
		First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 09/20, Due 01/26)	9,009		8,858		8,866
			11,646		11,436		11,498

ZB Holdco LLC (0.2%)*(7)	Food & Beverage	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 02/22, Due 02/28)(8) (10)	2,705		2,627		2,623
		Revolver (LIBOR + 5.0%, 6.0% Cash, Acquired 02/22, Due 02/28)(8) (10)	—		(17)		(17)
		LLC Units (152.69 units, Acquired 02/22)			153		153
			2,705		2,763		2,759

Zeppelin Bidco Limited (0.4%)*(3) (7) (8) (21)	Services: Business	First Lien Senior Secured Term Loan (SONIA + 6.25%, 6.3% Cash, Acquired 03/22, Due 03/29)	5,653		5,427		5,403
		Revolver (SONIA + 6.25%, 6.3% Cash, Acquired 03/22, Due 03/23)	—		(3)		(3)
			5,653		5,424		5,400

Subtotal Non–Control / Non–Affiliate Investments (144.8%)			2,029,027		1,950,064		1,917,558

Affiliate Investments: (4)
1888 Industrial Services, LLC (0.1%)*(7) (31)	Energy: Oil & Gas	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 02/22, Due 05/23)(8) (10) (28)	4,186		419		151
		Revolver (LIBOR + 6.0%, 7.0% Cash, Acquired 02/22, Due 05/23)(8) (10)	1,307		1,184		1,145
		Warrants (7,546.76 units, Acquired 02/22)			—		—
			5,493		1,603		1,296

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

March 31, 2022

(Amounts in thousands, except share amounts)


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Charming Charlie LLC (0.0%)*(7) (31)	Retail	First Lien Senior Secured Term Loan (LIBOR + 12.0%, 13.0% Cash, Acquired 02/22, Due 04/23)(8) (10) (28)	$	4,948	$	—	$	—
		First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 02/22, Due 04/23)(8) (10) (28)	3,413		—		—
		First Lien Senior Secured Term Loan (20.0% Cash, Acquired 02/22, Due 05/22)(28)	139		—		—
		Common Stock (34,923,249 shares, Acquired 02/22)			—		—
			8,500		—		—

Eclipse Business Capital, LLC (9.5%)*(7)	Banking, Finance, Insurance, & Real Estate	Second Lien Senior Secured Term Loan (7.5% Cash, Acquired 07/21, Due 07/28)	4,545		4,504		4,545
		Revolver (LIBOR + 7.25%, Acquired 07/21, Due 07/28)(10)	2,727		2,605		2,727
		LLC Units (89,447,396 units, Acquired 07/21)			89,850		118,366
			7,272		96,959		125,638

Hylan Datacom & Electrical LLC (1.0%)*(7) (31)	Construction & Building	First Lien Senior Secured Term Loan (SOFR + 8.0%, 9.0% Cash, Acquired 02/22, Due 03/26)(8)(19)	3,917		3,615		3,917
		Second Lien Senior Secured Term Loan (SOFR + 10.0%, 11.0% Cash, Acquired 02/22, Due 03/27)(8)(19)	3,850		3,850		3,850
		Common Stock (102,144 shares, Acquired 02/22)			5,219		5,219
			7,767		12,684		12,986

Jocassee Partners LLC (3.2%)*(3)	Investment Funds & Vehicles	9.1% Member Interest, Acquired 06/19			35,158		42,106
					35,158		42,106

Kemmerer Operations, LLC (0.2%)*(7) (31)	Metals & Mining	First Lien Senior Secured Term Loan (15.0% PIK, Acquired 02/22, Due 06/23)	2,543		2,543		2,543
		Common Stock (6.78 shares, Acquired 02/22)			1,589		1,589
			2,543		4,132		4,132

Sierra Senior Loan Strategy JV I LLC (6.5%)*(3) (31)	Investment Funds & Vehicles	89.01% Member Interest, Acquired 02/22			85,963		82,910
					85,963		82,910

Thompson Rivers LLC (5.9%)*(3)	Investment Funds & Vehicles	16.0% Member Interest, Acquired 06/20			79,409		75,663
					79,409		75,663

Waccamaw River LLC (1.5%)*(3)	Investment Funds & Vehicles	20% Member Interest, Acquired 02/21			20,419		20,022
					20,419		20,022

Subtotal Affiliate Investments (28.0%)			31,575		336,327		364,753

Control Investments:(5)
Black Angus Steakhouses, LLC (1.2%)*(7) (31)	Hotel, Gaming & Leisure	First Lien Senior Secured Term Loan (LIBOR + 9.0%, 10.0% Cash, Acquired 02/22, Due 06/22)(8) (12)	5,647		5,647		5,647
		First Lien Senior Secured Term Loan (10.0% PIK, Acquired 02/22, Due 06/22)(8) (12) (28)	24,071		9,628		9,628
		Common Stock (44.6 shares, Acquired 02/22)			—		—
			29,718		15,275		15,275

JSC Tekers Holdings (0.4%)*(3) (7) (29)	Real Estate Management	Preferred Stock (9,159,085 shares, Acquired 12/20)			4,753		5,953
		Common Stock (35,571 shares, Acquired 12/20)			—		—
					4,753		5,953

MVC Automotive Group Gmbh (1.0%)*(3) (7) (29)	Automotive	Bridge Loan (6.0% Cash, Acquired 12/20, Due 06/26)	7,149		7,149		7,149
		Common Equity Interest (18,000 shares, Acquired 12/20)			9,554		6,729
			7,149		16,703		13,878

MVC Private Equity Fund LP (0.6%)*(3) (29)	Investment Funds & Vehicles	General Partnership Interest			225		191
		Limited Partnership Interest			8,899		7,508
					9,124		7,699

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

March 31, 2022

(Amounts in thousands, except share amounts)


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Security Holdings B.V. (5.9%)*(3) (7) (29)	Electrical Engineering	Bridge Loan (5.0% PIK, Acquired 12/20, Due 05/22)	$	5,727	$	5,727	$	5,727
		Senior Subordinated Loan (3.1% PIK, Acquired 12/20, Due 05/22)	9,598		9,598		9,598
		Subordinated Senior Subordinated Note (5.0% PIK, Acquired 01/22, Due 05/22)	14,292		14,567		14,292
		Senior Unsecured Term Loan (6.0% Cash, 9.0% PIK, Acquired 04/21, Due 04/25)	7,149		7,639		7,149
		Common Stock Series A (17,100 shares, Acquired 02/22)			560		439
		Common Stock Series B (900 shares, Acquired 12/20)			21,264		41,104
			36,766		59,355		78,309

Subtotal Control Investments (9.1%)			73,633		105,210		121,114













Total Investments, March 31, 2022 (182.0%)*			$	2,134,235	$	2,391,601	$	2,403,425

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 $ 14,300,006 $ 700,006
Total Credit Support Agreement, September 30, 2021 $ 700,006


Credit Support Agreements
Description(d)	Counter Party	Settlement Date	Notional Amount		Value		Unrealized Appreciation (Depreciation)
MVC Credit Support Agreement(a)(b)(c)	Barings LLC	01/01/31	$	23,000	$	15,000	$	1,400
Sierra Credit Support Agreement(e)(f)(g)	Barings LLC	04/01/32	$	100,000	$	44,400	$	—

Total Credit Support Agreements, March 31, 2022							$	1,400

(a) The MVC Credit Support Agreement covers all of the investments acquired by Barings BDC, Inc. ~~(“the Company”~~(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~~“MVC Reference Portfolio”). Each investment that is included in the MVC Reference Portfolio is denoted in the above Schedule of Investments with footnote ~~(25)~~(29).

(b) The Company and Barings LLC (“Barings”) entered into athe MVC 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 or (2) the date on which the entire MVC 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.~~Agreements.

(e) The Sierra Credit Support Agreement covers all of the investments acquired by the Company from Sierra Income Corporation (“Sierra”) in connection with the Sierra 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 Sierra in connection with the Sierra Acquisition (collectively, the “Sierra Reference Portfolio”). Each investment that is included in the Sierra Reference Portfolio is denoted in the above Schedule of Investments with footnote (31).

(f) The Company and Barings entered into the Sierra Credit Support Agreement pursuant to which Barings agreed to provide credit support to the Company in the amount of up to $100.0 million.

(g) Settlement Date means the earlier of (1) April 1, 2032 or (2) the date on which the entire Sierra Reference Portfolio has been realized or written off.

1927

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~September 30, 2021~~March 31, 2022

(Amounts in thousands, except share amounts)

Foreign Currency Forward Contracts:

Description

Notional Amount to be Purchased

Notional Amount to be Sold

Settlement Date

Unrealized Appreciation (Depreciation)

Description

Notional Amount to be Purchased

Notional Amount to be Sold

Counterparty

Settlement Date

Unrealized Appreciation (Depreciation)

Foreign currency forward contract (AUD)

A$9,000,000

$6,523,357

10/06/21

(22,179)

Foreign currency forward contract (AUD)

A$67,436

$50,505

Bank of America, N.A.

04/08/22

138

Foreign currency forward contract (AUD)

$6,550,418

A$9,000,000

10/06/21

49,240

Foreign currency forward contract (AUD)

$22,755

A$31,386

Bank of America, N.A.

04/08/22

(815)

Foreign currency forward contract (AUD)

A$2,098,659

$1,507,742

01/06/22

9,026

Foreign currency forward contract (AUD)

$19,490

A$27,000

Citibank N.A.

04/08/22

(787)

Foreign currency forward contract (AUD)

$6,494

A$9,050

HSBC Bank USA

04/08/22

(302)

Foreign currency forward contract (AUD)

$51,174

A$68,223

Bank of America, N.A.

07/07/22

(146)

Foreign currency forward contract (CAD)

C$3,203

$2,559

HSBC Bank USA

04/08/22

Foreign currency forward contract (CAD)

C$6,124,048

$4,797,823

10/06/21

36,200

Foreign currency forward contract (CAD)

$2,506

C$3,203

Bank of America, N.A.

04/08/22

(58)

Foreign currency forward contract (CAD)

$4,962,973

C$6,124,048

10/06/21

128,950

Foreign currency forward contract (CAD)

$2,549

C$3,190

HSBC Bank USA

07/07/22

(5)

Foreign currency forward contract (CAD)

$4,881,155

C$6,229,673

01/06/22

(36,660)

Foreign currency forward contract (CAD)

$49

C$61

BNP Paribas SA

07/07/22

—

Foreign currency forward contract (DKK)

2,105,000kr.

$328,520

10/06/21

(428)

Foreign currency forward contract (DKK)

2,116kr.

$315

Bank of America, N.A.

04/08/22

Foreign currency forward contract (DKK)

$334,772

2,105,000kr.

10/06/21

6,680

Foreign currency forward contract (DKK)

$323

2,116kr.

Bank of America, N.A.

04/08/22

Foreign currency forward contract (DKK)

$335,107

2,142,838kr.

01/06/22

446

Foreign currency forward contract (DKK)

$323

2,159kr.

Bank of America, N.A.

07/07/22

(1)

Foreign currency forward contract (EUR)

€13,326,630

$15,559,560

10/06/21

(114,118)

Foreign currency forward contract (EUR)

€2,000

$2,215

Bank of America, N.A.

04/01/22

Foreign currency forward contract (EUR)

$15,737,249

€13,326,630

10/06/21

291,805

Foreign currency forward contract (EUR)

€86,555

$96,092

Bank of America, N.A.

04/08/22

225

Foreign currency forward contract (EUR)

$4,864,467

€4,182,593

01/06/22

6,576

Foreign currency forward contract (EUR)

€5,020

$5,701

HSBC Bank USA

04/08/22

(116)

Foreign currency forward contract (EUR)

$25,366

€23,000

HSBC Bank USA

04/08/22

(228)

Foreign currency forward contract (EUR)

$8,514

€7,500

BNP Paribas SA

04/08/22

168

Foreign currency forward contract (EUR)

$69,071

€61,075

Bank of America, N.A.

04/08/22

1,109

Foreign currency forward contract (EUR)

$95,469

€85,835

Bank of America, N.A.

07/07/22

(400)

Foreign currency forward contract (NZD)

NZ$11,600

$8,026

Bank of America, N.A.

04/08/22

Foreign currency forward contract (NZD)

$7,995

NZ$11,600

HSBC Bank USA

04/08/22

(74)

Foreign currency forward contract (NZD)

$8,151

NZ$11,801

Bank of America, N.A.

07/07/22

(44)

Foreign currency forward contract (GBP)

$13,131

£10,000

HSBC Bank USA

04/01/22

(35)

Foreign currency forward contract (GBP)

£8,819

$11,521

Bank of America, N.A.

04/08/22

Foreign currency forward contract (GBP)

$5,642

£4,220

HSBC Bank USA

04/08/22

Foreign currency forward contract (GBP)

£9,000,000

$12,189,271

10/06/21

(54,099)

Foreign currency forward contract (GBP)

$6,122

£4,599

Bank of America, N.A.

04/08/22

Foreign currency forward contract (GBP)

$12,254,165

£9,000,000

10/06/21

118,993

Foreign currency forward contract (GBP)

$12,612

£9,656

Bank of America, N.A.

07/07/22

(97)

Foreign currency forward contract (GBP)

£4,465,465

$5,997,745

01/06/22

24,868

Foreign currency forward contract (GBP)

£10,000

$13,128

HSBC Bank USA

07/07/22

Foreign currency forward contract (SEK)

1,787,447kr

$203,104

10/06/21

1,212

Foreign currency forward contract (SEK)

1,875kr

$201

HSBC Bank USA

04/08/22

—

Foreign currency forward contract (SEK)

$209,997

1,787,447kr

10/06/21

5,680

Foreign currency forward contract (SEK)

$207

1,875kr

HSBC Bank USA

04/08/22

Foreign currency forward contract (SEK)

$203,853

1,791,942kr

01/07/22

(1,216)

Foreign currency forward contract (SEK)

$213

1,976kr

HSBC Bank USA

07/07/22

—

Total Foreign Currency Forward Contracts, September 30, 2021

450,976

Total Foreign Currency Forward Contracts, March 31, 2022

(1,120)

* Fair value as a percentage of net assets.

(1)All debt investments are income producing, unless otherwise noted. Eclipse Business Capital, LLC, Ferrellgas L.P., Thompson Rivers LLC and Waccamaw River LLC equity investments are income producing. All other equity and any equity-linked investments are non-income producing. 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 independent valuation firms that 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 LIBOR, EURIBOR, GBP LIBOR, BBSY, STIBOR, CDOR, SOFR, SONIA, BKBM 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 ~~September 30, 2021~~March 31, 2022 represented ~~221.9%~~182.0% 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 represene~~t 26.4%~~nt 28.7% of total investments at fair value as of ~~September 30, 2021.~~March 31, 2022. 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).

2028

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

~~September 30, 2021~~March 31, 2022

(Amounts in thousands, except share amounts)

(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 "Affiliate Investments" for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 were as follows:


			December 31, 2020 Value		Gross Additions (b)		Gross Reductions (c)		Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)		September 30, 2021 Value		Amount of Interest or Dividends Credited to Income(d)				December 31, 2021 Value		Gross Additions (b)		Gross Reductions (c)		Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)		March 31, 2022 Value		Amount of Interest or Dividends Credited to Income(d)
Portfolio Company	Portfolio Company	Type of Investment(a)															Portfolio Company	Type of Investment(a)
Advantage Insurance, Inc.(e)		Preferred Stock (587,001 shares)	$	5,946,641	$	—	$	(5,870,010)	$	(76,631)	$	—	$	—	$	71,500
			5,946,641		—		(5,870,010)		(76,631)		—		—		71,500
1888 Industrial Services, LLC(e)																	1888 Industrial Services, LLC(e)	First Lien Senior Secured Term Loan (LIBOR +5.0%, 6.0% Cash)(f)	$	—	$	419	$	—	$	—	$	(268)	$	151	$	8
																		Revolver (LIBOR + 6.0%, 7.0% Cash)	—		1,184		—		—		(39)		1,145		—
																		Warrants (7,546.76 units)	—		—		—		—		—		—		—
																			—		1,603		—		—		(307)		1,296		8

Charming Charlie LLC(e)(f)																	Charming Charlie LLC(e)(f)	First Lien Senior Secured Term Loan (LIBOR + 12.0%, 13.0% Cash)	—		—		—		—		—		—		—
																		First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash)	—		—		—		—		—		—		—
																		First Lien Senior Secured Term Loan (20.0% Cash)	—		—		—		—		—		—		—
																		Common Stock (34,923,249 shares)	—		—		—		—		—		—		—
																			—		—		—		—		—		—		—

Eclipse Business Capital, LLC (e)	Eclipse Business Capital, LLC (e)	Second Lien Senior Secured Term Loan (7.5% Cash)	—		4,501,161		—		—		44,294		4,545,455		80,550		Eclipse Business Capital, LLC (e)	Second Lien Senior Secured Term Loan (7.5% Cash)	4,738		1		—		—		(194)		4,545		83
		Revolver (LIBOR + 7.25%)	—		4,408		(136,364)		—		131,956		—		12,457			Revolver (LIBOR + 7.25%)	1,818		914		—		—		(5)		2,727		39
		LLC units (89,849,519 units)	—		89,849,519		—		—		—		89,849,519		1,693,429			LLC units (89,849,519 units)	92,668		—		—		—		25,698		118,366		4,078
			—		94,355,088		(136,364)		—		176,250		94,394,974		1,786,436				99,224		915		—		—		25,499		125,638		4,200

Hylan Datacom & Electrical LLC(e)																	Hylan Datacom & Electrical LLC(e)	First Lien Senior Secured Term Loan (SOFR + 8.0%, 9.0% Cash)	—		3,514		—		101		302		3,917		33
																		Second Lien Senior Secured Term Loan (SOFR + 10.0%, 11.0% Cash)	—		3,850		—		—		—		3,850		26
																		Common Stock (102,144 shares)	—		5,219		—		—		—		5,219		—
																			—		12,583		—		101		302		12,986		59

Jocassee Partners LLC	Jocassee Partners LLC	9.1% Member Interest	22,623,820		10,000,000		—		—		3,509,620		36,133,440		—		Jocassee Partners LLC	9.1% Member Interest	37,601		5,000		—		—		(495)		42,106		—
			22,623,820		10,000,000		—		—		3,509,620		36,133,440		—				37,601		5,000		—		—		(495)		42,106		—

JSC Tekers Holdings(e)	JSC Tekers Holdings(e)	Preferred Stock (9,159,085 shares)	4,753,000		—		(4)		—		1,200,409		5,953,405		—		JSC Tekers Holdings(e)	Preferred Stock (9,159,085 shares)	6,197		—		(6,197)		—		—		—		—
		Common Stock (3,201 shares)	—		—		—		—		—		—		—			Common Stock (3,201 shares)	—		—		—		—		—		—		—
			4,753,000		—		(4)		—		1,200,409		5,953,405		—				6,197		—		(6,197)		—		—		—		—

Kemmerer Operations, LLC(e)																	Kemmerer Operations, LLC(e)	First Lien Senior Secured Term Loan (15.0% PIK)	—		2,543		—		—		—		2,543		40
																		Common Stock (6.78 shares)	—		1,589		—		—		—		1,589		—
																			—		4,132		—		—		—		4,132		40

Security Holdings B.V(e)	Security Holdings B.V(e)	Bridge Loan (5.0% PIK 5/31/2021)	5,187,508		263,697		—		—		—		5,451,205		206,690		Security Holdings B.V(e)	Bridge Loan (5.0% PIK 5/31/2021)	5,451		—		(5,451)		—		—		—		—
		Senior Subordinated Loan (3.1% PIK)	8,746,454		207,230		—		—		—		8,953,684		208,872			Senior Subordinated Loan (3.1% PIK)	9,525		—		(9,525)		—		—		—		—
		Senior Unsecured Term Loan (9.0% PIK)	—		8,347,853		(1,168,250)		(24,300)		(201,603)		6,953,700		562,581			Senior Unsecured Term Loan (9.0% PIK)	7,307		—		(7,307)		—		—		—		—
		Common Equity Interest	21,329,370		—		—		—		1,829,924		23,159,294		—			Common Equity Interest	24,825		—		(24,825)		—		—		—		—
			35,263,332		8,818,780		(1,168,250)		(24,300)		1,628,321		44,517,883		978,143				47,108		—		(47,108)		—		—		—		—

Thompson Rivers LLC		7.75% Member Interest	10,011,840		20,000,000		—		—		2,673,040		32,684,880		1,330,495
			10,011,840		20,000,000		—		—		2,673,040		32,684,880		1,330,495
Sierra Senior Loan Strategy JV I LLC																	Sierra Senior Loan Strategy JV I LLC	89.01% Member Interest	—		85,963		—		—		(3,053)		82,910		—
																			—		85,963		—		—		(3,053)		82,910		—

Waccamaw River LLC		20% Member Interest	—		9,362,416		(68,188)		—		21,177		9,315,405		140,000
			—		9,362,416		(68,188)		—		21,177		9,315,405		140,000

Total Affiliate Investments			$	78,598,633	$	142,536,284	$	(7,242,816)	$	(100,931)	$	9,208,817	$	222,999,987	$	4,306,574

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

March 31, 2022

(Amounts in thousands, except share amounts)


		December 31, 2021 Value		Gross Additions (b)		Gross Reductions (c)		Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)		March 31, 2022 Value		Amount of Interest or Dividends Credited to Income(d)
Portfolio Company	Type of Investment(a)
Thompson Rivers LLC	16.0% Member Interest	84,438		—		(4)		—		(8,771)		75,663		3,192
		84,438		—		(4)		—		(8,771)		75,663		3,192

Waccamaw River LLC	20% Member Interest	13,501		6,700		—		—		(179)		20,022		300
		13,501		6,700		—		—		(179)		20,022		300

Total Affiliate Investments		$	288,069	$	116,896	$	(53,309)	$	101	$	12,996	$	364,753	$	7,799

(a) Eclipse Business Capital, LLC, Thompson Rivers LLC and Waccamaw River LLC equity investments are income producing. All other equity and any equity-linked investments are non-income producing.

(b) Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.

(c) Gross reductions include decreases in the total cost basis of investments resulting from principal repayments or sales.

(d) 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.

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

~~Barings BDC, Inc.~~

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

~~September 30, 2021~~

(f) Non-accrual investment.

(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 ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 in which the portfolio company is deemed to be a "Control Investment" of the Company were as follows:


			December 31, 2020 Value		Gross Additions (b)		Gross Reductions (c)		Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)		September 30, 2021 Value		Amount of Interest or Dividends Credited to Income(d)				December 31, 2021 Value		Gross Additions (b)		Gross Reductions (c)		Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)		March 31, 2022 Value		Amount of Interest or Dividends Credited to Income(d)
Portfolio Company	Portfolio Company	Type of Investment(a)															Portfolio Company	Type of Investment(a)
Black Angus Steakhouses, LLC(e)																	Black Angus Steakhouses, LLC(e)	First Lien Senior Secured Term Loan (10.0% PIK)(f)	$	—	$	9,628	$	—	$	—	$	—	$	9,628	$	—
																		First Lien Senior Secured Term Loan (LIBOR + 9.0%, 10.0% Cash)	—		5,647		—		—		—		5,647		55
																		Common Stock (44.6 shares)	—		—		—		—		—		—		—
																			—		15,275		—		—		—		15,275		55

JSC Tekers Holdings(e)																	JSC Tekers Holdings(e)	Preferred Stock (9,159,085 shares)	—		6,197		—		—		(244)		5,953		—
																		Common Stock (3,201 shares)	—		—		—		—		—		—		—
																			—		6,197		—		—		(244)		5,953		—

MVC Automotive Group GmbH(e)	MVC Automotive Group GmbH(e)	Common Equity Interest	$	9,582,368	$	—	$	—	$	—	$	(501,948)	$	9,080,420	$	—	MVC Automotive Group GmbH(e)	Common Equity Interest	7,699		—		—		—		(970)		6,729		—
		Bridge Loan (6.0% PIK 12/31/2021)	7,149,166		—		—		—		—		7,149,166		325,287			Bridge Loan (6.0% PIK 12/31/2021)	7,149		—		—		—		—		7,149		107
			16,731,534		—		—		—		(501,948)		16,229,586		325,287				14,848		—		—		—		(970)		13,878		107

MVC Private Equity Fund LP	MVC Private Equity Fund LP	Limited Partnership Interest	8,899,284		—		—		—		(936,010)		7,963,274		—		MVC Private Equity Fund LP	Limited Partnership Interest	7,376		—		—		—		132		7,508		—
		General Partnership Interest	224,978		1		—		—		(23,031)		201,948		478,754			General Partnership Interest	188		—		—		—		3		191		(1,039)
			9,124,262		1		—		—		(959,041)		8,165,222		478,754				7,564		—		—		—		135		7,699		(1,039)

Waccamaw River LLC		50% Member Interest	—		4,500,000		(4,474,229)		—		(25,771)		—		—

Total Control Investments			$	25,855,796	$	4,500,001	$	(4,474,229)	$	—	$	(1,486,760)	$	24,394,808	$	804,041

Barings BDC, Inc.

Unaudited Consolidated Schedule of Investments — (Continued)

March 31, 2022

(Amounts in thousands, except share amounts)


		December 31, 2021 Value		Gross Additions (b)		Gross Reductions (c)		Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)		March 31, 2022 Value		Amount of Interest or Dividends Credited to Income(d)
Portfolio Company	Type of Investment(a)
Security Holdings B.V(e)	Bridge Loan (5.0% PIK, Acquired 12/20, Due 05/22)	$	—	$	5,727	$	—	$	—	$	—	$	5,727	$	72
	Senior Subordinated Loan (3.1% PIK, Acquired 12/20, Due 05/22)	—		9,598		—		—		—		9,598		78
	Subordinated Senior Subordinated Note (5.0% PIK, Acquired 12/20, Due 05/22)	—		14,567		—		—		(275)		14,292		160
	Senior Unsecured Term Loan (6.0% Cash, 9.0% PIK, Acquired 04/21, Due 04/25)	—		7,307		—		—		(158)		7,149		268
	Common Stock Series A (17,100 shares, Acquired 02/22)	—		560		—		—		(121)		439		—
	Common Stock Series B (900 shares, Acquired 12/20)	—		24,827		—		—		16,277		41,104		—
		—		62,586		—		—		15,723		78,309		578

Total Control Investments		$	22,412	$	84,058	$	—	$	—	$	14,644	$	121,114	$	(299)

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

(b) Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.

(c) Gross reductions include decreases in the total cost basis of investments resulting from principal repayments or sales.

(d) 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.

(f) Non-accrual investment

(6)Some or all of the investment is or will be encumbered as security for the Company's ~~$800.0~~$965.0 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 ~~September 30, 2021~~March 31, 2022 was ~~0.08025%~~0.45200%.

(10)~~The interest rate on these loans is subject to 2 Month LIBOR, which as of September 30, 2021 was 0.11138%.~~

~~(11)~~The interest rate on these loans is subject to 3 Month LIBOR, which as of ~~September 30, 2021~~March 31, 2022 was ~~0.13013%~~0.96157%.

~~(12)~~(11)The interest rate on these loans is subject to 6 Month LIBOR, which as of ~~September 30, 2021~~March 31, 2022 was ~~0.15850%~~1.46986%.

~~(13)~~(12)The interest rate on these loans is subject to 112 Month ~~GBP~~ LIBOR, which as of ~~September 30, 2021~~March 31, 2022 was ~~0.04750%~~2.10143%.

~~(14)~~(13)The interest rate on these loans is subject to 3 Month GBP LIBOR, which as of ~~September 30, 2021~~March 31, 2022 was ~~0.08188%~~1.03540%.

~~(15)~~(14)The interest rate on these loans is subject to 6 Month GBP LIBOR, which as of ~~September 30, 2021~~March 31, 2022 was ~~0.17463%~~1.47070%.

(15)The interest rate on these loans is subject to 1 Month EURIBOR, which as of March 31, 2022 was -0.53200%.

(16)The interest rate on these loans is subject to 3 Month EURIBOR, which as of ~~September 30, 2021~~March 31, 2022 was ~~-0.54500%~~-0.45800%.

(17)The interest rate on these loans is subject to 6 Month EURIBOR, which as of ~~September 30, 2021~~March 31, 2022 was ~~-0.52800%~~-0.36700%.

(18)The interest rate on these loans is subject to 31 Month ~~STIBOR,~~SOFR, which as of ~~September 30, 2021~~March 31, 2022 was ~~-0.09900%~~0.30240%.

(19)The interest rate on these loans is subject to 13 Month ~~BBSY,~~SOFR, which as of ~~September 30, 2021~~March 31, 2022 was ~~0.01000%~~0.67512%.

(20)The interest rate on these loans is subject to 36 Month ~~BBSY,~~SOFR, which as of ~~September 30, 2021~~March 31, 2022 was ~~0.01960%~~1.07915%.

(21)The interest rate on these loans is subject to 3 Month ~~CDOR,~~SONIA, which as of ~~September 30, 2021~~March 31, 2022 was ~~0.44468%~~0.91610%.

(22)The interest rate on these loans is subject to 6 Month SONIA, which as of ~~September 30, 2021~~March 31, 2022 was ~~0.16350%~~1.19410%.

(23)The interest rate on these loans is subject to 61 Month ~~SOFR,~~BBSY, which as of ~~September 30, 2021~~March 31, 2022 was ~~0.05628%~~0.01270%.

(24)The interest rate on these loans is subject to 3 Month BBSY, which as of March 31, 2022 was 0.23150%.

(25)The interest rate on these loans is subject to 3 Month CDOR, which as of March 31, 2022 was 1.26000%.

(26)The interest rate on these loans is subject to 3 Month STIBOR, which as of March 31, 2022 was 0.00057%.

(27)The interest rate on these loans is subject to 3 Month BKBM, which as of March 31, 2022 was 1.49000%.

(28)Non-accrual investment.

~~(25)~~(29)Investment was purchased as part of the MVC Acquisition and is part of the MVC Reference Portfolio for purposes of the MVC Credit Support Agreement.

~~(26)~~(30)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 ("U.S. Gas"). 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.

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

See accompanying notes.

2231

Barings BDC, Inc.

Consolidated Schedule of Investments

December 31, ~~2020~~2021

(Amounts in thousands, except share amounts)

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


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

1WorldSync, Inc. (2.2%)*(7) (8) (10)	IT Consulting & Other Services	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 07/19, Due 07/25)	$	16,434	$	16,185	$	16,434
			16,434		16,185		16,434

Accelerate Learning, Inc. (1.0%)*(7) (8) (10)	Education Services	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/18, Due 12/24)	7,568		7,486		7,429
			7,568		7,486		7,429

Acclime Holdings HK Limited (0.2%)*(3) (7) (8) (10)	Business Services	First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.0% Cash, Acquired 08/21, Due 07/27)	1,211		1,138		1,147
			1,211		1,138		1,147

Accurus Aerospace Corporation (3.2%)*(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)	24,874		24,684		24,016
			24,874		24,684		24,016

ADB Safegate (0.7%)*(3) (8) (10)	Aerospace & Defense	Second Lien Senior Secured Term Loan (LIBOR + 7.75%, 8.8% Cash, Acquired 08/21, Due 07/25)	5,500		5,091		5,106
			5,500		5,091		5,106

Advantage Software Company (The), LLC (0.0%)*(7)	Advertising, Printing & Publishing	Class A1 Partnership Units (8,717.76 units, Acquired 12/21)			280		280
		Class A2 Partnership Units (2,248.46 units, Acquired 12/21)			72		72
		Class B1 Partnership Units (8,717.76 units, Acquired 12/21)			9		9
		Class B2 Partnership Units (2,248.46 units, Acquired 12/21)			2		2
					363		363

Aftermath Bidco Corporation (1.3%)* (7) (8) (10)	Professional Services	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 04/19, Due 04/25)	9,425		9,299		9,303
			9,425		9,299		9,303

Air Canada 2020-2 Class B Pass Through Trust (0.9%)*	Airlines	Structured Secured Note - Class B (9.0% Cash, Acquired 09/20, Due 10/25)	6,170		6,170		6,822
			6,170		6,170		6,822

Air Comm Corporation, LLC (1.5%)* (7) (8) (10)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 06/21, Due 07/27)	11,540		11,265		11,280
			11,540		11,265		11,280

AIT Worldwide Logistics Holdings, Inc. (1.0%)*(7)	Transportation Services	Second Lien Senior Secured Term Loan (LIBOR + 7.75%, 8.5% Cash, Acquired 04/21, Due 04/29)(8) (10)	6,460		6,325		6,460
		Partnership Units (348.68 units, Acquired 04/21)			349		689
			6,460		6,674		7,149

Alpine US Bidco LLC (2.4%)*(7) (8) (10)	Agricultural Products	Second Lien Senior Secured Term Loan (LIBOR + 9.0%, 9.8% Cash, Acquired 05/21, Due 05/29)	18,157		17,642		17,975
			18,157		17,642		17,975

Amtech LLC (0.5%)*(7) (8)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 11/27)(9)	4,091		3,958		3,955
		Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 11/27)(10)	—		(13)		(14)
			4,091		3,945		3,941

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)	14,395		13,459		16,051
			14,395		13,459		16,051

AnalytiChem Holding Gmbh (0.3%)* (3) (7) (8) (14)	Chemicals	First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 11/21, Due 11/28)	2,801		2,580		2,576
			2,801		2,580		2,576

Anju Software, Inc. (1.8%)*(7) (8) (9)	Application Software	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.3% Cash, Acquired 02/19, Due 02/25)	13,528		13,355		13,284
			13,528		13,355		13,284

2332

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2020~~2021

(Amounts in thousands, except share amounts)

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 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


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
AP Aristotle Holdings, LLC (0.2)*(7)	Oil Field Services	Subordinated Term Loan (19.8% Cash, Acquired 12/21, Due 06/25)	$	1,883	$	1,890	$	1,854
			1,883		1,890		1,854

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) (12)	1,974		1,869		1,970
		Subordinated Senior Unsecured Term Loan (8.0% PIK, Acquired 01/20, Due 07/27)	278		264		278
			2,252		2,133		2,248

Aptus 1829. GmbH (0.6%)*(3) (7)	Chemicals, Plastics, & Rubber	First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 09/21, Due 09/27)(8) (14)	4,656		4,717		4,552
		Preferred Stock (13 shares, Acquired 09/21)			120		111
		Common Stock (48 shares, Acquired 09/21)			12		11
			4,656		4,849		4,674

Apus Bidco Limited (0.5%)*(3) (7) (8) (17)	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan (SONIA + 5.5%, 5.5% Cash, Acquired 02/21, Due 03/28)	3,902		3,874		3,823
			3,902		3,874		3,823

AQA Acquisition Holding, Inc. (2.7%)*(7) (8) (10)	High Tech Industries	Second Lien Senior Secured Term Loan (LIBOR + 7.5%, 8.0% Cash, Acquired 03/21, Due 03/29)	20,000		19,510		20,000
			20,000		19,510		20,000

Aquavista Watersides 2 LTD (1.0%)*(3) (7) (8) (17)	Transportation Services	First Lien Senior Secured Term Loan (SONIA + 6.0%, 6.1% Cash, Acquired 12/21, Due 12/28)	6,042		5,696		5,766
		Second Lien Senior Secured Term Loan (SONIA + 10.5% PIK, Acquired 12/21, Due 12/28)	1,510		1,446		1,465
		Revolver (SONIA + 6.0%, 6.1% Cash, Acquired 12/21, Due 12/22)	—		(4)		(5)
			7,552		7,138		7,226

Arch Global Precision LLC (1.2%)*(7) (8) (10)	Industrial Machinery	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.8% Cash, Acquired 04/19, Due 04/26)	9,248		9,244		9,248
			9,248		9,244		9,248

Archimede (1.1%)*(3) (7) (8) (14)	Consumer Services	First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 10/20, Due 10/27)	8,415		8,761		8,255
			8,415		8,761		8,255

Argus Bidco Limited (0.5%)*(3) (7) (8)	High Tech Industries	First Lien Senior Secured Term Loan (SONIA + 5.5%, 5.8% Cash, Acquired 12/20, Due 12/27)(16)	2,682		2,559		2,682
		First Lien Senior Secured Term Loan (LIBOR + 5.5%, 5.8% Cash, Acquired 05/21, Due 12/27)(10)	672		653		672
			3,354		3,212		3,354

Armstrong Transport Group (Pele Buyer, LLC ) (0.5%)*(7) (8) (10)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 06/19, Due 06/24)	4,020		3,961		3,939
			4,020		3,961		3,939

ASPEQ Heating Group LLC (1.1%)* (7) (8) (9)	Building Products, Air & Heating	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 11/19, Due 11/25)	8,464		8,377		8,464
			8,464		8,377		8,464

Astra Bidco Limited (0.7%)*(3) (7) (8) (16)	Healthcare	First Lien Senior Secured Term Loan (SONIA + 5.75%, 5.8% Cash, Acquired 11/21, Due 11/28)	5,786		5,479		5,535
			5,786		5,479		5,535

Auxi International (0.3%)*(3) (7) (8)	Commercial Finance	First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 12/19, Due 12/26)(15)	1,592		1,521		1,439
		First Lien Senior Secured Term Loan (SONIA + 6.25%, 6.3% Cash, Acquired 04/21, Due 12/26)(17)	907		897		820
			2,499		2,418		2,259

Avance Clinical Bidco Pty Ltd (0.8%)*(3) (7) (8) (20)	Healthcare	First Lien Senior Secured Term Loan (BBSY + 5.5%, 6.0% Cash, Acquired 11/21, Due 11/27)	6,457		6,040		6,158
			6,457		6,040		6,158

2433

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2020~~2021

(Amounts in thousands, except share amounts)

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


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
AVSC Holding Corp. (1.6%)*	Advertising	First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, 0.25% PIK, Acquired 08/18, Due 03/25)(8) (10)	$	4,867	$	4,405	$	4,458
		First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, 1.0% PIK, Acquired 08/18, Due 10/26)(8) (10)	748		693		693
		First Lien Senior Secured Term Loan (5.0% Cash, 10.0% PIK, Acquired 11/20, Due 10/26)	5,514		5,399		6,404
			11,129		10,497		11,555

Azalea Buyer, Inc. (0.8%)*(7)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 11/21, Due 11/27)(10)	4,606		4,496		4,494
		Subordinated Term Loan (12.0% PIK, Acquired 11/21, Due 05/28)	1,260		1,235		1,234
		Common Stock (192,307.7 shares, Acquired 11/21)			192		192
		Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 11/21, Due 11/27)(10)	—		(9)		(10)
			5,866		5,914		5,910

Bariacum S.A. (0.8%)*(3) (7) (8) (14)	Consumer Products	First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 11/21, Due 11/28)	6,482		6,236		6,244
			6,482		6,236		6,244

BDP International, Inc. (f/k/a BDP Buyer, LLC) (2.0%)*(7) (8) (9)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/18, Due 12/24)	14,849		14,643		14,626
			14,849		14,643		14,626

Benify (Bennevis AB) (0.2%)*(3) (7) (8) (18)	High Tech Industries	First Lien Senior Secured Term Loan (STIBOR + 5.25%, 5.3% Cash, Acquired 07/19, Due 07/26)	1,286		1,222		1,286
			1,286		1,222		1,286

Beyond Risk Management, Inc. (0.3%)*(7) (8) (10)	Other Financial	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.3% Cash, Acquired 10/21, Due 09/27)	2,427		2,336		2,327
			2,427		2,336		2,327

Bidwax (1.0%)*(3) (7) (8) (14)	Non-durable Consumer Goods	First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 02/21, Due 02/28)	7,960		8,062		7,741
			7,960		8,062		7,741

BigHand UK Bidco Limited (0.1%)*(3) (7) (8) (13)	High Tech Industries	First Lien Senior Secured Term Loan (GBP LIBOR + 5.25%, 5.4% Cash, Acquired 01/21, Due 01/28)	909		880		878
			909		880		878

Black Diamond Equipment Rentals LLC (1.5%)*(7) (25)	Equipment Rental	Second Lien Loan (12.5% Cash, Acquired 12/20, Due 06/22)	10,000		10,000		10,000
		Warrant (4.17 units, Acquired 12/20)			1,010		864
			10,000		11,010		10,864

Bounteous, Inc. (0.6%)*(7) (8) (10)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/21, Due 08/27)	4,911		4,752		4,756
			4,911		4,752		4,756

Brightline Trains Florida LLC (0.7%)*(7)	Transportation	Senior Secured Note (8.0% Cash, Acquired 08/21, Due 01/28)	5,000		5,000		5,005
			5,000		5,000		5,005

Brightpay Limited (0.3%)*(3) (7) (8) (14)	Technology	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 10/21, Due 10/28)	1,918		1,883		1,862
			1,918		1,883		1,862

BrightSign LLC (1.9%)*(7)	Media & Entertainment	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 10/21, Due 10/27)(8) (10)	12,811		12,687		12,683
		LLC units (1,107,492.71 units, Acquired 10/21)			1,107		1,135
		Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 10/21, Due 10/27)(8) (10)	—		(13)		(13)
			12,811		13,781		13,805

British Airways 2020-1 Class B Pass Through Trust (0.1%)*	Airlines	Structured Secured Note - Class B (8.4% Cash, Acquired 11/20, Due 11/28)	810		810		916
			810		810		916

2534

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2020~~2021

(Amounts in thousands, except share amounts)

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


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
British Engineering Services Holdco Limited (2.1%)*(3) (7) (8) (17)	Commercial Services & Supplies	First Lien Senior Secured Term Loan (SONIA + 6.75%, 7.0% Cash, Acquired 12/20, Due 12/27)	$	15,530	$	15,081	$	15,406
		Revolver (SONIA + 6.75%, 7.0% Cash, Acquired 12/20, Due 06/22)	—		(2)		(5)
			15,530		15,079		15,401

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)	6,634		6,587		6,634
			6,634		6,587		6,634

Cadent, LLC (f/k/a Cross MediaWorks) (0.9%)*(7) (8) (9)	Media & Entertainment	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 09/18, Due 09/23)	6,913		6,888		6,913
			6,913		6,888		6,913

CAi Software, LLC (1.2%)*(7) (8) (10)	Technology	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/21, Due 12/28)	9,057		8,877		8,876
		Revolver (LIBOR + 6.25%, 7.3% Cash, Acquired 12/21, Due 12/28)	—		(19)		(19)
			9,057		8,858		8,857

Canadian Orthodontic Partners Corp.(0.2%)*(3) (7) (8) (21)	Healthcare	First Lien Senior Secured Term Loan (CDOR + 6.5%, 7.5% Cash, Acquired 06/21, Due 03/26)	1,640		1,697		1,625
			1,640		1,697		1,625

Carlson Travel, Inc (1.2%)*	Business Travel Management	First Lien Senior Secured Note (8.5% Cash, Acquired 11/21, Due 11/26)	6,050		5,654		6,161
		Common Stock (94,155 shares, Acquired 11/21)			1,655		3,084
			6,050		7,309		9,245

Centralis Finco S.a.r.l. (0.1%)*(3) (7) (8) (14)	Diversified Financial Services	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/20, Due 05/27)	807		739		807
			807		739		807

Ceres Pharma NV (0.6%)*(3) (7) (8) (15)	Pharmaceuticals	First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 10/21, Due 10/28)	4,556		4,444		4,355
			4,556		4,444		4,355

Cineworld Group PLC (0.5%)*(3)	Leisure Products	Super Senior Secured Term Loan (7.0% Cash, 8.3% PIK, Acquired 11/20, Due 05/24)	1,786		1,591		2,128
		Super Senior Secured Term Loan (LIBOR + 8.25%, 9.3% Cash, Acquired 07/21, Due 05/24)(8) (11)	994		961		1,054
		Warrants (553,375 units, Acquired 12/20)			102		244
			2,780		2,654		3,426

Classic Collision (Summit Buyer, LLC) (1.7%)*(7) (8) (10)	Auto Collision Repair Centers	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/20, Due 01/26)	12,587		12,384		12,448
			12,587		12,384		12,448

CM Acquisitions Holdings Inc. (2.6%)*(7) (8) (10)	Internet & Direct Marketing	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/19, Due 05/25)	19,106		18,897		19,106
			19,106		18,897		19,106

CMT Opco Holding, LLC (Concept Machine) (0.6%)*(7)	Distributors	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/20, Due 01/25)(8) (10)	4,144		4,090		3,999
		LLC Units (8,782 units, Acquired 01/20)			352		227
			4,144		4,442		4,226

Coastal Marina Holdings, LLC (2.4%)*(7)	Other Financial	Subordinated Term Loan (10.0% PIK, Acquired 11/21, Due 11/31)	17,608		15,965		15,966
		LLC Units (547,591 units, Acquired 11/21)			1,643		1,643
			17,608		17,608		17,609

Cobham Slip Rings SAS (0.6%)*(3) (7) (8) (10)	Diversified Manufacturing	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.4% Cash, Acquired 11/21, Due 11/28)	4,303		4,199		4,196
			4,303		4,199		4,196

2635

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2020~~2021

(Amounts in thousands, except share amounts)

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


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Command Alkon (Project Potter Buyer, LLC) (1.9%)*(7)	Software	First Lien Senior Secured Term Loan (LIBOR + 8.25%, 9.3% Cash, Acquired 04/20, Due 04/27)(8) (9)	$	13,779	$	13,290	$	13,658
		Class A Units (90.384 units, Acquired 04/20)			90		101
		Class B Units (33,324.69 units, Acquired 04/20)			—		186
			13,779		13,380		13,945

Contabo Finco S.À R.L (0.8%)*(3) (7) (8) (16)	Internet Software & Services	First Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 11/21, Due 10/26)	5,949		5,819		5,830
			5,949		5,819		5,830

Coyo Uprising GmbH (0.6%)*(3) (7)	Technology	First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 09/21, Due 09/28)(8) (14)	4,062		4,050		3,938
		Class A Units (440.0 units, Acquired 09/21)			205		587
		Class B Units (191.0 units, Acquired 09/21)			446		252
			4,062		4,701		4,777

Crash Champions (1.9%)*(7) (8) (10)	Automotive	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 08/25)	14,567		14,040		13,968
			14,567		14,040		13,968

CSL DualCom (0.2%)*(3) (7) (8) (13)	Tele-communications	First Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 5.5% Cash, Acquired 09/20, Due 09/27)	1,341		1,203		1,301
			1,341		1,203		1,301

Custom Alloy Corporation (4.0%)*(7) (24) (25)	Manufacturer of Pipe Fittings & Forgings	Second Lien Loan (15.0% PIK, Acquired 12/20, Due 04/22)	45,000		37,043		27,450
		Revolver (15.0% PIK, Acquired 12/20, Due 04/22)	4,255		3,738		2,596
			49,255		40,781		30,046

CVL 3 (1.3%)*(3) (7) (8)	Capital Equipment	First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28)(14)	5,913		5,724		5,766
		First Lien Senior Secured Term Loan (SOFR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28)(22)	3,382		3,298		3,298
		6-Month Bridge Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 06/22)(14)	796		772		788
			10,091		9,794		9,852

CW Group Holdings, LLC (0.4%)*(7)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 01/21, Due 01/27)(8) (10)	2,817		2,762		2,774
		LLC Units (161,290.32 units, Acquired 01/21)			161		112
			2,817		2,923		2,886

Dart Buyer, Inc. (1.6%)*(3) (7) (8) (10)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 04/19, Due 04/25)	12,217		12,047		11,734
			12,217		12,047		11,734

DecksDirect, LLC (0.1%)*(7)	Building Materials	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 12/21, Due 12/26)(8) (9)	727		713		713
		Revolver (LIBOR + 6.0%, 7.0% Cash, Acquired 12/21, Due 12/26)(8) (10)	—		(4)		(4)
		LLC Units (1,280.8 units, Acquired 12/21)			55		55
			727		764		764

Discovery Education, Inc. (1.6%)*(7) (8) (10)	Publishing	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/20, Due 10/26)	11,815		11,626		11,815
			11,815		11,626		11,815

Distinct Holdings, Inc. (0.9%)*(7) (8) (9)	Systems Software	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 04/19, Due 12/23)	6,880		6,841		6,715
			6,880		6,841		6,715

Dragon Bidco (0.4%)*(3) (7) (8) (15)	Technology	First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 04/21, Due 04/28)	2,729		2,812		2,676
			2,729		2,812		2,676

DreamStart Bidco SAS (d/b/a SmartTrade) (0.3%)*(3) (7) (8) (15)	Diversified Financial Services	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 03/20, Due 03/27)	2,418		2,295		2,385
			2,418		2,295		2,385

2736

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2020~~2021

(Amounts in thousands, except share amounts)

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


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Dune Group (0.2%)*(3) (7) (8)	Health Care Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.0% Cash, Acquired 09/21, Due 09/28)(10)	$	1,230	$	1,205	$	1,202
		First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 09/21, Due 09/28)(14)	131		105		113
			1,361		1,310		1,315

Dwyer Instruments, Inc. (0.6%)*(7) (8) (10)	Electric	First Lien Senior Secured Term Loan (LIBOR + 5.50%, 6.3% Cash, Acquired 07/21, Due 07/27)	4,563		4,452		4,516
			4,563		4,452		4,516

Echo Global Logistics, Inc. (2.0%)*(7)	Air Transportation	Second Lien Senior Secured Term Loan (LIBOR + 7.25%, 8.0% Cash, Acquired 11/21, Due 11/29)(8) (10)	14,469		14,210		14,216
		Partnership Equity (530.92 units, Acquired 11/21)			531		531
			14,469		14,741		14,747

Ellkay, LLC (0.7%)*(7) (8) (10)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 09/21, Due 09/27)	4,988		4,892		4,898
			4,988		4,892		4,898

EMI Porta Holdco LLC (1.2%)*(7) (8) (10)	Diversified Manufacturing	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)	9,576		9,141		9,136
		Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)	—		(59)		(59)
			9,576		9,082		9,077

Entact Environmental Services, Inc. (0.8%)*(7) (8) (10)	Environmental Industries	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 02/21, Due 12/25)	5,705		5,657		5,631
			5,705		5,657		5,631

EPS NASS Parent, Inc. (0.8%)*(7) (8) (10)	Electrical Components & Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 04/21, Due 04/28)	5,813		5,695		5,715
			5,813		5,695		5,715

Eshipping, LLC (0.8%)*(7) (8)	Transportation Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 11/27)(9)	5,965		5,799		5,795
		Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 12/27)(10)	255		226		225
			6,220		6,025		6,020

F24 (Stairway BidCo Gmbh) (0.2%)*(3) (7) (8) (14)	Software Services	First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 08/20, Due 08/27)	1,621		1,649		1,621
			1,621		1,649		1,621

Ferrellgas L.P. (0.4%)*(3) (7)	Oil & Gas Equipment & Services	OpCo Preferred Units (2,886 units, Acquired 03/21)			2,799		3,146
					2,799		3,146

Fineline Technologies, Inc. (0.2%)*(7) (8) (10)	Consumer Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 02/21, Due 02/28)	1,306		1,283		1,306
			1,306		1,283		1,306

FitzMark Buyer, LLC (0.6%)*(7) (8) (10)	Cargo & Transportation	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 12/20, Due 12/26)	4,269		4,197		4,184
			4,269		4,197		4,184

Flexential Issuer, LLC (2.1%)*	Information Technology	Structured Secured Note - Class C (6.9% Cash, Acquired 11/21, Due 11/51)	16,000		14,817		15,609
			16,000		14,817		15,609

FragilePak LLC (0.7%)*(7)	Transportation Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 05/27)(8) (9)	4,697		4,519		4,541
		Partnership Units (937.5 units, Acquired 05/21)			938		926
			4,697		5,457		5,467

Front Line Power Construction LLC (0.5%)*	Construction Machinery	First Lien Senior Secured Term Loan (LIBOR + 12.5%, 13.5% Cash, Acquired 11/21, Due 11/28)(7) (8) (10)	4,000		3,872		3,880
		Common Stock (50,848 shares, Acquired 11/21)			130		111
			4,000		4,002		3,991

2837

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2020~~2021

(Amounts in thousands, except share amounts)

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


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
FSS Buyer LLC (0.9%)*(7)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 08/21, Due 08/28)(8) (10)	$	6,913	$	6,773	$	6,790
		LP Interest (1,160.9 units, Acquired 08/21)			12		30
		LP Units (5,104.32 units, Acquired 08/21)			51		132
			6,913		6,836		6,952

GTM Intermediate Holdings, Inc. (2.0%)*(7) (25)	Medical Equipment Manufacturer	Second Lien Loan (11.0% Cash, 1.0% PIK, Acquired 12/20, Due 12/24)	11,500		11,449		11,500
		Series A Preferred Units (1,434,472.41 units)			2,166		2,290
		Series C Preferred Units (715,649.59 units)			1,081		1,184
			11,500		14,696		14,974

Gulf Finance, LLC (0.1%)*(8) (9)	Oil & Gas Exploration & Production	First Lien Senior Secured Term Loan (LIBOR + 6.75%, 7.8% Cash, Acquired 11/21, Due 08/26)	832		799		774
			832		799		774

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)	6,093		6,093		7,213
			6,093		6,093		7,213

Heartland Veterinary Partners, LLC (1.2%)*(7)	Healthcare	Subordinated Term Loan (11.0% PIK, Acquired 11/21, Due 11/28)	9,343		9,096		9,093
			9,343		9,096		9,093

Heartland, LLC (1.9%)*(7) (8) (10)	Business Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 08/19, Due 08/25)	14,075		13,976		13,794
			14,075		13,976		13,794

Heavy Construction Systems Specialists, LLC (1.0%)*(7) (8) (10)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 11/21, Due 11/27)	7,368		7,199		7,221
		Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 11/21, Due 11/27)	—		(54)		(53)
			7,368		7,145		7,168

Heilbron (f/k/a Sucsez (Bolt Bidco B.V.)) (1.2%)*(3) (7) (8) (15)	Insurance	First Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 09/19, Due 09/26)	8,789		9,380		8,612
			8,789		9,380		8,612

Highpoint Global LLC (0.7%)*(7) (25)	Government Services	Second Lien Note (12.0% Cash, 2.0% PIK, Acquired 12/20, Due 09/22)	5,416		5,395		5,416
			5,416		5,395		5,416

Home Care Assistance, LLC (0.5%)*(7) (8) (10)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 03/21, Due 03/27)	3,830		3,762		3,753
			3,830		3,762		3,753

HTI Technology & Industries (3.0%)* (7) (25)	Electronic Component Manufacturing	Second Lien Note (12.0% Cash, 4.8% PIK, Acquired 12/20, Due 09/24)	22,746		22,096		22,215
			22,746		22,096		22,215

HW Holdco, LLC (Hanley Wood LLC) (1.8%)*(7) (8) (9)	Advertising	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/18, Due 12/24)	13,437		13,189		13,137
			13,437		13,189		13,137

IGL Holdings III Corp. (0.6%)*(7) (8) (10)	Commercial Printing	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/20, Due 11/26)	4,324		4,231		4,268
			4,324		4,231		4,268

IM Analytics Holding, LLC (d/b/a NVT) (0.9%)*(7) (8)	Electronic Instruments & Components	First Lien Senior Secured Term Loan (LIBOR + 7.0%, 8.0% Cash, Acquired 11/19, Due 11/23)(10)	8,126		8,085		6,603
		Warrant (68,950 units, Acquired 11/19)			—		—
			8,126		8,085		6,603

IM Square (0.9%)*(3) (7) (8) (15)	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 04/28)	7,051		7,232		6,938
			7,051		7,232		6,938

2938

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2020~~2021

(Amounts in thousands, except share amounts)

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


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Infoniqa Holdings GmbH (1.2%)*(3) (7) (8) (14)	Technology	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 11/21, Due 11/28)	$	9,243	$	8,947	$	8,989
			9,243		8,947		8,989

Innovad Group II BV (0.8%)*(3) (7) (8) (14)	Beverage, Food & Tobacco	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 04/21, Due 04/28)	6,256		6,321		5,876
			6,256		6,321		5,876

INOS 19-090 GmbH (0.7%)*(3) (7) (8) (14)	Aerospace & Defense	First Lien Senior Secured Term Loan (EURIBOR + 6.13%, 6.1% Cash, Acquired 12/20, Due 12/27)	5,271		5,495		5,263
			5,271		5,495		5,263

ISS#2, LLC (d/b/a Industrial Services Solutions) (0.9%)*(7) (8) (10)	Commercial Services & Supplies	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 02/20, Due 02/26)	6,737		6,639		6,407
			6,737		6,639		6,407

ITI Intermodal, Inc. (0.1%)*(7) (8)	Transportation Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(9)	721		705		705
		Revolver (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(10)	—		(2)		(2)
			721		703		703

Jade Bidco Limited (Jane's) (0.3%)*(3) (7) (8) (11)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 4.5% Cash, 2.0% PIK, Acquired 11/19, Due 12/26)	2,315		2,257		2,315
			2,315		2,257		2,315

Jaguar Merger Sub Inc. (0.3%)*(7) (8) (10)	Other Financial	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 09/24)	2,543		2,487		2,486
		Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 09/24)			(6)		(6)
			2,543		2,481		2,480

Jedson Engineering, Inc. (0.4%)*(7) (25)	Engineering & Construction Management	First Lien Loan (12.0% Cash, Acquired 12/20, Due 06/24)	2,650		2,650		2,650
			2,650		2,650		2,650

JetBlue 2019-1 Class B Pass Through Trust (0.6%)*	Airlines	Structured Secured Note - Class B (8.0% Cash, Acquired 08/20, Due 11/27)	4,165		4,165		4,805
			4,165		4,165		4,805

JF Acquisition, LLC (0.5%)*(7) (8) (10)	Automotive	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 07/24)	3,866		3,763		3,711
			3,866		3,763		3,711

Kano Laboratories LLC (1.2%)*(7)	Chemicals, Plastics & Rubber	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 11/20, Due 11/26)(8) (11)	9,002		8,773		8,728
		Partnership Equity (203.2 units, Acquired 11/20)			203		205
			9,002		8,976		8,933

Kene Acquisition, Inc. (En Engineering) (1.0%)*(7) (8) (9)	Oil & Gas Equipment & Services	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 08/19, Due 08/26)	7,225		7,125		7,080
			7,225		7,125		7,080

Kid Distro Holdings, LLC (1.3%)*(7)	Media & Entertainment	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 10/21, Due 10/27)(8) (10)	9,362		9,168		9,174
		Partnership Equity (637,677.11 units, Acquired 10/21)			638		638
			9,362		9,806		9,812

Kona Buyer, LLC (1.2%)*(7) (8) (10)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 12/20, Due 12/27)	8,994		8,785		8,994
			8,994		8,785		8,994

LAF International (0.2%)*(3) (7) (8) (15)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 03/21, Due 03/28)	1,478		1,543		1,446
			1,478		1,543		1,446

3039

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2020~~2021

(Amounts in thousands, except share amounts)

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 (900 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


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Lambir Bidco Limited (0.9%)*(3) (7)	Healthcare	First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 12/21, Due 12/28)(8) (14)	$	5,017	$	4,770	$	4,810
		Second Lien Senior Secured Term Loan (12.0% PIK, Acquired 12/21, Due 06/29)	1,417		1,363		1,375
		Revolver (EURIBOR + 6.0%, 6.0% Cash, Acquired 12/21, Due 12/24)(8) (14)	314		292		295
			6,748		6,425		6,480

Learfield Communications, LLC (1.1%)*	Broadcasting	First Lien Senior Secured Term Loan (LIBOR + 3.25%, 4.3% Cash, Acquired 08/20, Due 12/23)(8) (9)	135		95		128
		First Lien Senior Secured Term Loan (LIBOR + 3.0%, 3.0% Cash, 10.2% PIK, Acquired 08/20, Due 12/23)(10)	7,954		7,909		7,959
			8,089		8,004		8,087

Legal Solutions Holdings (0.8%)*(7) (24) (25)	Business Services	Senior Subordinated Loan (16.0% PIK, Acquired 12/20, Due 03/22)	11,836		10,129		5,918
			11,836		10,129		5,918

LivTech Purchaser, Inc. (0.1%)*(7) (8) (10)	Business Services	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 01/21, Due 12/25)	918		908		910
			918		908		910

Marmoutier Holding B.V. (0.3%)*(3) (7) (8) (14)	Consumer Products	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 12/21, Due 12/28)	1,944		1,872		1,880
		Revolver (EURIBOR + 5.0%, 5.0% Cash, Acquired 12/21, Due 06/27)	—		(4)		(4)
			1,944		1,868		1,876

MC Group Ventures Corporation (0.6%)*(7)	Business Services	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 07/21, Due 06/27)(8) (10)	3,687		3,598		3,656
		Partnership Units (746.66 units, Acquired 06/21)			747		761
			3,687		4,345		4,417

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)(10)	2,933		2,892		2,933
		First Lien Senior Secured Term Loan (GBP LIBOR + 6.0%, 7.0% Cash, Acquired 12/20, Due 11/25)(12)	4,442		4,303		4,442
			7,375		7,195		7,375

Medical Solutions Parent Holdings, Inc. (0.6%)*(8) (10)	Healthcare	Second Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.5% Cash, Acquired 11/21, Due 11/29)	4,421		4,377		4,362
			4,421		4,377		4,362

MNS Buyer, Inc. (0.1%)*(7)	Construction & Building	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 08/21, Due 08/27)(8) (9)	921		903		905
		Partnership Units (76.92 Units, Acquired 08/21)			77		78
			921		980		983

Modern Star Holdings Bidco Pty Limited. (1.1%)*(3) (7) (8) (19)	Non-durable Consumer Goods	First Lien Senior Secured Term Loan (BBSY + 6.25%, 6.8% Cash, Acquired 12/20, Due 12/26)	8,368		8,281		8,299
			8,368		8,281		8,299

MSG National Properties (0.3%)*(3) (7) (8) (10)	Hotel, Gaming, & Leisure	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.0% Cash, Acquired 11/20, Due 11/25)	2,437		2,378		2,486
			2,437		2,378		2,486

Murphy Midco Limited (0.7%)*(3) (7) (8) (13)	Media, Diversified & Production	First Lien Senior Secured Term Loan (GBP LIBOR + 4.75%, 4.8% Cash, Acquired 11/20, Due 11/27)	5,252		4,951		5,104
			5,252		4,951		5,104

Music Reports, Inc. (1.0%)*(7) (8) (10)	Media & Entertainment	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 08/20, Due 08/26)	7,462		7,288		7,313
			7,462		7,288		7,313

3140

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, ~~2020~~2021

(Amounts in thousands, except share amounts)


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Narda Acquisitionco., Inc. (0.8%)*(7)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 12/27)(8) (10)	$	5,680	$	5,581	$	5,580
		Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 12/27)(8) (10)	—		(23)		(23)
		Class A Preferred Stock (4,587.38 shares, Acquired 12/21)			459		459
		Class B Common Stock (509.71 shares, Acquired 12/21)			51		51
			5,680		6,068		6,067

Navia Benefit Solutions, Inc. (0.4%)* (7) (8) (10)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 02/21, Due 02/27)	2,727		2,668		2,703
			2,727		2,668		2,703

Nexus Underwriting Management Limited (0.2%)*(3) (7) (8) (17)	Other Financial	First Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 12/21, Due 10/28)	1,691		1,620		1,630
		First Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 12/21, Due 04/22)	103		102		101
			1,794		1,722		1,731

NGS US Finco, LLC (f/k/a Dresser Natural Gas Solutions) (0.6%)*(7) (8) (9)	Energy Equipment & Services	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 10/18, Due 10/25)	4,753		4,734		4,677
			4,753		4,734		4,677

Northstar Recycling, LLC (0.3%)*(7) (8) (10)	Environmental Industries	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/21, Due 09/27)	2,500		2,452		2,450
			2,500		2,452		2,450

OA Buyer, Inc. (1.1%)*(7)	Healthcare	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 6.8% Cash, Acquired 12/21, Due 12/28)(8) (10)	8,501		8,331		8,331
		Revolver (LIBOR + 6.0%, 6.8% Cash, Acquired 12/21, Due 12/28)(8) (10)	—		(27)		(27)
		Partnership Units (210,920.11 units, Acquired 12/21)			211		211
			8,501		8,515		8,515

Odeon Cinemas Group Limited (0.5%)*(3) (7)	Hotel, Gaming, & Leisure	First Lien Senior Secured Term Loan (10.8% Cash, Acquired 02/21, Due 08/23)	3,954		4,055		4,033
			3,954		4,055		4,033

OG III B.V. (0.4%)*(3) (7) (8) (14)	Containers & Glass Products	First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 06/21, Due 06/28)	2,916		2,997		2,843
			2,916		2,997		2,843

Omni Intermediate Holdings, LLC (1.5%)*(7) (8) (9)	Transportation	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/20, Due 12/26)	11,831		11,461		11,491
			11,831		11,461		11,491

Options Technology Ltd. (0.3%)*(3) (7) (8) (10)	Computer Services	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 12/19, Due 12/25)	2,313		2,282		2,267
			2,313		2,282		2,267

Oracle Vision Bidco Limited (0.4%)*(3) (7) (8) (17)	Healthcare	First Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 06/21, Due 05/28)	3,100		3,141		3,028
			3,100		3,141		3,028

Origin Bidco Limited (0.1%)*(3) (7) (8)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 06/21, Due 06/28)(10)	597		582		584
		First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 06/21, Due 06/28)(14)	377		394		369
			974		976		953

OSP Hamilton Purchaser, LLC (0.3%)*(7) (8)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/21, Due 12/27)(9)	2,281		2,235		2,235
		Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 12/21, Due 12/27)(10)	—		(4)		(4)
			2,281		2,231		2,231

Pacific Health Supplies Bidco Pty Limited (1.1%)*(3) (7) (8) (20)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (BBSY + 6.0%, 6.5% Cash, Acquired 12/20, Due 12/25)	8,779		8,730		8,529
			8,779		8,730		8,529

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, 2021

(Amounts in thousands, except share amounts)


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Pare SAS (SAS Maurice MARLE) (0.6%)*(3) (7) (14)	Health Care Equipment	First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 12/19, Due 12/26)	$	4,638	$	4,478	$	4,638
			4,638		4,478		4,638

Patriot New Midco 1 Limited (Forensic Risk Alliance) (0.9%)*(3) (7) (8)	Diversified Financial Services	First Lien Senior Secured Term Loan (LIBOR + 6.75%, 7.8% Cash, Acquired 02/20, Due 02/27)(10)	3,764		3,685		3,591
		First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 02/20, Due 02/27)(14)	3,216		3,017		3,068
			6,980		6,702		6,659

PDQ.Com Corporation (1.2%)*(7)	Business Equipment & Services	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/21, Due 08/27)(8) (10)	9,062		8,710		8,707
		Class A-2 Partnership Units (26.32 units, Acquired 08/21)			29		29
			9,062		8,739		8,736

Permaconn Bidco Ltd (2.0%)*(3) (7) (8) (19)	Tele-communications	First Lien Senior Secured Term Loan (BBSY + 6.5%, 6.5% Cash, Acquired 12/21, Due 12/27)	15,012		14,386		14,599
			15,012		14,386		14,599

Polara Enterprises, LLC (0.6%)*(7)	Capital Equipment	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(8) (10)	4,243		4,159		4,158
		Revolver (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(8) (10)	—		(11)		(11)
		Partnership Units (3,820.44 units, Acquired 12/21)			382		382
			4,243		4,530		4,529

Policy Services Company, LLC (5.9%)*(7)	Property & Casualty Insurance	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, 4.0% PIK, Acquired 12/21, Due 06/26)(8) (10)	45,831		44,018		44,008
		Warrants - Class A (28,260 units, Acquired 12/21)			—		—
		Warrants - Class B (9,537 units, Acquired 12/21)			—		—
		Warrants - Class CC (980 units, Acquired 12/21)			—		—
		Warrants - Class D (2,520 units, Acquired 12/21)			—		—
			45,831		44,018		44,008

Premium Franchise Brands, LLC (2.0%)*(7) (8) (10)	Research & Consulting Services	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/20, Due 12/26)	14,853		14,597		14,556
			14,853		14,597		14,556

Premium Invest (0.5%)*(3) (7) (8) (14)	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 06/21, Due 06/28)	4,094		4,113		4,010
			4,094		4,113		4,010

Preqin MC Limited (0.4%)*(3) (7) (8) (23)	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan (SOFR + 5.5%, 5.5% Cash, Acquired 08/21, Due 07/28)	2,789		2,695		2,764
			2,789		2,695		2,764

Process Equipment, Inc. (ProcessBarron) (0.8%)*(7) (8) (10)	Industrial Air & Material Handling Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 03/19, Due 03/25)	6,174		6,115		5,945
			6,174		6,115		5,945

Professional Datasolutions, Inc. (PDI) (0.2%)*(7) (8) (10)	Application Software	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 03/19, Due 10/24)	1,836		1,833		1,809
			1,836		1,833		1,809

Protego Bidco B.V. (0.5%)*(3) (7) (8) (14)	Aerospace & Defense	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 03/21, Due 03/27)	2,227		2,269		2,195
		First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 03/21, Due 03/28)	1,548		1,561		1,495
			3,775		3,830		3,690

QPE7 SPV1 BidCo Pty Ltd (0.2%)*(3) (7) (8) (20)	Consumer Cyclical	First Lien Senior Secured Term Loan (BBSY + 5.5%, 6.0% Cash, Acquired 09/21, Due 09/26)	1,632		1,564		1,605
			1,632		1,564		1,605

Questel Unite (0.9%)*(3) (7) (8) (10)	Business Services	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.8% Cash, Acquired 12/20, Due 12/27)	6,892		6,802		6,851
			6,892		6,802		6,851

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, 2021

(Amounts in thousands, except share amounts)


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
Recovery Point Systems, Inc. (1.6%)*(7)	Technology	First Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.5% Cash, Acquired 08/20, Due 08/26)(8) (10)	$	11,648	$	11,460	$	11,648
		Partnership Equity (187,235 units, Acquired 03/21)			187		150
			11,648		11,647		11,798

Renovation Parent Holdings, LLC (0.7%)*(7)	Home Furnishings	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 11/21, Due 11/27)(8) (11)	4,854		4,735		4,733
		Partnership Equity (197,368.42 units, Acquired 11/21)			197		203
			4,854		4,932		4,936

REP SEKO MERGER SUB LLC (1.0%)* (7) (8) (10)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 12/20, Due 12/26)	7,614		7,416		7,478
			7,614		7,416		7,478

Resonetics, LLC (0.5%)*(7) (8) (10)	Health Care Equipment	Second Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.8% Cash, Acquired 04/21, Due 04/29)	4,011		3,934		3,930
			4,011		3,934		3,930

Reward Gateway (UK) Ltd (0.4%)*(3) (7) (8) (17)	Precious Metals & Minerals	First Lien Senior Secured Term Loan (SONIA + 6.75%, 6.8% Cash, Acquired 08/21, Due 06/28)	2,869		2,807		2,776
			2,869		2,807		2,776

Riedel Beheer B.V. (0.3%)*(3) (7) (8) (14)	Food & Beverage	First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28)	1,899		1,835		1,843
		Revolver (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 06/28)	—		(5)		(5)
		Super Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28)	230		222		223
			2,129		2,052		2,061

RPX Corporation (1.0%)*(7) (8) (10)	Research & Consulting Services	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 10/20, Due 10/25)	7,612		7,426		7,455
			7,612		7,426		7,455

Ruffalo Noel Levitz, LLC (1.3%)*(7) (8) (10)	Media Services	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 01/19, Due 05/24)	9,543		9,524		9,543
			9,543		9,524		9,543

Safety Products Holdings, LLC (1.6%)*(7)	Non-durable Consumer Goods	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 12/20, Due 12/26)(8) (9)	12,026		11,798		11,755
		Preferred Stock (372.1 shares, Acquired 12/20)			372		510
			12,026		12,170		12,265

Scaled Agile, Inc. (0.2%)*(7) (8) (10)	Research & Consulting Services	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 12/21, Due 12/28)	1,748		1,705		1,705
		Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 12/21, Due 12/28)	—		(7)		(7)
			1,748		1,698		1,698

Serta Simmons Bedding LLC (1.4%)*(8) (9)	Home Furnishings	Super Priority First Out (LIBOR + 7.5%, 8.5% Cash, Acquired 6/20, Due 08/23)	7,350		7,229		7,409
		Super Priority Second Out (LIBOR + 7.5%, 8.5% Cash, Acquired 6/20, Due 08/23)	3,607		3,374		3,365
			10,957		10,603		10,774

SISU ACQUISITIONCO., INC. (0.9%)*(7) (8) (10)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/20, Due 12/26)	7,009		6,869		6,771
			7,009		6,869		6,771

Smartling, Inc. (2.2%)*(7) (8) (10)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 11/27)	16,471		16,102		16,094
		Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 11/27)	—		(23)		(24)
			16,471		16,079		16,070

Smile Brands Group Inc. (0.6%)*(7) (8) (10)	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.3% Cash, Acquired 10/18, Due 10/25)	4,593		4,571		4,553
		First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.3% Cash, Acquired 12/20, Due 10/25)	—		(12)		(6)
			4,593		4,559		4,547

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, 2021

(Amounts in thousands, except share amounts)


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

SN BUYER, LLC (2.5%)*(7) (8) (9)	Health Care Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/20, Due 12/26)	$	18,394	$	18,080	$	18,394
			18,394		18,080		18,394

Springbrook Software (SBRK Intermediate, Inc.) (1.4%)*(7) (8) (10)	Enterprise Software & Services	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 12/19, Due 12/26)	10,346		10,179		10,346
			10,346		10,179		10,346

SPT Acquico Limited (0.1%)*(3) (7) (8) (10)	High Tech Industries	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 01/21, Due 12/27)	658		644		658
			658		644		658

SSCP Pegasus Midco Limited (0.4%)*(3) (7) (8) (12)	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 6.8% Cash, Acquired 12/20, Due 11/27)	2,754		2,488		2,722
			2,754		2,488		2,722

Starnmeer B.V. (1.0%)*(3) (7) (8) (10)	Technology	First Lien Senior Secured Term Loan (LIBOR + 6.4%, 6.9% Cash, Acquired 10/21, Due 04/27)	7,500		7,391		7,388
			7,500		7,391		7,388

Superjet Buyer, LLC (3.0%)*(7) (8) (10)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)	23,175		22,711		22,711
		Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)	—		(37)		(37)
			23,175		22,674		22,674

Syniverse Holdings, Inc. (2.3%)*(8) (10)	Technology Distributors	First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/18, Due 03/23)	17,314		16,493		17,192
			17,314		16,493		17,192

Syntax Systems Ltd (0.3%)*(3) (7) (8) (9)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 10/28)	2,056		2,018		2,016
		Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 10/26)	442		432		432
			2,498		2,450		2,448

TA SL Cayman Aggregator Corp. (0.3%)*(7)	Technology	Subordinated Term Loan (8.8% PIK, Acquired 07/21, Due 07/28)	1,995		1,957		1,960
		Common Stock (1,227.79 shares, Acquired 07/21)			50		65
			1,995		2,007		2,025

Techone B.V. (1.1%)*(3) (7) (8) (14)	Technology	First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 11/21, Due 11/28)	8,726		8,428		8,441
		Revolver (EURIBOR + 5.5%, 5.5% Cash, Acquired 11/21, Due 05/28)	108		97		97
			8,834		8,525		8,538

Tencarva Machinery Company, LLC (0.7%)*(7) (8) (10)	Capital Equipment	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27)	5,486		5,375		5,374
		Revolver (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27)	—		(20)		(20)
			5,486		5,355		5,354

The Caprock Group, Inc. (aka TA/TCG Holdings, LLC) (0.5%)*(7)	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 10/21, Due 12/27)(8) (10)	847		776		776
		Revolver (LIBOR + 4.25%, 5.3% Cash, Acquired 10/21, Due 12/27)(8) (10)	—		(14)		(14)
		Subordinated Term Loan (7.8% PIK, Acquired 10/21, Due 10/28)	3,333		3,268		3,267
			4,180		4,030		4,029

The Hilb Group, LLC (2.7%)*(7) (8) (10)	Insurance Brokerage	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/19, Due 12/26)	20,279		19,880		19,874
		First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 12/19, Due 12/26)	55		(1)		(2)
			20,334		19,879		19,872

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)	6,583		6,393		6,482
			6,583		6,393		6,482

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, 2021

(Amounts in thousands, except share amounts)


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

Transit Technologies LLC (0.8%)*(7) (8) (10)	Software	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 02/20, Due 02/25)	$	6,035	$	5,946	$	5,846
			6,035		5,946		5,846

Transportation Insight, LLC (1.5%)*(7) (8) (9)	Air Freight & Logistics	First Lien Senior Secured Term Loan (LIBOR + 4.5%, 4.6% Cash, Acquired 08/18, Due 12/24)	11,330		11,260		11,160
			11,330		11,260		11,160

Trident Maritime Systems, Inc. (2.0%)*(7) (8) (10)	Aerospace & Defense	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 02/21, Due 02/27)	14,888		14,665		14,888
			14,888		14,665		14,888

Truck-Lite Co., LLC (2.0%)*(7) (8) (10)	Automotive Parts & Equipment	First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/19, Due 12/26)	15,002		14,623		14,611
			15,002		14,623		14,611

Trystar, LLC (1.6%)*(7)	Power Distribution Solutions	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 09/18, Due 09/23)(8) (10)	11,988		11,777		11,778
		Class A LLC Units (440.97 units, Acquired 09/18)			481		412
			11,988		12,258		12,190

Turbo Buyer, Inc. (1.1%)*(7) (8) (10)	Finance Companies	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/21, Due 12/25)	8,430		8,226		8,220
			8,430		8,226		8,220

Turf Products, LLC (1.2%)*(7) (25)	Landscaping & Irrigation Equipment Distributor	Senior Subordinated Debt (10.0% Cash, Acquired 12/20, Due 10/23)	8,697		8,384		8,627
			8,697		8,384		8,627

Turnberry Solutions, Inc. (0.6%)*(7) (8) (10)	Consumer Cyclical	First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 07/21, Due 09/26)	4,500		4,406		4,423
			4,500		4,406		4,423

U.S. Gas & Electric, Inc. (0.2%)*(7) (25)	Energy Services	Second Lien Loan (9.5% Cash, Acquired 12/20, Due 07/25)	2,285		1,785		1,785
		Second Lien Loan (9.5% Cash, Acquired 12/20, Due 07/25)(26)	2,485		—		—
			4,770		1,785		1,785

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)	1,472		1,474		1,437
			1,472		1,474		1,437

UKFast Leaders Limited (1.6%)*(3) (7) (8) (16)	Technology	First Lien Senior Secured Term Loan (SONIA + 7.0%, 7.1% Cash, Acquired 09/20, Due 9/27)	12,312		11,399		12,090
			12,312		11,399		12,090

USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.) (2.2%)*(7) (8) (10)	Legal Services	First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/18, Due 11/24)	16,222		16,065		16,222
			16,222		16,065		16,222

Utac Ceram (0.7%)*(3) (7) (8)	Business Services	First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 09/20, Due 09/27)(14)	1,706		1,706		1,673
		First Lien Senior Secured Term Loan (LIBOR + 5.25%, 5.5% Cash, Acquired 02/21, Due 09/27)(10)	3,518		3,456		3,451
			5,224		5,162		5,124

Validity, Inc. (0.6%)*(7) (8) (9)	IT Consulting & Other Services	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.8% Cash, Acquired 07/19, Due 05/25)	4,783		4,687		4,764
			4,783		4,687		4,764

VistaJet Pass Through Trust 2021-1B (0.7%)*	Airlines	Structured Secured Note - Class B (6.3% Cash, Acquired 11/21, Due 02/29)	5,000		5,000		4,905
			5,000		5,000		4,905

Vital Buyer, LLC (1.1%)*(7)	Technology	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 06/21, Due 06/28)(8) (10)	7,802		7,656		7,676
		Partnership Units (16,442.9 units, Acquired 06/21)			164		171
			7,802		7,820		7,847

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, 2021

(Amounts in thousands, except share amounts)


Portfolio Company(6)	Industry	Type of Investment(1) (2)	Principal Amount		Cost		Fair Value
W2O Holdings, Inc. (0.3%)*(7) (8) (10)	Healthcare Technology	First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/20, Due 06/25)	$	2,152	$	2,090	$	2,152
			2,152		2,090		2,152

Woodland Foods, LLC (1.8%)*(7)	Food & Beverage	First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27)(8) (10)	11,512		11,285		11,282
		Revolver (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27)(8) (10)	172		128		127
		Common Stock (1,663,307.18 shares, Acquired 12/21)			1,663		1,663
			11,684		13,076		13,072

World 50, Inc. (1.6%)*(7) (8) (9)	Professional Services	First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 01/20, Due 01/26)	3,280		3,202		3,280
		First Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 09/20, Due 01/26)	9,009		8,849		8,874
			12,289		12,051		12,154

Subtotal Non–Control / Non–Affiliate Investments (200.9%)			1,518,708		1,494,028		1,490,115

Affiliate Investments: (4)
Eclipse Business Capital, LLC (13.4%)*(7)	Banking, Finance, Insurance, & Real Estate	Second Lien Senior Secured Term Loan (7.5% Cash, Acquired 07/21, Due 07/28)	4,545		4,502		4,738
		Revolver (LIBOR + 7.25%, Acquired 07/21, Due 07/28)(10)	1,818		1,691		1,818
		LLC Units (89,447,396 units, Acquired 07/21)			89,850		92,668
			6,363		96,043		99,224

Jocassee Partners LLC (5.1%)*(3)	Investment Funds & Vehicles	9.1% Member Interest, Acquired 06/19			30,158		37,601
					30,158		37,601

JSC Tekers Holdings (0.8%)*(3) (7) (25)	Real Estate Management	Preferred Stock (9,159,085 shares, Acquired 12/20)			4,753		6,197
		Common Stock (3,201 shares, Acquired 12/20)			—		—
					4,753		6,197

Security Holdings B.V. (6.3%)*(3) (7) (25)	Electrical Engineering	Bridge Loan (5.0% PIK, Acquired 12/20, Due 02/27)	5,451		5,451		5,451
		Senior Subordinated Loan (3.1% PIK, Acquired 12/20, Due 05/22)	9,525		9,525		9,525
		Senior Unsecured Term Loan (6.0% Cash, 9.0% PIK, Acquired 04/21, Due 04/25)	7,307		7,639		7,307
		Common Stock (900 shares, Acquired 12/20)			21,264		24,825
			22,283		43,879		47,108

Thompson Rivers LLC (11.3%)*(3)	Investment Funds & Vehicles	15.90% Member Interest, Acquired 06/20			79,414		84,438
					79,414		84,438

Waccamaw River LLC (1.8%)*(3)	Investment Funds & Vehicles	20% Member Interest, Acquired 02/21			13,720		13,501
					13,720		13,501

Subtotal Affiliate Investments (38.8%)			28,646		267,967		288,069

Control Investments:(5)
MVC Automotive Group Gmbh (2.0%)*(3) (7) (25)	Automotive	Bridge Loan (6.0% Cash, Acquired 12/20, Due 06/26)	7,149		7,149		7,149
		Common Equity Interest (18,000 shares, Acquired 12/20)			9,553		7,699
			7,149		16,702		14,848

MVC Private Equity Fund LP (1.0%)*(3) (25)	Investment Funds & Vehicles	General Partnership Interest			225		188
		Limited Partnership Interest			8,899		7,376
					9,124		7,564

Subtotal Control Investments (3.0%)			7,149		25,826		22,412













Total Investments, December 31, 2021 (242.7%)*			$	1,554,503	$	1,787,821	$	1,800,596

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, 2021

(Amounts in thousands, except share amounts)

Derivative Instruments

Credit Support Agreement(a)(b)(d)

Description

Counter Party

Settlement Date(c)

Notional Amount

Value

Unrealized Appreciation (Depreciation)

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

—

Credit Support Agreement

Barings LLC

01/01/31

23,000,000

15,400,000

1,800,000

Total Credit Support Agreement, December 31, 2020

—

Total Credit Support Agreement, December 31, 2021

1,800,000

(a) The MVC 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”).~~Reference Portfolio. Each investment that is included in the MVC Reference Portfolio is denoted in the above Schedule of Investments with footnote ~~(23)~~(25).

(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~~or (2) the date on which the entire MVC Reference Portfolio has been realized or written off.

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

Foreign Currency Forward Contracts:

Description

Notional Amount to be Purchased

Notional Amount to be Sold

Settlement Date

Unrealized Appreciation (Depreciation)

Description

Notional Amount to be Purchased

Notional Amount to be Sold

Counterparty

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$31,601

$22,850

Bank of America, N.A.

01/06/22

126

Foreign currency forward contract (AUD)

A$11,378,670

$8,610,504

01/05/21

169,849

Foreign currency forward contract (AUD)

A$2,099

$1,508

HSBC Bank USA

01/06/22

Foreign currency forward contract (AUD)

$148,019

A$193,882

04/06/21

(1,698)

Foreign currency forward contract (AUD)

$20,727

A$28,700

Citibank N.A.

01/06/22

(139)

Foreign currency forward contract (AUD)

$3,580

A$5,000

HSBC Bank USA

04/08/22

(55)

Foreign currency forward contract (AUD)

$18,247

A$25,386

Bank of America, N.A.

04/08/22

(215)

Foreign currency forward contract (CAD)

C$3,230

$2,528

Bank of America, N.A.

01/06/22

Foreign currency forward contract (CAD)

C$3,000

$2,425

HSBC Bank USA

01/06/22

(50)

Foreign currency forward contract (CAD)

$4,881

C$6,230

HSBC Bank USA

01/06/22

(51)

Foreign currency forward contract (CAD)

$2,506

C$3,203

Bank of America, N.A.

04/08/22

(29)

Foreign currency forward contract (DKK)

2,143kr.

$326

Bank of America, N.A.

01/06/22

Foreign currency forward contract (DKK)

$335

2,143kr.

Bank of America, N.A.

01/06/22

Foreign currency forward contract (DKK)

$323

2,116kr.

Bank of America, N.A.

04/08/22

(1)

Foreign currency forward contract (EUR)

€52,583

$59,524

Bank of America, N.A.

01/06/22

275

Foreign currency forward contract (EUR)

€5,020

$5,701

HSBC Bank USA

04/08/22

Foreign currency forward contract (EUR)

$24,722

€21,500

Bank of America, N.A.

01/06/22

271

Foreign currency forward contract (EUR)

$14,563

€12,900

HSBC Bank USA

01/06/22

(108)

Foreign currency forward contract (EUR)

$20,655

€18,183

BNP Paribas SA

01/06/22

(23)

Foreign currency forward contract (EUR)

$13,472,749

€11,406,604

01/05/21

(483,801)

Foreign currency forward contract (EUR)

$60,413

€53,265

Bank of America, N.A.

04/08/22

(282)

Foreign currency forward contract (EUR)

€11,406,604

$13,518,023

01/05/21

438,526

Foreign currency forward contract (EUR)

$1,130

€1,000

HSBC Bank USA

04/08/22

(10)

Foreign currency forward contract (EUR)

$561,754

€456,604

04/06/21

1,944

Foreign currency forward contract (EUR)

$8,514

€7,500

BNP Paribas SA

04/08/22

(33)

Foreign currency forward contract (GBP)

$13,554,607

£10,215,299

01/05/21

(409,190)

Foreign currency forward contract (GBP)

£9,900

$13,220

Bank of America, N.A.

01/06/22

190

Foreign currency forward contract (GBP)

£10,215,299

$13,717,678

01/05/21

246,118

Foreign currency forward contract (GBP)

$13,349

£9,900

BNP Paribas SA

01/06/22

(60)

Foreign currency forward contract (GBP)

$13,109,849

£9,672,758

04/06/21

(119,769)

Foreign currency forward contract (GBP)

$6,122

£4,599

Bank of America, N.A.

04/08/22

(104)

Foreign currency forward contract (SEK)

$141,603

1,259,406kr

01/05/21

(11,748)

Foreign currency forward contract (SEK)

1,792kr

$198

HSBC Bank USA

01/07/22

—

Foreign currency forward contract (SEK)

1,259,406kr

$152,396

01/05/21

955

Foreign currency forward contract (SEK)

$204

1,792kr

Bank of America, N.A.

01/07/22

Foreign currency forward contract (SEK)

$164,325

1,356,628kr

04/06/21

(1,028)

Foreign currency forward contract (SEK)

$207

1,875kr

HSBC Bank USA

04/08/22

—

Total Foreign Currency Forward Contracts, December 31, 2020

(478,891)

Total Foreign Currency Forward Contracts, December 31, 2021

(219)

* Fair value as a percentage of net assets.

(1)All debt investments are income producing, unless otherwise noted. ~~Equity~~Eclipse Business Capital, LLC, Ferrellgas L.P., Kano Laboratories LLC, Thompson Rivers LLC and Waccamaw River LLC equity investments are income producing. All other equity and any equity-linked investments are non-income ~~producing, unless otherwise noted.~~producing. 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 independent valuation firms that 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 LIBOR, EURIBOR, GBP LIBOR, BBSY, STIBOR, CDOR, SOFR, SONIA or an alternate Base Rate ~~(commonly~~

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, 2021

(Amounts in thousands, except share amounts)

(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, ~~2020~~2021 represented ~~208.4~~%242.0% 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 repres~~ent 23.4%~~ent 25.7% of total investments at fair value as of December 31, ~~2020.~~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).

~~Barings BDC, Inc.~~

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

~~December 31, 2020~~

(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 "Affiliate Investments" for the year ended December 31, ~~2020~~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) December 31, 2020
Value
Portfolio Company Type of Investment(a)
Advantage Insurance, Inc.(e)
Preferred Stock (587,001 shares) $ — $ — $ — $ — $ 5,946,641 $ — $ 5,946,641
— — — — 5,946,641 — 5,946,641
Jocassee Partners LLC 9.1% Member Interest — 2,394,007 — 10,229,813 12,394,007 — 22,623,820
— 2,394,007 — 10,229,813 12,394,007 — 22,623,820
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)
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 10% Member Interest — 11,840 — — 10,011,840 — 10,011,840
— 11,840 — — 10,011,840 — 10,011,840
Total Affiliate Investments $ — $ 2,471,217 $ — $ 10,229,813 $ 68,368,820 $ — $ 78,598,633


		December 31, 2020 Value		Gross Additions (b)		Gross Reductions (c)		Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)		December 31, 2021 Value		Amount of Interest or Dividends Credited to Income(d)
Portfolio Company	Type of Investment(a)
Advantage Insurance, Inc.(e)	Preferred Stock (587,001 shares)	$	5,947	$	—	$	(5,870)	$	(77)	$	—	$	—	$	72
		5,947		—		(5,870)		(77)		—		—		72

Eclipse Business Capital, LLC (e)	Second Lien Senior Secured Term Loan (7.5% Cash)	—		4,502		—		—		236		4,738		170
	Revolver (LIBOR + 7.25%)	—		1,691		—		—		127		1,818		53
	LLC units (89,447,396 units)	—		89,850		—		—		2,818		92,668		3,582
		—		96,043		—		—		3,181		99,224		3,805

Jocassee Partners LLC	9.1% Member Interest	22,624		10,000		—		—		4,978		37,602		—
		22,624		10,000		—		—		4,978		37,602		—

JSC Tekers Holdings(e)	Preferred Stock (9,159,085 shares)	4,753		—		—		—		1,444		6,197		—
	Common Stock (3,201 shares)	—		—		—		—		—		—		—
		4,753		—		—		—		1,444		6,197		—

Security Holdings B.V(e)	Bridge Loan (5.0% PIK 5/31/2021)	5,188		264		—		—		—		5,452		276
	Senior Subordinated Loan (3.1% PIK)	8,746		778		—		—		—		9,524		285
	Senior Unsecured Term Loan (9.0% PIK)	—		8,831		(1,168)		(24)		(332)		7,307		820
	Common Equity Interest	21,329		—		—		—		3,496		24,825		—
		35,263		9,873		(1,168)		(24)		3,164		47,108		1,381

Thompson Rivers LLC	15.90% Member Interest	10,012		69,414		—		—		5,012		84,438		4,776
		10,012		69,414		—		—		5,012		84,438		4,776

Waccamaw River LLC	20% Member Interest	—		13,762		(68)		—		(194)		13,500		280
		—		13,762		(68)		—		(194)		13,500		280

Total Affiliate Investments		$	78,599	$	199,092	$	(7,106)	$	(101)	$	17,585	$	288,069	$	10,314

(a) ~~Equity~~Eclipse Business Capital, LLC, Thompson Rivers LLC and Waccamaw River LLC equity investments are income producing. All other equity and any equity-linked investments are non-income ~~producing, unless otherwise noted.~~producing.

(b) Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.

(c) Gross reductions include decreases in the total cost basis of investments resulting from principal repayments or sales.

Barings BDC, Inc.

Consolidated Schedule of Investments — (Continued)

December 31, 2021

(Amounts in thousands, except share amounts)

(d) 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.~~

~~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~~2021 in which the portfolio company is deemed to be a "Control Investment" of the Company ~~are~~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)		December 31, 2020 Value				December 31, 2020 Value		Gross Additions (b)		Gross Reductions (c)		Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)		December 31, 2021 Value		Amount of Interest or Dividends Credited to Income(d)
Portfolio Company	Portfolio Company	Type of Investment(a)															Portfolio Company	Type of Investment(a)
MVC Automotive Group GmbH(e)	MVC Automotive Group GmbH(e)	Common Equity Interest (18,000 shares)	$	—	$	29,368	$	—	$	—	$	9,582,368	$	—	$	9,582,368	MVC Automotive Group GmbH(e)	Common Equity Interest	$	9,582	$	—	$	—	$	—	$	(1,883)	$	7,699	$	—
		Bridge Loan (6.0% PIK)	—		—		9,532		—		7,149,166		—		7,149,166			Bridge Loan (6.0% Cash 12/31/2021)	7,149		—		—		—		—		7,149		435
			—		29,368		9,532		—		16,731,534		—		16,731,534				16,731		—		—		—		(1,883)		14,848		435

MVC Private Equity Fund LP	MVC Private Equity Fund LP	Limited Partnership Interest	—		—		—		—		8,899,284		—		8,899,284		MVC Private Equity Fund LP	Limited Partnership Interest	8,899		—		—		—		(1,523)		7,376		—
		General Partnership Interest	—		—		5,292		—		224,978		—		224,978			General Partnership Interest	225				—		—		(37)		188		643
			—		—		5,292		—		9,124,262		—		9,124,262				9,124		—		—		—		(1,560)		7,564		643

Waccamaw River LLC																	Waccamaw River LLC	50% Member Interest	—		4,500		(4,474)		—		(26)		—		—

Total Control Investments	Total Control Investments		$	—	$	29,368	$	14,824	$	—	$	25,855,796	$	—	$	25,855,796	Total Control Investments		$	25,855	$	4,500	$	(4,474)	$	—	$	(3,469)	$	22,412	$	1,078

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

(b) Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.

(c) Gross reductions include decreases in the total cost basis of investments resulting from principal repayments or sales.

(d) 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.~~Company's senior secured credit facility with ING Capital LLC.

(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)~~(9)The interest rate on these loans is subject to 1 Month LIBOR, which as of December 31, ~~2020~~2021 was ~~0.14388%~~0.10125%.

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

~~(12)~~(10)The interest rate on these loans is subject to 3 Month LIBOR, which as of December 31, ~~2020~~2021 was ~~0.23838%~~0.20913%.

~~(13)~~(11)The interest rate on these loans is subject to 6 Month LIBOR, which as of December 31, ~~2020~~2021 was ~~0.25763%~~0.33875%.

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

~~(15)~~(12)The interest rate on these loans is subject to 3 Month GBP LIBOR, which as of December 31, ~~2020~~2021 was ~~0.02550%~~0.26225%.

~~(16)~~(13)The interest rate on these loans is subject to 6 Month GBP LIBOR, which as of December 31, ~~2020~~2021 was ~~0.02988%~~0.47363%.

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

~~(18)~~(14)The interest rate on these loans is subject to 3 Month EURIBOR, which as of December 31, ~~2020~~2021 was ~~-0.54500%~~-0.57200%.

~~(19)~~(15)The interest rate on these loans is subject to 6 Month EURIBOR, which as of December 31, ~~2020~~2021 was ~~-0.526%~~-0.54600%.

~~(20)~~(16)The interest rate on these loans is subject to 3 Month SONIA, which as of December 31, 2021 was 0.33830%.

(17)The interest rate on these loans is subject to 6 Month SONIA, which as of December 31, 2021 was 0.49870%.

(18)The interest rate on these loans is subject to 3 Month STIBOR, which as of December 31, ~~2020~~2021 was ~~-0.08500%~~-0.00050%.

~~(21)~~(19)The interest rate on these loans is subject to 1 Month BBSY, which as of December 31, ~~2020~~2021 was ~~0.01000%~~0.01500%.

~~(22)~~(20)The interest rate on these loans is subject to 3 Month BBSY, which as of December 31, ~~2020~~2021 was ~~0.01000%~~0.06770%.

(21)The interest rate on these loans is subject to 3 Month CDOR, which as of December 31, 2021 was 0.51750%.

(22)The interest rate on these loans is subject to 3 Month SOFR, which as of December 31, 2021 was 0.09125%.

(23)The interest rate on these loans is subject to 6 Month SOFR, which as of December 31, 2021 was 0.19947%.

(24)Non-accrual investment.

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

~~(24)~~(26)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~~MVC’s sale of its equity investment in U.S. ~~Gas & Electric.~~Gas. 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.

3449

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements

1. ORGANIZATION, BUSINESS AND BASIS OF PRESENTATION

The 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”) under the 1940 Act. The Company has elected for federal income tax purposes to be treated as a regulated investment company (“RIC”) under the Internal Revenue Code of 1986, as amended (the “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 “Original Advisory Agreement”) and an administration agreement (the “Administration Agreement”) and became an externally-managed BDC managed by Barings LLC (“Barings” or the “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 New Barings BDC Advisory Agreement (as defined in “Note 2 – Agreements and Related Party Transactions”) (and, from January 1, 2021 to February 25, 2022, pursuant to the terms of the Amended and Restated Advisory Agreement (as defined in “Note 2 – Agreements and Related Party 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 Company’s investment advisory agreement and 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 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”) 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 – Investments”, with any adjustments to fair value recognized as “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”) 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, ~~2020.~~2021. 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 March 2020, the FASB issued Accounting Standards Update, 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. ASU 2020-04 is effective for all entities as of March 12, 2020 through December 31, 2022. The Company is currently evaluating the impact of adopting ASU 2020-04 on its consolidated financial statements.

3550

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

Share Purchase Programs

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 was 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 traded below net asset value (“NAV”) per share, subject to liquidity and regulatory constraints.

Purchases under the 2020 Share Repurchase Program were made in open-market transactions and included transactions being executed by a broker selected by the Company that 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. During the nine months ended September 30, 2020, the Company repurchased a total of 989,050 shares of its common stock in the open market under the 2020 Share Repurchase Program at an average price of $7.21 per share 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 the Company’s quarterly report on Form 10-Q for the quarter ended March 31, 2021, which occurred on May 6, 2021, and will be made in accordance with applicable legal, contractual and regulatory requirements. During the ~~nine~~three months ended ~~September 30, 2021,~~March 31, 2022, the Company ~~did not repurchase any~~repurchased a total of 207,677 shares of its common stock in the open market under the authorized ~~program.~~program at an average price of $10.14 per share, including broker commissions.

In connection with the completion of the Company’s acquisition of Sierra on February 25, 2022 (the “Sierra Acquisition”), the Company committed to make open-market purchases of shares of its common stock in an aggregate amount of up to $30.0 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 on April 1, 2022 and are expected to be made in accordance with a Rule 10b5-1 purchase plan that qualifies for the safe harbors provided by Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as well as subject to compliance with the Company’s covenant and regulatory requirements.

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. 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 by the Company’s stockholders at its December 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.

In connection with the Sierra Acquisition, on February 25, 2022, the Company entered into a second amended and restated investment advisory agreement (the “New Barings BDC Advisory Agreement”) with the Adviser, which increased the hurdle rate applicable to the income incentive fee from 2.0% to 2.0625% per quarter (or from 8.0% to 8.25% annualized) and therefore increased the catch-up amount that is used in calculating the income incentive fee to correspond to the increase in the hurdle rate. All other terms and provisions of the Amended and Restated Advisory Agreement between the Company and the Adviser, including with respect to the calculation of the other fees payable to the Adviser, remained unchanged under the New Barings BDC Advisory Agreement.

Investment Advisory Agreement

Pursuant to the ~~Amended and Restated~~New Barings BDC 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~~New Barings BDC 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,

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

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~~New Barings BDC Advisory Agreement or otherwise as an investment adviser of the Company. The Adviser’s services

~~Barings BDC, Inc.~~

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

under the ~~Amended and Restated~~New Barings BDC Advisory Agreement are not exclusive, and the Adviser is generally free to furnish similar services to other entities so long as its performance under the ~~Amended and Restated~~New Barings BDC Advisory Agreement is not adversely affected.

The Adviser has entered into a personnel-sharing arrangement with its affiliate, Baring International Investment Limited (“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” 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”) 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” of the Adviser, and the BIIL employees are “associated persons” of the Adviser.

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

~~Pre-January 1, 2021~~ Base Management Fee

For the period from January 1, 2020 through December 31, 2020, the Base Management Fee was 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 1.375%.

The Base Management Fee was payable quarterly in arrears on a calendar quarter basis. The Base Management Fee was 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 were appropriately pro-rated.

~~Post-December 31, 2020 Base Management Fee~~

~~Beginning January 1, 2021, the~~ Base Management Fee is calculated based on the Company’s gross assets, including the Company’s credit support agreements, 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 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 nine~~ months ended ~~September 30,~~March 31, 2022, the Base Management Fee determined in accordance with the terms of the New Barings BDC Advisory Agreement was approximately $5.9 million. For the three months ended March 31, 2021, the Base Management Fee determined in accordance with the terms of the Amended and Restated Advisory Agreement was approximately $5.3 million and $14.1 million, respectively. For the three and nine months ended, September 30, 2020, the Base Management Fee determined in accordance with the terms of the Original Advisory Agreement was approximately $3.4 million and $10.9 million, respectively.$3.9 million. As of ~~September 30, 2021,~~March 31, 2022, the Base Management Fee of ~~$5.3~~$5.9 million for the three months ended ~~September 30, 2021~~March 31, 2022 was unpaid and included in “Base management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, ~~2020,~~2021, the Base Management Fee of ~~$3.4~~$5.4 million for the three months ended December 31, ~~2020~~2021 was unpaid and included in “Base management fees payable” in the accompanying Consolidated Balance Sheet.

~~Pre-January 1, 2021~~ Incentive Fee

~~For the period from August 2, 2018 through December 31, 2020, under the Original Advisory Agreement, the~~The Incentive Fee was comprised of two parts: (1) a portion based on the Company’s pre-incentive fee net investment income (the "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 "Pre-2021 Capital Gains Fee").

~~The Pre-2021 Income-Based Fee was 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" meant interest income, dividend income and any

~~Barings BDC, Inc.~~

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

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 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 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 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 was 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 "Pre-2021 Trailing Twelve Quarters") for which such fees were being calculated and was 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" 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 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 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 were being calculated, was 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 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;

(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) 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 exceeded the hurdle rate but was less than 2.5% (10% annualized) (the "Post-2019 Catch-Up Amount"). The Post-2019 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 (ii) above) when the Company’s Pre-Incentive Fee Net Investment Income (as defined in paragraph (ii) above) reached 2% per quarter (8% annualized);

~~Barings BDC, Inc.~~

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

~~(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 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 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 would in no event be in excess of the Pre-2021 Incentive Fee Cap. With respect to the Post-2019 Period, the "Pre-2021 Incentive Fee Cap" for any quarter was 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.

Cumulative Net Return 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 was zero or a negative value, the Company 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 was a positive value but was less than the Pre-2021 Income-Based Fee that was payable to the Adviser for such quarter (before giving effect to the Pre-2021 Incentive Fee Cap) calculated as described above, the Company 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 was equal to or greater than the Pre-2021 Income-Based Fee that was payable to the Adviser for such quarter (before giving effect to the Pre-2021 Incentive Fee Cap) calculated as described above, the Company 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 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 was determined and payable in arrears as of the end of each calendar year, commencing with the calendar year ended on December 31, 2018, and was 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~~consists of two components that are independent of each other, with the result that one component may be payable even if the other is not. ~~Under the Amended and Restated Advisory Agreement, a~~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%~~2.0625% (8.25% 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~~the Company has not yet received in cash and any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that ~~we receive~~the Company receives 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

~~Barings BDC, Inc.~~

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

issued and outstanding preferred stock, but excluding the Income-Based Fee and the Capital Gains Fee). For the 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:~~depreciation.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

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%~~2.578125% (10.3125% annualized) by the aggregate of 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 aggregate 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, wethe Company 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, wethe Company 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, wethe Company 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)~~investment 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 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 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.

Under the ~~Amended and Restated~~New Barings BDC 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 amortized cost basis of such investment.

~~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.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

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~~New Barings BDC 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 ~~and nine~~ months ended ~~September 30,~~March 31, 2022, the Income-Based Fee determined in accordance with the terms of the New Barings BDC Advisory Agreement was $4.8 million. 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 ~~$4.4 million and $10.7 million, respectively.~~$2.7 million. As of ~~September 30, 2021,~~March 31, 2022, the Income-Based Fee of ~~$4.4~~$4.8 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~~As of December 31, 2021, the Income-Based Fee of $4.1 million for the three ~~or nine~~ months ended ~~September 30, 2020.~~December 31, 2021 was unpaid and included in “Incentive management fees payable” in the accompanying Consolidated Balance Sheet.

The Company did not incur any capital gains fees for either of the three ~~or nine~~ months ended ~~September 30, 2021~~March 31, 2022 or ~~2020.~~2021.

Payment of Company Expenses

Under the ~~Amended and Restated~~New Barings BDC 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~~New Barings BDC 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~~New Barings BDC 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 will reimburse Barings for the costs and expenses incurred by it in performing its obligations and providing personnel and facilities under the Administration Agreement in an amount to be negotiated and mutually agreed to by the Company and Barings quarterly in arrears. In no event will the agreed-upon quarterly expense amount exceed the amount of expenses that would otherwise be reimbursable by the Company 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. 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 methods conforming with generally accepted accounting principles;

~~Barings BDC, Inc.~~

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

•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,~~filings with the SEC 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 nine~~ months ended ~~September 30,~~March 31, 2022 and March 31, 2021, the Company incurred and was invoiced by the Adviser for expenses of approximately ~~$0.8~~$1.0 million and ~~$1.8~~$0.5 million respectively, under the terms of the Administration Agreement, which amounts are included in “General and administrative expenses” in the accompanying Unaudited Consolidated Statements of Operations. For the three and nine months ended September 30, 2020, the Company incurred and was invoiced by the Adviser for expenses of approximately $0.3 million and $0.9 million, respectively, under the terms of the Administration Agreement, which amounts are included in “General and administrative expenses” in the accompanying Unaudited Consolidated Statements of Operations. As of ~~September 30, 2021,~~March 31, 2022, the administrative expenses of ~~$0.8~~$1.0 million for the three months ended ~~September 30, 2021~~March 31, 2022 were unpaid and included in “Administrative fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, ~~2020,~~2021, the administrative expenses of ~~$0.7~~$0.8 million incurred for the three months ended December 31, ~~2020~~2021 were unpaid and included in “Administrative fees payable” in the accompanying Consolidated Balance Sheet.

MVC 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~~“MVC 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 MVC Credit Support Agreement are as follows:

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

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

•The MVC 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 MVC 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 MVC Credit Support Agreement.

The MVC 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 MVC Acquisition. There is no fee or other payment by the Company to the Adviser or any of its affiliates in connection with

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

the MVC Credit Support Agreement. Any cash payment from the Adviser to the Company under the MVC Credit Support Agreement will be excluded from the Company’s incentive fee calculations under the New Barings BDC Advisory Agreement.

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

Sierra Credit Support Agreement

In connection with the Sierra Acquisition, on February 25, 2022, promptly following the closing of the Company’s merger with Sierra, the Company entered into a Credit Support Agreement (the “Sierra 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 $100.0 million relating to the net cumulative realized and unrealized losses on the acquired Sierra investment portfolio over a 10-year period. A summary of the material terms of the Sierra Credit Support Agreement are as follows:

•The Sierra Credit Support Agreement covers all of the investments in the Sierra 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 Sierra Reference Portfolio less (2) the aggregate realized and unrealized gains on the Sierra Reference Portfolio, in each case from the date of the closing of the Company’s merger with Sierra through the Designated Settlement Date (up to a $100.0 million cap) (such amount, the “Covered Losses”). For purposes of the Sierra Credit Support Agreement, “Designated Settlement Date” means the earlier of (1) April 1, 2032 and (2) the date on which the entire Sierra Reference Portfolio has been realized or written off. No credit support is required to be made by the Adviser to the Company under the Sierra Credit Support Agreement if the aggregate realized and unrealized gains on the Sierra Reference Portfolio exceed realized and unrealized losses of the Sierra Reference Portfolio on the Designated Settlement Date.

•The Adviser will settle any credit support obligation under the Sierra 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 Sierra 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~~New Barings BDC 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~~New Barings BDC 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 Sierra 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 Sierra 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 Sierra Credit Support Agreement.

~~Barings BDC, Inc.~~

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

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

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

When the Company and the Adviser entered into the Sierra Credit Support Agreement, it was accounted for as a deemed contribution from the Adviser and iswas included in "Additional paid-in capital" in the accompanying Unaudited Consolidated Balance ~~Sheet and Consolidated Balance~~ Sheet. In addition, the Sierra Credit Support Agreement is 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

The Company invests predominately in senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries, as well as syndicated senior secured loans, structured product investments, bonds and other fixed income securities. Structured product investments 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~~SEC regulated 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 and net assets, are shown in the following tables:


		Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio		Percentage of Total Net Assets
September 30, 2021:
($ in thousands)												($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio		Percentage of Total Net Assets
March 31, 2022:												March 31, 2022:
Senior debt and 1st lien notes	Senior debt and 1st lien notes	$	1,155,679,769	71	%	$	1,162,119,382	70	%	156	%	Senior debt and 1st lien notes	$	1,560,223	65	%	$	1,555,746	65	%	118	%
Subordinated debt and 2nd lien notes	Subordinated debt and 2nd lien notes	192,870,460		12		190,426,410		12		26		Subordinated debt and 2nd lien notes	346,381		14		317,643		13		24
Structured products	Structured products	18,207,625		1		20,794,178		1		3		Structured products	84,056		4		82,014		3		6
Equity shares	Equity shares	137,240,410		8		141,945,560		9		19		Equity shares	170,691		7		219,466		9		17
Equity warrants	Equity warrants	1,111,602		—		898,443		—		—		Equity warrants	174		—		156		—		—
Investment in joint ventures / PE fund	Investment in joint ventures / PE fund	78,602,532		5		86,298,947		5		11		Investment in joint ventures / PE fund	230,076		10		228,400		10		17
Short-term investments		50,000,000		3		50,000,000		3		7
		$	1,633,712,398	100	%	$	1,652,482,920	100	%	222	%
December 31, 2020:
													$	2,391,601	100	%	$	2,403,425	100	%	182	%
December 31, 2021:												December 31, 2021:
Senior debt and 1st lien notes	Senior debt and 1st lien notes	$	1,167,436,742	79	%	$	1,171,250,512	79	%	163	%	Senior debt and 1st lien notes	$	1,217,899	68	%	$	1,221,598	68	%	165	%
Subordinated debt and 2nd lien notes	Subordinated debt and 2nd lien notes	137,776,808		9		138,767,120		9		19		Subordinated debt and 2nd lien notes	253,551		14		240,037		13		32
Structured products	Structured products	30,071,808		2		32,508,845		2		5		Structured products	37,055		2		40,271		2		6
Equity shares	Equity shares	44,693,645		3		44,651,114		3		6		Equity shares	145,791		8		154,477		9		21
Equity warrants	Equity warrants	1,235,383		—		1,300,197		—		—		Equity warrants	1,111		—		1,107		—		—
Investment in joint ventures / PE fund	Investment in joint ventures / PE fund	39,282,532		3		41,759,922		3		6		Investment in joint ventures / PE fund	132,417		8		143,104		8		19
Short-term investments		65,558,227		4		65,558,227		4		9
		$	1,486,055,145	100	%	$	1,495,795,937	100	%	208	%
													$	1,787,824	100	%	$	1,800,594	100	%	243	%

During the three months ended March 31, 2022, the Company made 22 new investments totaling $229.3 million, purchased $442.2 million of investments as part of the Sierra Acquisition, made investments in existing portfolio companies totaling $89.3 million and made additional investments in joint venture equity portfolio companies totaling $11.7 million. During the three months ended March 31, 2021, the Company made 18 new investments totaling $172.2 million, made investments in existing portfolio companies totaling $73.2 million, made one new joint venture equity investment totaling $4.5 million and made additional investments in existing joint venture equity portfolio companies totaling $25.0 million.

4357

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

During the three months ended September 30, 2021, the Company made 19 new investments totaling $122.1 million, made investments in existing portfolio companies totaling $60.3 million, made additional investments in existing joint venture equity portfolio companies totaling $3.8 million and made an $89.8 million equity co-investment alongside certain affiliates in a portfolio company focused on directly originated, senior-secured asset-based loans to middle-market companies. During the nine months ended September 30, 2021, the Company made 59 new investments totaling $529.9 million, made investments in existing portfolio companies totaling $156.3 million, made a net new joint venture equity investment totaling $9.3 million, additional investments in joint venture equity portfolio companies totaling $30.0 million and made an $89.8 million equity co-investment alongside certain affiliates in a portfolio company focused on directly originated, senior-secured asset-based loans to middle-market companies.Industry Composition

During the three months ended September 30, 2020, the Company made 15 new investments totaling $127.3 million, nine investments in existing portfolio companies totaling $16.3 million and an additional investment in one joint venture equity portfolio company totaling $1.6 million. During the nine months ended September 30, 2020, the Company made 47 new investments totaling $263.9 million, investments in 18 existing portfolio companies totaling $39.8 million, one new joint venture equity investment totaling $3.1 million and an additional investment in one joint venture equity portfolio company totaling $5.0 million.

~~Barings BDC, Inc.~~

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

The industry composition of investments at fair value at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, excluding short-term investments, was as follows:

September 30, 2021 December 31, 2020
Aerospace and Defense $ 99,448,730 6.2 % $ 82,501,170 5.8 %
Automotive 83,735,660 5.2 61,581,980 4.3
Banking, Finance, Insurance and Real Estate 172,802,696 10.8 99,099,552 6.9
Beverage, Food and Tobacco 24,450,995 1.5 15,404,126 1.1
Capital Equipment 18,622,632 1.2 30,899,579 2.2
Chemicals, Plastics, and Rubber 30,027,994 1.9 32,378,972 2.3
Construction and Building 58,843,233 3.7 59,861,616 4.2
Consumer goods: Durable 34,209,531 2.1 38,165,784 2.7
Consumer goods: Non-durable 32,470,187 2.0 28,081,580 2.0
Containers, Packaging and Glass 10,075,403 0.6 9,018,983 0.6
Energy: Electricity 11,459,789 0.7 17,627,935 1.2
Energy: Oil and Gas 3,970,831 0.2 788,105 0.1
Environmental Services 5,679,198 0.3 — —
Healthcare and Pharmaceuticals 94,396,492 5.9 142,708,050 10.0
High Tech Industries 166,155,701 10.4 152,413,985 10.6
Hotel, Gaming and Leisure 17,504,174 1.1 10,682,093 0.7
Investment Funds and Vehicles 86,298,947 5.4 41,759,922 2.9
Media: Advertising, Printing and Publishing 67,557,194 4.2 54,123,033 3.8
Media: Broadcasting and Subscription 5,667,110 0.4 6,464,741 0.4
Media: Diversified and Production 38,318,298 2.4 48,200,216 3.4
Metals and Mining 10,714,730 0.7 17,857,236 1.2
Retail — — 1,983,083 0.1
Services: Business 315,121,713 19.7 209,974,914 14.7
Services: Consumer 58,667,523 3.7 54,450,324 3.8
Structured Products 20,794,178 1.3 32,508,845 2.3
Telecommunications 30,684,989 1.9 43,021,001 3.0
Transportation: Cargo 79,264,328 4.9 91,132,943 6.4
Transportation: Consumer 4,941,125 0.3 — —
Utilities: Electric 9,028,422 0.6 8,987,929 0.6
Utilities: Oil and Gas 11,571,117 0.7 11,645,956 0.8
Wholesale — — 26,914,057 1.9
Total $ 1,602,482,920 100.0 % $ 1,430,237,710 100.0 %


($ in thousands)	March 31, 2022				December 31, 2021
Aerospace and Defense	$	154,797	6.4	%	$	91,129	5.1	%
Automotive	77,203		3.2		55,875		3.1
Banking, Finance, Insurance and Real Estate	243,595		10.1		208,397		11.6
Beverage, Food and Tobacco	38,294		1.6		38,985		2.2
Capital Equipment	41,492		1.7		42,916		2.4
Chemicals, Plastics, and Rubber	49,249		2.1		32,234		1.8
Construction and Building	64,628		2.7		62,083		3.4
Consumer goods: Durable	77,265		3.2		47,316		2.6
Consumer goods: Non-durable	28,497		1.2		28,306		1.6
Containers, Packaging and Glass	30,662		1.3		10,218		0.6
Energy: Electricity	7,270		0.3		12,190		0.7
Energy: Oil and Gas	6,674		0.3		5,774		0.3
Environmental Industries	8,012		0.3		8,081		0.4

Healthcare and Pharmaceuticals	186,429		7.8		134,286		7.5
High Tech Industries	248,659		10.3		139,590		7.7
Hotel, Gaming and Leisure	58,384		2.4		27,553		1.5
Investment Funds and Vehicles	228,400		9.5		143,104		7.9
Media: Advertising, Printing and Publishing	45,096		1.9		46,414		2.6
Media: Broadcasting and Subscription	7,429		0.3		7,441		0.4
Media: Diversified and Production	48,175		2.0		52,887		2.9
Metals and Mining	14,731		0.6		10,684		0.6
Retail	1,998		0.1		—		—
Services: Business	419,154		17.4		342,758		19.0
Services: Consumer	82,068		3.4		65,801		3.7
Structured Products	82,014		3.4		24,662		1.4
Telecommunications	34,725		1.5		45,182		2.5
Transportation: Cargo	88,033		3.7		86,964		4.8
Transportation: Consumer	11,917		0.5		12,231		0.7
Utilities: Electric	12,835		0.5		12,857		0.7
Utilities: Oil and Gas	4,707		0.2		4,677		0.3
Wholesale	1,033		—		—		—
Total	$	2,403,425	100.0	%	$	1,800,594	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 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.

4558

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The total value of Jocassee’s investment portfolio was ~~$1,141.6~~$1,366.6 million as of ~~September 30, 2021,~~March 31, 2022, as compared to ~~$869.6~~$1,258.2 million as of December 31, ~~2020.~~2021. As of ~~September 30, 2021,~~March 31, 2022, Jocassee’s investments had an aggregate cost of ~~$1,123.3~~$1,376.0 million, as compared to ~~$839.5~~$1,242.2 million as of December 31, ~~2020.~~2021. As of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020, the Jocassee investment portfolio consisted of the following investments:~~

Cost Percentage of
Total
Portfolio Fair Value Percentage of
Total
Portfolio
September 30, 2021:
Senior debt and 1st lien notes
$ 973,974,678 87 % $ 982,834,210 86 %
Subordinated debt and 2nd lien notes 18,872,154 2 % 19,259,003 2 %
Structured products 4,568,790 — % 5,226,052 — %
Equity shares 5,757,210 — % 4,350,284 — %
Equity warrants 31,451 — % 84,997 — %
Investment in joint ventures 99,320,000 9 % 109,008,315 10 %
Short-term investments 20,802,411 2 % 20,802,411 2 %
$ 1,123,326,694 100 % $ 1,141,565,272 100 %
December 31, 2020:
Senior debt and 1st lien notes
$ 686,341,760 81 % $ 714,747,405 82 %
Subordinated debt and 2nd lien notes 10,079,164 1 10,170,127 1
Structured products 22,981,004 3 25,626,147 3
Equity shares 6,964,845 1 5,829,554 1
Equity warrants 31,451 — 51,515 —
Investment in joint ventures 90,000,000 11 90,106,560 10
Short-term investments 23,093,064 3 23,093,055 3
$ 839,491,288 100 % $ 869,624,363 100 %

~~As of September 30,~~ 2021, ~~and December 31, 2020,~~ the weighted average yield on the principal amount of Jocassee’s outstanding debt investments was approximately ~~4.9%~~5.4% and ~~4.4%~~5.3%, respectively. ~~The weighted average yield on the principal amount~~As of ~~all of Jocassee’s outstanding investments (including equity and equity-linked investments and short-term investments) was approximately 4.4% and 3.8% as of September 30, 2021~~March 31, 2022 and December 31, ~~2020, respectively.~~2021, the Jocassee investment portfolio consisted of the following investments:


($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
March 31, 2022:
Senior debt and 1st lien notes	$	1,213,599	88	%	$	1,201,499	88	%
Subordinated debt and 2nd lien notes	22,657		2	%	22,709		2	%
Structured products	4,041		—	%	4,405		—	%
Equity shares	5,031		—	%	3,487		—	%
Equity warrants	31		—	%	25		—	%
Investment in joint ventures	117,952		9	%	121,813		9	%
Short-term investments	12,689		1	%	12,689		1	%
	$	1,376,000	100	%	$	1,366,627	100	%
December 31, 2021:
Senior debt and 1st lien notes	$	1,084,502	87	%	$	1,085,172	86	%
Subordinated debt and 2nd lien notes	23,607		2		24,011		2
Structured products	4,569		—		5,410		1
Equity shares	5,448		1		3,887		—
Equity warrants	31		—		75		—
Investment in joint ventures	111,490		9		127,092		10
Short-term investments	12,572		1		12,572		1
	$	1,242,219	100	%	$	1,258,219	100	%

4659

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The industry composition of Jocassee’s investments at fair value at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, excluding short-term investments, was as follows:


		September 30, 2021				December 31, 2020
($ in thousands)										($ in thousands)	March 31, 2022				December 31, 2021
Aerospace and Defense	Aerospace and Defense	$	58,735,552	5.2	%	$	21,044,217	2.5	%	Aerospace and Defense	$	71,608	5.3	%	$	71,857	5.8	%
Automotive	Automotive	13,632,695		1.2		15,520,985		1.8		Automotive	26,133		1.9		18,626		1.5
Banking, Finance, Insurance and Real Estate	Banking, Finance, Insurance and Real Estate	96,106,329		8.6		80,759,836		9.6		Banking, Finance, Insurance and Real Estate	110,522		8.2		109,961		8.8
Beverage, Food and Tobacco	Beverage, Food and Tobacco	31,113,536		2.8		24,931,070		2.9		Beverage, Food and Tobacco	30,457		2.3		30,352		2.4
Capital Equipment	Capital Equipment	19,361,668		1.7		19,953,788		2.4		Capital Equipment	27,322		2.0		17,006		1.4
Chemicals, Plastics, and Rubber	Chemicals, Plastics, and Rubber	26,258,802		2.3		26,419,508		3.1		Chemicals, Plastics, and Rubber	26,593		2.0		24,665		2.0
Construction and Building	Construction and Building	14,496,449		1.3		14,979,023		1.8		Construction and Building	14,293		1.1		14,506		1.2
Consumer goods: Durable	Consumer goods: Durable	12,251,005		1.1		14,256,411		1.7		Consumer goods: Durable	18,919		1.4		10,294		0.8
Consumer goods: Non-durable	Consumer goods: Non-durable	24,357,209		2.2		4,749,797		0.6		Consumer goods: Non-durable	23,635		1.7		23,886		1.9
Containers, Packaging and Glass	Containers, Packaging and Glass	30,622,583		2.7		16,742,506		2.0		Containers, Packaging and Glass	26,847		2.0		25,277		2.0

Energy: Electricity	Energy: Electricity	3,013,016		0.3		5,897,687		0.7		Energy: Electricity	15,450		1.1		10,571		0.8
Energy: Oil and Gas	Energy: Oil and Gas	5,082,872		0.4		4,602,739		0.5		Energy: Oil and Gas	4,803		0.4		5,091		0.4
Environmental Industries	Environmental Industries	7,633,111		0.7		2,697,765		0.3		Environmental Industries	7,453		0.6		7,563		0.6
Forest Products & Paper	Forest Products & Paper	477,258		—		—		—		Forest Products & Paper	450		—		475		—
Healthcare and Pharmaceuticals	Healthcare and Pharmaceuticals	136,065,412		12.1		84,624,495		10.0		Healthcare and Pharmaceuticals	143,056		10.6		128,495		10.3
High Tech Industries	High Tech Industries	142,874,159		12.7		75,759,051		8.9		High Tech Industries	172,972		12.8		171,960		13.8
Hotel, Gaming and Leisure	Hotel, Gaming and Leisure	44,568,617		4.0		49,013,967		5.8		Hotel, Gaming and Leisure	31,228		2.3		35,383		2.8
Investment Funds and Vehicles	Investment Funds and Vehicles	109,008,315		9.7		90,106,560		10.6		Investment Funds and Vehicles	121,813		9.0		127,092		10.2
Media: Advertising, Printing and Publishing	Media: Advertising, Printing and Publishing	16,448,708		1.5		9,761,091		1.2		Media: Advertising, Printing and Publishing	21,336		1.6		18,423		1.5
Media: Broadcasting and Subscription	Media: Broadcasting and Subscription	34,656,694		3.1		40,885,203		4.8		Media: Broadcasting and Subscription	36,877		2.7		37,840		3.0
Media: Diversified and Production	Media: Diversified and Production	22,280,046		2.0		12,950,796		1.5		Media: Diversified and Production	29,558		2.2		21,059		1.7
Metals and Mining	Metals and Mining	5,809,587		0.5		1,645,763		0.2		Metals and Mining	5,761		0.4		5,792		0.5
Retail	Retail	15,847,552		1.4		15,962,027		1.9		Retail	14,759		1.1		14,420		1.2
Services: Business	Services: Business	107,418,605		9.6		87,474,340		10.3		Services: Business	192,948		14.2		151,723		12.2
Services: Consumer	Services: Consumer	48,356,109		4.3		40,177,219		4.7		Services: Consumer	54,858		4.0		55,156		4.4
Structured Product	Structured Product	5,226,052		0.5		17,515,085		2.1		Structured Product	4,405		0.3		5,409		0.4
Telecommunications	Telecommunications	46,257,109		4.1		48,768,364		5.8		Telecommunications	43,168		3.2		36,036		2.9
Transportation: Cargo	Transportation: Cargo	29,756,525		2.7		4,927,508		0.6		Transportation: Cargo	54,161		4.0		49,103		3.9
Transportation: Consumer	Transportation: Consumer	6,521,401		0.6		7,730,907		0.9		Transportation: Consumer	12,390		0.9		6,546		0.5
Utilities: Electric	Utilities: Electric	5,577,893		0.5		5,720,376		0.7		Utilities: Electric	3,248		0.2		3,265		0.3

Utilities: Oil and Gas										Utilities: Oil and Gas	6,915		0.5		6,870		0.6
Wholesale	Wholesale	947,992		0.1		953,224		0.1		Wholesale	—		—		945		0.1
Total	Total	$	1,120,762,861	100.0	%	$	846,531,308	100.0	%	Total	$	1,353,938	100.0	%	$	1,245,647	100.0	%

4760

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The geographic composition of Jocassee’s investments at fair value at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, excluding short-term investments, was as follows:


		September 30, 2021				December 31, 2020
($ in thousands)										($ in thousands)	March 31, 2022				December 31, 2021
Australia	Australia	$	14,007,413	1.2	%	$	—	—	%	Australia	$	37,405	2.8	%	$	16,509	1.3	%
Austria	Austria	1,134,809		0.1		1,181,240		0.1		Austria	7,054		0.5		1,115		0.1
Belgium	Belgium	16,684,896		1.5		3,940,942		0.5		Belgium	17,234		1.3		14,814		1.2
Canada	Canada	8,549,772		0.8		5,691,085		0.7		Canada	8,413		0.6		8,507		0.7
Denmark	Denmark	3,450,136		0.3		4,839,238		0.6		Denmark	1,105		0.1		6,960		0.6
Finland	Finland	2,317,367		0.2		2,328,122		0.3		Finland	2,220		0.2		47,992		3.9
France	France	118,164,658		10.5		77,599,427		9.1		France	130,483		9.6		3,391		0.3
Germany	Germany	37,120,042		3.3		41,184,179		4.9		Germany	43,386		3.2		6,357		0.5
Hong Kong										Hong Kong	4,779		0.4		2,272		0.2
Ireland	Ireland	2,312,105		0.2		2,440,052		0.3		Ireland	4,045		0.3		123,816		9.9
Italy	Italy	927,403		0.1		607,762		0.1		Italy	—		—		113,896		9.1
Luxembourg	Luxembourg	2,352,386		0.2		2,512,059		0.3		Luxembourg	1,198		0.1		4,766		0.4
Netherlands	Netherlands	37,070,828		3.3		26,905,224		3.2		Netherlands	37,569		2.8		3,744		0.3
Panama	Panama	964,787		0.1		965,149		0.1		Panama	956		0.1		—		—
Singapore										Singapore	4,936		0.3		—		—
Spain	Spain	8,764,999		0.8		11,163,151		1.3		Spain	4,632		0.3		1,225		0.1
Sweden	Sweden	5,490,158		0.5		13,169,200		1.6		Sweden	5,154		0.4		32,150		2.6
Switzerland	Switzerland	10,901,034		1.0		13,208,446		1.6		Switzerland	6,826		0.4		965		0.1
United Kingdom	United Kingdom	102,236,613		9.1		76,748,680		9.0		United Kingdom	126,637		9.4		5,305		0.4
USA	USA	748,313,454		66.8		562,047,352		66.3		USA	909,906		67.2		851,863		68.4
Total	Total	$	1,120,762,861	100.0	%	$	846,531,308	100.0	%	Total	$	1,353,938	100	%	$	1,245,647	100	%

Jocassee’s subscription facility with Bank of America N.A., which is non-recourse to the Company, had approximately ~~$87.4~~$129.3 million and ~~$204.9~~$176.3 million outstanding as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, respectively. Jocassee’s credit facility with Citibank, N.A., which is non-recourse to the Company, had approximately ~~$316.3~~$347.9 million and ~~$113.1~~$342.8 million outstanding as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, respectively. Jocassee’s term debt securitization, which is non-recourse to the Company, had approximately ~~$323.0 million and $302.3~~$323.1 million outstanding as of ~~September 30, 2021~~both March 31, 2022 and December 31, ~~2020, respectively.~~2021.

The Company may sell portions of its investments via assignment to Jocassee. Since inception, as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the Company had sold ~~$500.6~~$830.8 million and ~~$162.2~~$698.5 million, respectively, of its investments to Jocassee. For the three months ended March 31, 2022 and March 31, 2021, the Company realized a loss on the sales of its investments to Jocassee of $0.2 million and $0.3 million, respectively. As of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the Company had ~~$61.1~~$180.0 million and ~~$44.2~~$216.9 million, respectively, 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

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

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

~~Barings BDC, Inc.~~

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

Company does not consolidate its interest in Jocassee as it is not a substantially wholly owned investment company subsidiary. In addition, Jocassee is not an operating company and the Company does not control Jocassee due to the allocation of voting rights among Jocassee members.

As of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, Jocassee had the following contributed capital and unfunded commitments from its members:


		As of September 30, 2021		As of December 31, 2020
($ in thousands)						($ in thousands)	As of March 31, 2022		As of December 31, 2021
Total contributed capital by Barings BDC, Inc.	Total contributed capital by Barings BDC, Inc.	$	30,000,000	$	20,000,000	Total contributed capital by Barings BDC, Inc.	$	35,000	$	30,000
Total contributed capital by all members	Total contributed capital by all members	$	330,000,000	$	220,000,000	Total contributed capital by all members	$	385,000	$	330,000

Total unfunded commitments by Barings BDC, Inc.	Total unfunded commitments by Barings BDC, Inc.	$	20,000,000	$	30,000,000	Total unfunded commitments by Barings BDC, Inc.	$	15,000	$	20,000
Total unfunded commitments by all members	Total unfunded commitments by all members	$	220,000,000	$	330,000,000	Total unfunded commitments by all members	$	165,000	$	220,000

Thompson Rivers LLC

On April 28, 2020, Thompson Rivers LLC (“Thompson Rivers”) was formed as a Delaware limited liability company. On May 13, 2020, the Company entered into a limited liability company agreement governing Thompson Rivers. Under Thompson Rivers’ current operating agreement, as amended to date, the Company has a capital commitment of ~~$30.0~~$75.0 million of equity capital to Thompson Rivers, all of which has been funded as of ~~September 30, 2021.~~March 31, 2022. As of ~~September 30, 2021,~~March 31, 2022, aggregate commitments to Thompson Rivers by the Company and the other members under the current operating agreement total ~~$405.0~~$450.0 million, all of which has been funded.

For the three ~~and nine~~ months ended ~~September 30, 2021,~~March 31, 2022, Thompson Rivers declared ~~$12.5 million and $16.0~~$20.0 million in dividends, ~~respectively,~~ of which ~~$1.0~~$3.2 million ~~and $1.3 million, respectively,~~ was recognized as dividend income in the Company’s Unaudited Consolidated Statement of Operations.

As of ~~September 30, 2021,~~March 31, 2022, Thompson Rivers had ~~$3.2~~$2.7 billion in Ginnie Mae early buyout loans and ~~$117.5~~$117.4 million in cash. As of December 31, ~~2020,~~2021, Thompson Rivers had ~~$715.2 million~~$3.1 billion in Ginnie Mae early buyout ~~loans.~~loans and $220.6 million in cash. As of ~~September 30, 2021,~~March 31, 2022, Thompson Rivers had ~~15,374~~14,270 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of ~~4.18%~~3.9%. As of December 31, ~~2020,~~2021, Thompson Rivers had ~~3,023~~15,617 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of ~~4.65%~~4.0%.

As of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the Thompson Rivers investment portfolio consisted of the following investments:


		Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
September 30, 2021:
($ in thousands)										($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
March 31, 2022:										March 31, 2022:
Federal Housing Administration (“FHA”) loans	Federal Housing Administration (“FHA”) loans	$	3,050,510,898	97	%	$	3,068,818,458	97	%	Federal Housing Administration (“FHA”) loans	$	2,399,678	90	%	$	2,381,614	90	%
Veterans Affairs (“VA”) loans	Veterans Affairs (“VA”) loans	104,545,047		3	%	102,597,178		3	%	Veterans Affairs (“VA”) loans	277,194		10	%	271,393		10	%

		$	3,155,055,945	100	%	$	3,171,415,636	100	%		$	2,676,872	100	%	$	2,653,007	100	%
December 31, 2020:
December 31, 2021:										December 31, 2021:
Federal Housing Administration (“FHA”) loans	Federal Housing Administration (“FHA”) loans	$	712,854,085	100	%	$	712,854,085	100	%	Federal Housing Administration (“FHA”) loans	$	2,799,869	93	%	$	2,839,495	93	%
Veterans Affairs (“VA”) loans	Veterans Affairs (“VA”) loans	—		—	%	—		—	%	Veterans Affairs (“VA”) loans	224,660		7	%	223,540		7	%

		$	712,854,085	100	%	$	712,854,085	100	%		$	3,024,528	100	%	$	3,063,036	100	%

Thompson Rivers’ repurchase agreement with JPMorgan Chase Bank, which is non-recourse to the Company, had approximately ~~$757.4~~$572.4 million and ~~$670.1~~$694.8 million outstanding as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, respectively. Thompson Rivers’ repurchase agreement with Bank of America N.A., which is non-recourse to the Company, had approximately ~~$894.1~~$1,087.3 million and $1,245.2 million outstanding as of ~~September 30, 2021.~~March 31, 2022 and December 31, 2021, respectively. Thompson Rivers’ repurchase agreement with Barclays Bank, which is non-recourse to the Company, had approximately ~~$1,220.8~~$749.7 million and $933.1 million outstanding as of ~~September 30, 2021.~~March 31, 2022 and December 31, 2021, respectively.

4962

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, Thompson Rivers is not an operating company and the Company does not control Thompson Rivers due to the allocation of voting rights among Thompson Rivers members.

As of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, Thompson Rivers had the following contributed capital and unfunded commitments from its members:


		As of September 30, 2021			As of December 31, 2020
Total contributed capital by Barings BDC, Inc.		$	30,000,000		$	10,000,000
($ in thousands)								($ in thousands)	As of March 31, 2022			As of December 31, 2021
Total contributed capital by Barings BDC, Inc.(1)								Total contributed capital by Barings BDC, Inc.(1)	$	79,411		$	79,414
Total contributed capital by all members	Total contributed capital by all members	$	405,000,000	(1)	$	100,000,000	(2)	Total contributed capital by all members	$	482,083	(2)	$	482,120	(3)

Total unfunded commitments by Barings BDC, Inc.	Total unfunded commitments by Barings BDC, Inc.	$	—		$	—		Total unfunded commitments by Barings BDC, Inc.	$	—		$	—
Total unfunded commitments by all members	Total unfunded commitments by all members	$	—		$	—		Total unfunded commitments by all members	$	—		$	—

(1)Includes ~~$150.0~~$4.4 million of dividend re-investments.

(2)Includes dividend re-investments of $32.1 million and $162.1 million of total contributed capital by related parties.

~~(2)~~(3)Includes ~~$90.0~~dividend re-investments of $32.1 million and $162.3 million of total contributed capital by related parties.

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 governing Waccamaw River. Under Waccamaw River’s current operating agreement, as amended to date, the Company has a capital commitment of $25.0 million of equity capital to Waccamaw River, of which approximately ~~$14.6~~$20.4 million (including approximately $5.3 million of recallable return of capital) has been funded as of ~~September 30, 2021.~~March 31, 2022. As of ~~September 30, 2021,~~March 31, 2022, aggregate commitments to Waccamaw River by the Company and the other members under the current operating agreement total $125.0 million, of which ~~$60.6~~$102.1 million (including $14.0 million of recallable return of capital) has been funded.

On ~~September 30, 2021,~~March 31, 2022, Waccamaw River declared ~~a $0.7~~$1.5 million ~~dividend,~~in dividends, of which ~~$0.1~~$0.3 million was recognized as dividend income in the Company’s Unaudited Consolidated Statement of Operations.

As of ~~September 30, 2021,~~March 31, 2022, Waccamaw River had ~~$33.8~~$89.7 million in unsecured ~~student~~consumer loans and ~~$11.7~~$8.5 million in cash. As of ~~September 30,~~December 31, 2021, Waccamaw River had ~~3,178~~$60.8 million in unsecured consumer loans and $4.9 million in cash. As of March 31, 2022, Waccamaw River had 7,964 outstanding loans with an average loan size of ~~$10,000,~~$11,522, remaining average life to maturity of ~~44.2~~45.9 months and weighted average interest rate of ~~10.58%~~10.9%. As of December 31, 2021, Waccamaw River had 5,500 outstanding loans with an average loan size of $11,280, remaining average life to maturity of 46.5 months and weighted average interest rate of 10.9%.

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, Waccamaw River is not an operating company and the Company does not control Waccamaw River due to the allocation of voting rights among Waccamaw River members.

5063

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

As of ~~September 30,~~March 31, 2022 and December 31, 2021, Waccamaw River had the following contributed capital and unfunded commitments from its members:


		As of September 30, 2021
($ in thousands)					($ in thousands)	As of March 31, 2022			As of December 31, 2021
Total contributed capital by Barings BDC, Inc.	Total contributed capital by Barings BDC, Inc.	$	14,600,000		Total contributed capital by Barings BDC, Inc.	$	25,700		$	19,000
Total contributed capital by all members	Total contributed capital by all members	$	60,620,000	(1)	Total contributed capital by all members	$	116,120	(1)	$	82,620	(4)

Total return of capital (recallable) by Barings BDC, Inc.	Total return of capital (recallable) by Barings BDC, Inc.	$	(5,280,000)		Total return of capital (recallable) by Barings BDC, Inc.	$	(5,280)		$	(5,280)
Total return of capital (recallable) by all members		$	(14,020,000)	(2)
Total return of capital (recallable) by all members(2)					Total return of capital (recallable) by all members(2)	$	(14,020)		$	(14,020)

Total unfunded commitments by Barings BDC, Inc.	Total unfunded commitments by Barings BDC, Inc.	$	15,680,000		Total unfunded commitments by Barings BDC, Inc.	$	4,580		$	11,280
Total unfunded commitments by all members	Total unfunded commitments by all members	$	78,400,000	(3)	Total unfunded commitments by all members	$	22,900	(3)	$	56,400	(5)

(1)Includes ~~$35.0~~$68.3 million of total contributed capital by related parties.

(2)Includes ($7.0) million of total return of capital (recallable) by related parties.

(3)Includes ~~$47.0~~$13.7 million of unfunded commitments by related parties.

(4)Includes $48.2 million of total contributed capital by related parties.

(5)Includes $33.8 million of unfunded commitments by related parties.

Sierra Senior Loan Strategy JV I LLC

On February 25, 2022, as part of the Sierra Acquisition, the Company purchased its interest in Sierra Senior Loan Strategy JV I LLC (“Sierra JV”). The Company and MassMutual Ascend Life Insurance Company (“MMALIC”), a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company, are the members of Sierra JV, a joint venture formed as a Delaware limited liability company and commenced operations on July 15, 2015. Sierra JV’s investment objective is to generate current income and capital appreciation by investing primarily in the debt of privately-held middle market companies with a focus on senior secured first lien term loans. The members of Sierra JV make capital contributions as investments by Sierra JV are completed, and all portfolio and other material decisions regarding Sierra JV must be submitted to Sierra JV’s board of managers, which is comprised of four members, two of whom are selected by the Company and the other two are selected by MMALIC. Approval of Sierra JV’s board of managers requires the unanimous approval of a quorum of the board of managers, with a quorum consisting of equal representation of members appointed by each of the Company and MMALIC.

As of March 31, 2022, Sierra JV had total capital commitments of $124.5 million with the Company committing $110.1 million and MMALIC committing $14.5 million. The Company had fully funded its $110.1 million commitment and total commitments of $124.5 million were funded as of March 31, 2022.

The Company has determined that Sierra JV 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 Sierra JV as it is not a substantially wholly owned investment company subsidiary. In addition, Sierra JV is not an operating company and the Company does not control Sierra JV due to the allocation of voting rights among Sierra JV members.

As of March 31, 2022, the total cost and value of Sierra JV’s investment portfolio was $158.8 million and $152.0 million, respectively. As of March 31, 2022, the weighted average yield on the principal amount of Sierra JV’s outstanding debt investments was approximately 5.8%. As of March 31, 2022, the Sierra JV investment portfolio consisted of the following investments:


($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
March 31, 2022:
Senior debt and 1st lien notes	$	158,810	100	%	$	152,035	100	%






	$	158,810	100	%	$	152,035	100	%

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The industry composition of Sierra JV’s investments at fair value at March 31, 2022, excluding short-term investments, was as follows:


($ in thousands)	March 31, 2022

Automotive	6,069		4.0	%
Banking, Finance, Insurance and Real Estate	1,677		1.1
Beverage, Food and Tobacco	4,481		2.9
Capital Equipment	9,413		6.2
Chemicals, Plastics, and Rubber	9,098		6.0
Construction and Building	1,883		1.2
Consumer goods: Durable	7,904		5.2
Consumer goods: Non-durable	43		—
Containers, Packaging and Glass	1,730		1.1



Environmental Industries	8,638		5.7
Forest Products & Paper	2,535		1.7
Healthcare and Pharmaceuticals	15,848		10.4
High Tech Industries	18,575		12.2


Media: Advertising, Printing and Publishing	9,805		6.4

Media: Diversified and Production	9,016		5.9

Retail	12,183		8.0
Services: Business	12,891		8.5
Services: Consumer	8,637		5.7


Transportation: Cargo	6,326		4.2
Transportation: Consumer	5,283		3.5



Total	$	152,035	100.0	%

Sierra JV’s revolving credit facility with Wells Fargo Bank, N.A., which is non-recourse to the Company, had $75.0 million outstanding as of March 31, 2022.

Eclipse Business Capital Holdings LLC

On July 8, 2021, the Company made an equity investment in Eclipse Business Capital Holdings LLC (“Eclipse”) of $89.8 million, a second lien senior secured loan of $4.5 million and unfunded revolver of $13.6 million, alongside other related party affiliates. As of March 31, 2022 and December 31, 2021, $2.7 million and $1.8 million, respectively, of the revolver was funded. Eclipse conducts its business through Eclipse Business Capital LLC. Eclipse is one of the country’s leading independent asset-based lending (“ABL”) platforms that provides financing to middle-market borrowers in the U.S. and Canada. Eclipse provides revolving lines of credit and term loans ranging in size from $10 – $125 million that are secured by collateral such as accounts receivable, inventory, equipment, or real estate. Eclipse lends to both privately-owned and publicly-traded companies across a range of industries, including manufacturing, retail, automotive, oil & gas, services, distribution, and consumer products. The addition of Eclipse to the portfolio allows the Company to participate in an asset class and commercial finance operations that offer differentiated income returns as compared to directly originated loans. Eclipse is led by a seasoned team of ABL ~~experts~~.experts.

The Company has determined that Eclipse is not an investment company under ASC, Topic 946, Financial Services - Investment Companies. Under ASC 810-10-15-12(d), an investment company generally does not consolidate an investee that is not an investment company other than a controlled operating company whose business consists of providing services to the ~~scope exception in ASC 810-10-12(d),~~company. Thus, the Company is not required to consolidate ~~Eclipse.~~Eclipse because it does not provide services to the Company. Instead the Company accounts for its investment in Eclipse in accordance with ASC 946-320, presented as a single investment measured at fair value.

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

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

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~~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~~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.

~~Barings BDC, Inc.~~

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

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.

There is no single 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 the Company’s 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

The Adviser has established a 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 independent third-party providers to price the portfolio, but in the event an acceptable price cannot be obtained from an approved external source, the Adviser will utilize alternative methods in accordance with internal pricing procedures established by the Adviser's pricing committee.

At least annually, the Adviser conducts reviews of the primary pricing vendors to validate that the inputs used in the 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 continues to perform annually. In addition, the pricing vendors have an established challenge process in place for all security valuations, which facilitates identification and resolution of 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).

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~~products are generally valued using Level 2 inputs, which are generally valued at the bid quotation obtained from dealers in loans by an independent pricing service. The Company's middle-market, private debt and equity investments are generally valued using Level 3 inputs.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

Independent Valuation

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 on those loans and equity investments as of the end of each quarter. Such loans and equity investments are initially held at cost, as that is a reasonable approximation of fair value on the acquisition date, and monitored for material changes that could affect the valuation (for example, changes in interest rates or the credit quality of the borrower). At the quarter end following the initial acquisition, such loans and equity investments are generally sent to a valuation provider which will determine the fair value 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 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 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

~~Barings BDC, Inc.~~

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

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 the range provided by the independent valuation provider, and will notify the 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 an independent valuation firm to perform 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. Pursuant to these procedures, the Board determines in good faith 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.

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. 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 will utilize alternative approaches such as broker 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.

Valuation of ~~Investment~~Investments in Jocassee, Thompson Rivers, Waccamaw River, Sierra JV and MVC Private Equity Fund LP

~~The~~As Jocassee, Thompson Rivers, Waccamaw River, Sierra JV and MVC Private Equity Fund LP are investment companies with no readily determinable fair values, the Company estimates the fair value of ~~its~~the Company’s investments in ~~Jocassee, Thompson Rivers, Waccamaw River and MVC Private Equity Fund LP~~these entities using ~~the NAV~~net asset value of each company and ~~its~~the Company’s ownership ~~percentage.~~percentage as a practical expedient. The ~~NAV~~net asset value is determined in accordance with the specialized accounting guidance for investment companies.

5367

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

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 ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021. The weighted average range of unobservable inputs is based on fair value of investments.

September 30, 2021: Fair Value Valuation
Model Level 3
Input Range of
Inputs Weighted
Average Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$ 830,402,065 Yield Analysis Market Yield 4.9% – 30.0% 7.3% Decrease
232,774,460 Recent Transaction Transaction Price 97.0% – 100.0% 97.9% Increase
Subordinated debt and 2nd lien notes(2)
94,034,384 Yield Analysis Market Yield 8.0% – 20.0% 12.9% Decrease
64,464,151 Market Approach Adjusted EBITDA Multiple 4.5x – 9.0x 6.3x Increase
8,500,243 Recent Transaction Transaction Price 98.0% – 100.0% 99.5% Increase
Equity shares(3)
41,438,582 Market Approach Adjusted EBITDA Multiple 4.5x – 17.8x 7.2x Increase
5,953,405 Real Estate - Cost Approach Replacement Cost (CZK/m2) 1,237 to 1,892 1,892 Increase
Real Estate - Cost Approach Depreciation Factor 0.50 to 1.00 0.81 Increase
Real Estate - Income Approach Market Rent
CZK/Year CZK5,011,718 to CZK8,700,000 CZK5,011,718 Increase
Real Estate - Income Approach Cap Rate 6.0% to 7.0% 6.5% Decrease
Real Estate - Income Approach Adj. Factor for
Development Zone n/a 1.15 Increase
91,579,031 Recent Transaction Transaction Price $1 – $8,731.41 $33.2 Increase
Equity warrants 623,862 Market Approach Adjusted EBITDA Multiple 6.0x – 23.3x 6.0x Increase

March 31, 2022:

($ in thousands)

Fair Value

Valuation
Model

Level 3
Input

Range of
Inputs

Weighted
Average

Impact to Valuation from an Increase in Input

Senior debt and 1st lien notes(1)

1,107,422

Yield Analysis

Market Yield

5.5% – 38.2%

8.6%

Decrease

19,998

Market Approach

Adjusted EBITDA Multiple

0.3x – 4.5x

3.5x

Increase

286,465

Recent Transaction

Transaction Price

0% – 100.0%

98.1%

Increase

Subordinated debt and 2nd lien notes(2)

170,059

Yield Analysis

Market Yield

6.7% – 19.0%

12.2%

Decrease

72,507

Market Approach

Adjusted EBITDA Multiple

5.0x – 7.0x

5.2x

Increase

1,592

Discounted Cash Flow Analysis

Discount Rate

19.6%

Decrease

3,931

Recent Transaction

Transaction Price

100%

Increase

Structured products

4,986

Discounted Cash Flow Analysis

Discount Rate

6.3%

Decrease

Equity shares(3)

192,434

Market Approach

Adjusted EBITDA Multiple

2.3x – 50.0x

9.5x

Increase

5,953

Expected Transaction(4)

Transaction Price

$5,953

Increase

7,904

Recent Transaction

Transaction Price

$0.67 – $1,000

$124.22

Increase

Equity warrants

Market Approach

Adjusted EBITDA Multiple

0.3x – 6.5x

4.0x

Increase

(1)Excludes investments with an aggregate fair value amounting to ~~$6,573,935,~~$26,646, 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 ~~$18,247,292,~~$47,909, 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 ~~$2,974,542,~~$3,030, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.

(4)Estimated proceeds expected to be received under legally binding asset purchase agreement for sale of real estate held by portfolio company.

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 Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$ 650,550,710 Yield Analysis Market Yield 4.7% – 16.2% 7.4% Decrease
3,000,000 Liquidation Analysis Adjusted EBITDA Multiple 0.05x – 0.15x 0.10x Increase
399,692,333 Recent Transaction Transaction Price 96.0% – 100.0% 97.8% Increase
Subordinated debt and 2nd lien notes(2)
109,851,771 Yield Analysis Market Yield 6.0% – 26.0% 16.7% Decrease
13,933,960 Market Approach Adjusted EBITDA Multiple 5.0x – 6.0x 5.5x Increase
4,959,088 Recent Transaction Transaction Price 100% 100% Increase
Equity shares(3)
39,178,157 Market Approach Adjusted EBITDA Multiple 0.8x – 11.8x 4.8x Increase
4,752,997 Real Estate - Cost Approach Replacement Cost (CZK/m2) 1,237 to 1,892 1,892 Increase
Real Estate - Cost Approach Depreciation Factor 0.50 to 1.00 0.81 Increase
Real Estate - Income Approach Market Rent
CZK/Year CZK5,011,718 to CZK8,700,000 CZK5,011,718 Increase
Real Estate - Income Approach Cap Rate 6.0% to 7.0% 6.5% Decrease
Real Estate - Income Approach Adj. Factor for
Development Zone n/a 1.15 Increase
227,200 Recent Transaction Transaction Price $1,000 $1,000 Increase
Equity warrants 1,133,781 Market Approach Adjusted EBITDA Multiple 4.8x-9.0x 6.0x Increase

December 31, 2021:

($ in thousands)

Fair Value

Valuation
Model

Level 3
Input

Range of
Inputs

Weighted
Average

Impact to Valuation from an Increase in Input

Senior debt and 1st lien notes(1)

717,374

Yield Analysis

Market Yield

5.2% – 33.5%

7.7%

Decrease

416,010

Recent Transaction

Transaction Price

96.5% – 99.0%

97.7%

Increase

Subordinated debt and 2nd lien notes(2)

107,345

Yield Analysis

Market Yield

5.3% – 19.0%

11.5%

Decrease

64,895

Market Approach

Adjusted EBITDA Multiple

0.6x – 9.0x

5.67x

Increase

40,354

Recent Transaction

Transaction Price

97.0% – 100.0%

98.0%

Increase

Equity shares(3)

137,393

Market Approach

Adjusted EBITDA Multiple

5.5x – 54.0x

13.1x

Increase

6,197

Expected Transaction(4)

Transaction Price

$6,197,037

Increase

4,546

Recent Transaction

Transaction Price

$1.0 – $1,000

$140.03

Increase

Equity warrants

864

Market Approach

Adjusted EBITDA Multiple

5.0x-6.0x

6.0x

Increase

(1)Excludes investments with an aggregate fair value amounting to ~~$2,474,068,~~$3,938, 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,~~$17,974, 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,~~$3,146, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.

(4)Estimated proceeds expected to be received under legally binding asset purchase agreement for sale of real estate held by portfolio company.

The following tables present the Company’s investment portfolio at fair value as of March 31, 2022 and December 31, 2021, categorized by the ASC Topic 820 valuation hierarchy, as previously described:


	Fair Value as of March 31, 2022
($ in thousands)	Level 1		Level 2		Level 3		Total
Senior debt and 1st lien notes	$	—	$	115,215	$	1,440,531	$	1,555,746
Subordinated debt and 2nd lien notes	—		21,646		295,997		317,643
Structured products	—		77,028		4,986		82,014
Equity shares	94		10,050		209,322		219,466
Equity warrants	—		84		72		156

Investments subject to leveling	$	94	$	224,023	$	1,950,908	$	2,175,025
Investment in joint ventures / PE fund(1)							228,400
							$	2,403,425

	Fair Value as of December 31, 2021
($ in thousands)	Level 1		Level 2		Level 3		Total
Senior debt and 1st lien notes	$	—	$	84,275	$	1,137,323	$	1,221,598
Subordinated debt and 2nd lien notes	—		9,468		230,569		240,037
Structured products	—		40,271		—		40,271
Equity shares	111		3,084		151,282		154,477
Equity warrants	—		243		864		1,107

Investments subject to leveling	$	111	$	137,341	$	1,520,038	$	1,657,490
Investment in joint ventures / PE fund(2)							143,104
							$	1,800,594

5569

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

(1)The ~~following tables present the Company’s investment portfolio~~Company's investments in Jocassee, Sierra JV, Thompson Rivers, Waccamaw River and MVC Private Equity Fund LP are measured at fair value asusing 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 ~~September 30, 2021~~the fair value hierarchy to the amounts presented in the Unaudited Consolidated Balance Sheet and ~~December 31, 2020, categorized by the ASC Topic 820 valuation hierarchy, as previously described:~~

Fair Value as of September 30, 2021
Level 1 Level 2 Level 3 Total
Senior debt and 1st lien notes
$ — $ 92,368,922 $ 1,069,750,460 $ 1,162,119,382
Subordinated debt and 2nd lien notes
— 5,180,340 185,246,070 190,426,410
Structured products — 20,794,178 — 20,794,178
Equity shares — — 141,945,560 141,945,560
Equity warrants — 274,581 623,862 898,443
Short-term investments 50,000,000 — — 50,000,000
Investments subject to leveling $ 50,000,000 $ 118,618,021 $ 1,397,565,952 $ 1,566,183,973
Investment in joint ventures / PE fund(1) 86,298,947
$ 1,652,482,920
Fair Value as of December 31, 2020
Level 1 Level 2 Level 3 Total
Senior debt and 1st lien notes
$ — $ 115,533,401 $ 1,055,717,111 $ 1,171,250,512
Subordinated debt and 2nd lien notes
— 7,947,184 130,819,936 138,767,120
Structured products — 32,508,845 — 32,508,845
Equity shares — 424,090 44,227,024 44,651,114
Equity warrants — 166,416 1,133,781 1,300,197
Short-term investments 65,558,227 — — 65,558,227
Investments subject to leveling $ 65,558,227 $ 156,579,936 $ 1,231,897,852 $ 1,454,036,015
Investment in joint ventures / PE fund(1) 41,759,922
$ 1,495,795,937
Consolidated Balance Sheet.

~~(1)~~(2)The Company's investments in Jocassee, Thompson Rivers, Waccamaw River and MVC Private Equity Fund LP are measured at fair value using 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.

~~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 ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 and ~~2020:~~2021:


Nine Months Ended September 30, 2021:		Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Equity Shares		Equity Warrants		Total
Three Months Ended March 31, 2022: ($ in thousands)												Three Months Ended March 31, 2022: ($ in thousands)	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Structured Products		Equity Shares		Equity Warrants		Total
Fair value, beginning of period	Fair value, beginning of period	$	1,055,717,111	$	130,819,936	$	44,227,024	$	1,133,781	$	1,231,897,852	Fair value, beginning of period	$	1,137,323	$	230,569	$	—	$	151,282	$	864	$	1,520,038
New investments	New investments	585,196,480		83,855,938		96,309,352		163,000		765,524,770		New investments	258,441		30,065		—		11,936		—		300,442
Transfers into Level 3		—		2,233,600		3,223,510		—		5,457,110
Investments acquired in Sierra merger												Investments acquired in Sierra merger	210,176		54,177		—		7,065		72		271,490
Transfers into Level 3, net												Transfers into Level 3, net	2,580		—		4,905		—		—		7,485
Proceeds from sales of investments	Proceeds from sales of investments	(394,827,470)		(8,771,000)		(6,902,871)		(450,000)		(410,951,341)		Proceeds from sales of investments	(151,580)		—		—		(1,364)		(250)		(153,194)
Loan origination fees received	Loan origination fees received	(12,485,025)		(1,209,071)		—		—		(13,694,096)		Loan origination fees received	(5,350)		36		—		—		—		(5,314)
Principal repayments received	Principal repayments received	(170,947,104)		(27,317,262)		—		—		(198,264,366)		Principal repayments received	(7,773)		(11,020)		—		—		—		(18,793)
Payment-in-kind interest	Payment-in-kind interest	684,633		7,720,972		—		—		8,405,605		Payment-in-kind interest	308		6,984		—		—		—		7,292

Accretion of loan discounts		9,946		210,914		—		—		220,860
Accretion of loan premium/discount												Accretion of loan premium/discount	7		10		—		—		—		17
Accretion of deferred loan origination revenue	Accretion of deferred loan origination revenue	6,028,974		375,649		—		—		6,404,623		Accretion of deferred loan origination revenue	1,390		62		—		—		—		1,452
Realized gain (loss)	Realized gain (loss)	1,836,833		(27,669)		340,863		163,219		2,313,246		Realized gain (loss)	611		8		—		—		(760)		(141)
Unrealized appreciation (depreciation)	Unrealized appreciation (depreciation)	(1,463,918)		(2,645,937)		4,747,682		(386,138)		251,689		Unrealized appreciation (depreciation)	(5,602)		(14,894)		81		40,403		146		20,134
Fair value, end of period	Fair value, end of period	$	1,069,750,460	$	185,246,070	$	141,945,560	$	623,862	$	1,397,565,952	Fair value, end of period	$	1,440,531	$	295,997	$	4,986	$	209,322	$	72	$	1,950,908


Nine Months Ended September 30, 2020:		Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Equity Shares		Total
Three Months Ended March 31, 2021: ($ in thousands)										Three Months Ended March 31, 2021: ($ in thousands)	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	$	130,820	$	44,227	$	1,134	$	1,231,898
New investments	New investments	206,929,866		660,263		512,299		208,102,428		New investments	227,057		14,478		1,073		—		242,608
Transfers in (out) of Level 3		19,063,921		1,996,471		—		21,060,392
Transfers into Level 3, net										Transfers into Level 3, net	—		2,234		424		—		2,658
Proceeds from sales of investments	Proceeds from sales of investments	(91,889,896)		(415,977)		—		(92,305,873)		Proceeds from sales of investments	(130,763)		—		(5,946)		—		(136,709)
Loan origination fees received	Loan origination fees received	(4,744,340)		(19,808)		—		(4,764,148)		Loan origination fees received	(4,176)		(402)		—		—		(4,578)
Principal repayments received	Principal repayments received	(20,157,266)		—		—		(20,157,266)		Principal repayments received	(12,260)		(10,120)		—		—		(22,380)
Payment-in-kind interest	Payment-in-kind interest	236,572		35,108		—		271,680		Payment-in-kind interest	229		7,008		—		—		7,237
Accretion of loan premium		16,426		—		—		16,426
Accretion of loan premium/discount										Accretion of loan premium/discount	3		7		—		—		10
Accretion of deferred loan origination revenue	Accretion of deferred loan origination revenue	1,653,596		26,081		—		1,679,677		Accretion of deferred loan origination revenue	1,213		211		—		—		1,424
Realized loss		70,946		(26,253)		—		44,693
Unrealized depreciation		(12,036,139)		631,992		(297,965)		(11,702,112)
Realized gain (loss)										Realized gain (loss)	1,605		3		(77)		—		1,531
Unrealized appreciation (depreciation)										Unrealized appreciation (depreciation)	756		(68)		(2,883)		(157)		(2,352)
Fair value, end of period	Fair value, end of period	$	654,643,993	$	14,899,842	$	975,050	$	670,518,885	Fair value, end of period	$	1,139,381	$	144,171	$	36,818	$	977	$	1,321,347

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)~~ on Level 3 investments of ~~$(5.8) million and $3.1~~$21.0 million during the three ~~and nine~~ months ended ~~September 30, 2021, respectively,~~March 31, 2022 was related to portfolio company investments that were still held by the Company as of ~~September 30, 2021.~~March 31, 2022. Pre-tax net unrealized ~~appreciation (depreciation)~~depreciation on Level 3 investments of ~~$18.8 million and $(13.8)~~$0.4 million during the three ~~and nine~~ months ended ~~months ended September 30, 2020, respectively,~~March 31, 2021 was related to portfolio company investments that were still held by the Company as of ~~September 30, 2020.~~March 31, 2021.

~~Exclusive of short-term investments, during~~

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

During the ~~nine~~three months ended ~~September 30, 2021,~~March 31, 2022, the Company made investments of approximately ~~$757.8~~$741.9 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the ~~nine~~three months ended ~~September 30, 2021,~~March 31, 2022, the Company made investments of ~~$57.5~~$30.5 million in portfolio companies to which it was previously committed to provide such financing.

~~Exclusive of short-term investments, during~~During the ~~nine~~three months ended ~~September 30, 2020,~~March 31, 2021, the Company made investments of approximately ~~$297.0~~$247.6 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the ~~nine~~three months ended ~~September 30, 2020,~~March 31, 2021, the Company made investments of ~~$14.8~~$27.3 million in portfolio companies to which it was previously committed to provide such financing.

~~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 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. Generally, under the 1940 Act, “Affiliate Investments” that are not otherwise “Control Investments” are defined as investments in which the Company owns at least 5.0%, up to 25.0% (inclusive), of the voting securities and does not have the power to exercise control over the management or policies of such portfolio company.

Short-Term Investments

Short-term investments represent investments in money market funds.

Deferred Financing Fees

Costs incurred to issue debt are capitalized and are amortized over the term of the debt agreements using the effective interest method.

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. As of March 31, 2022 and December 31, 2021,

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

the Company had seven and two portfolio companies, respectively, with investments that were on non-accrual. Dividend income is recorded on the ex-dividend date.

Payment-in-Kind Interest

The Company currently holds, and expects to hold in the 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.

~~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 nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ was as follows:


		Three Months Ended		Three Months Ended		Nine Months Ended		Nine Months Ended			Three Months Ended		Three Months Ended
		September 30, 2021		September 30, 2020		September 30, 2021		September 30, 2020
($ in thousands)										($ in thousands)	March 31, 2022		March 31, 2021
Recurring Fee Income:	Recurring Fee Income:									Recurring Fee Income:
Amortization of loan origination fees	Amortization of loan origination fees	$	1,144,236	$	503,114	$	3,386,163	$	1,396,253	Amortization of loan origination fees	$	1,327	$	1,078
Management, valuation and other fees	Management, valuation and other fees	541,824		174,416		1,671,049		504,171		Management, valuation and other fees	(585)		581
Total Recurring Fee Income	Total Recurring Fee Income	1,686,060		677,530		5,057,212		1,900,424		Total Recurring Fee Income	742		1,659
Non-Recurring Fee Income:	Non-Recurring Fee Income:									Non-Recurring Fee Income:
Prepayment fees	Prepayment fees	242,418		—		291,934		84,151		Prepayment fees	—		50
Acceleration of unamortized loan origination fees	Acceleration of unamortized loan origination fees	1,929,663		31,549		3,200,680		280,123		Acceleration of unamortized loan origination fees	196		403
Advisory, loan amendment and other fees	Advisory, loan amendment and other fees	630,205		60,047		640,150		115,854		Advisory, loan amendment and other fees	259		21
Total Non-Recurring Fee Income	Total Non-Recurring Fee Income	2,802,286		91,596		4,132,764		480,128		Total Non-Recurring Fee Income	455		474
Total Fee Income	Total Fee Income	$	4,488,346	$	769,126	$	9,189,976	$	2,380,552	Total Fee Income	$	1,197	$	2,133

Concentration of Credit Risk

As of both ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, there were no individual investments representing greater than 10% of the fair value of the Company’s portfolio. As of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the Company’s largest single portfolio company investment ~~excluding short-term investments,~~ represented approximately ~~5.9%~~5.2% and ~~2.5%~~5.5%, 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 ~~September 30, 2021,~~March 31, 2022, all of the Company's assets were or will be pledged as collateral for the February 2019 Credit Facility.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

Investments Denominated in Foreign Currencies

As of ~~September 30,~~March 31, 2022, the Company held one investment that was denominated in Canadian dollars, one investment that was denominated in Danish kroner, eight investments that were denominated in Australian dollars, one investment that was denominated in New Zealand dollars, one investment that was denominated in Swedish kronas, 40 investments that were denominated in Euros and 21 investments that were denominated in British pounds sterling. As of December 31, 2021, the Company held one investment that was denominated in Canadian dollars, one investment that was denominated in Danish kroner, ~~three~~five investments that were denominated in Australian dollars, one investment that was denominated in Swedish kronas, 2836 investments that were denominated in Euros and 1618 investments that were denominated in British pounds sterling. ~~As of December 31, 2020, the Company held two investments that were denominated in Australian dollars, one investment that was denominated in Swedish kronas, 17 investments that were denominated in Euros and 11 investments that were denominated in British pounds 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

~~Barings BDC, Inc.~~

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

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.

In addition, during both the ~~nine~~three months ended ~~September 30,~~March 31, 2022 and March 31, 2021, ~~and September 30, 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 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.

Depending on the level of investment company taxable income (“ICTI”) and net capital gains, if any, or taxable income, the Company may choose to carry forward undistributed taxable income and pay a 4% nondeductible U.S. federal excise tax on 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 of taxable income must be distributed before the end of that next tax year through a dividend declared prior to filing of the tax return related to the year which generated such taxable income not to be subject to U.S. federal income tax.

Tax positions taken or expected to be taken in the course of preparing the Company's tax returns are evaluated to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than not threshold would be recorded as a tax benefit or expense in the current year. Management has analyzed the Company's tax positions taken, or to be taken, on federal income tax returns for all open tax years (fiscal years 2018-2020), and has concluded that the provision for uncertain tax positions in the Company's financial statements is appropriate.

Taxable income generally differs from increase in net assets resulting from operations due to temporary and permanent differences in the recognition of income and expenses, and generally excludes net unrealized gains or losses, as unrealized gains or losses are generally not included in taxable income until they are realized. The Company makes certain adjustments to the

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

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.

For federal income tax purposes, the cost of investments owned as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 was approximately ~~$1,634.4~~$2,399.8 million and ~~$1,486.0~~$1,792.1 million, respectively. As of ~~September 30, 2021,~~March 31, 2022, net unrealized appreciation on the Company's investments (tax basis) was approximately ~~$21.9~~$15.9 million, consisting of gross unrealized appreciation, where the fair value of the Company's investments exceeds their tax cost, of approximately ~~$41.6~~$78.6 million and gross unrealized depreciation, where the tax cost of the Company's investments exceeds their fair value, of approximately ~~$19.7~~$62.7 million. As of December 31, ~~2020,~~2021, net unrealized depreciation on the Company's investments (tax basis) was approximately ~~$1.3~~$16.4 million, consisting of gross unrealized appreciation, where the fair value of the Company's investments exceeds their tax cost, of approximately ~~$23.4~~$45.6 million and gross unrealized depreciation, where the tax cost of the Company's investments exceeds their fair value, of approximately ~~$24.7~~$29.2 million.

In addition, the Company has wholly-owned taxable subsidiaries (the “Taxable Subsidiaries”), which hold certain portfolio investments that are listed on the Unaudited and Audited Consolidated Schedules of Investments. The Taxable 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 Subsidiaries. The purpose of the Taxable 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 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

~~Barings BDC, Inc.~~

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

therefore cause the Company to incur significant amounts of federal income taxes. When LLCs (or other pass-through entities) are owned by the Taxable Subsidiaries, their income is taxed to the Taxable Subsidiaries and does not flow through to the RIC, thereby helping the Company preserve its RIC tax treatment and resultant tax advantages. The Taxable Subsidiaries are not consolidated for income tax purposes and may generate income tax expense as a result of their ownership of the portfolio 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 Subsidiaries (net of unrealized depreciation related to portfolio investments held by the Taxable 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.

As of March 31, 2022, two of the Company’s taxable subsidiaries had a deferred tax asset of $8.6 million pertaining to operating losses and tax basis differences related to certain partnership interests, and the Company’s other taxable subsidiary had a deferred tax liability of $0.8 million pertaining to tax basis differences related to certain partnership interests. As of December 31, 2021, the Company’s taxable subsidiaries had a deferred tax asset of $8.6 million pertaining to operating losses and tax basis differences related to certain partnership interests. A valuation allowance is provided against deferred tax assets when it is more likely than not that some portion or all of the deferred tax asset will not be realized. As of both March 31, 2022 and December 31, 2021, given the losses generated by the entity, the deferred tax assets have been offset by a valuation allowance of $8.6 million.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

5. BORROWINGS

The Company had the following borrowings outstanding as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020:~~2021:


Issuance Date		Maturity Date	Interest Rate as of September 30, 2021	September 30, 2021		December 31, 2020
Issuance Date ($ in thousands)								Issuance Date ($ in thousands)	Maturity Date	Interest Rate as of March 31, 2022	March 31, 2022		December 31, 2021
Credit Facilities:	Credit Facilities:							Credit Facilities:
February 21, 2019	February 21, 2019	February 21, 2024	2.091%	662,664,367		$	719,660,707	February 21, 2019	February 21, 2025	2.272%	$	757,217	$	655,189
Total Credit Facilities	Total Credit Facilities			$	662,664,367	$	719,660,707	Total Credit Facilities			$	757,217	$	655,189
Notes:	Notes:							Notes:
September 24, 2020 - August 2025 Notes	September 24, 2020 - August 2025 Notes	August 4, 2025	4.660%	$	25,000,000	$	25,000,000	September 24, 2020 - August 2025 Notes	August 4, 2025	4.660%	$	25,000	$	25,000
September 29, 2020 - August 2025 Notes	September 29, 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		25,000
November 5, 2020 - Series B Notes	November 5, 2020 - Series B Notes	November 4, 2025	4.250%	62,500,000		62,500,000		November 5, 2020 - Series B Notes	November 4, 2025	4.250%	62,500		62,500
November 5, 2020 - Series C Notes	November 5, 2020 - Series C Notes	November 4, 2027	4.750%	112,500,000		112,500,000		November 5, 2020 - Series C Notes	November 4, 2027	4.750%	112,500		112,500
February 25, 2021 Series D Notes	February 25, 2021 Series D Notes	February 26, 2026	3.410%	80,000,000		—		February 25, 2021 Series D Notes	February 26, 2026	3.410%	80,000		80,000
February 25, 2021 Series E Notes	February 25, 2021 Series E Notes	February 26, 2028	4.060%	70,000,000		—		February 25, 2021 Series E Notes	February 26, 2028	4.060%	70,000		70,000
November 23, 2021 - November 2026 Notes								November 23, 2021 - November 2026 Notes	November 23, 2026	3.300%	350,000		350,000
(Less: Deferred financing fees)	(Less: Deferred financing fees)			(734,666)		(664,334)		(Less: Deferred financing fees)			(7,159)		(7,444)
Total Notes	Total Notes			$	374,265,334	$	224,335,666	Total Notes			$	717,841	$	717,556

February 2019 Credit Facility

~~On February 21, 2019, the~~The Company has 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~~Effective on November 4, 2021, the Company increased aggregate commitments under the February 2019 Credit Facility ~~has an~~to $875.0 million from $800.0 million pursuant to the accordion feature ~~that~~under the February 2019 Credit Facility, which allows for an increase in the total commitments ~~by up~~ to ~~$400.0~~an aggregate of $1.2 billion subject to certain conditions and the satisfaction of specified financial covenants. Effective February 25, 2022, the Company increased aggregate commitments under the February 2019 Credit Facility to $965.0 million from $875.0 million pursuant to the accordion feature under the February 2019 Credit Facility, and the allowance for an increase in the total commitments increased to $1.5 billion from $1.2 billion 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 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 secure the February 2019 Credit Facility. The revolving period of the February 2019 Credit Facility ends on February 21, ~~2023,~~2024, followed by a one-year repayment period with a ~~final~~ maturity date of February 21, ~~2024.~~2025.

Borrowings denominated in U.S. Dollars under the February 2019 Credit Facility bear interest, subject to the ~~Company's~~Company’s election, on a per annum basis equal to (i) the ~~applicable~~alternate base rate plus 1.25% (or 1.00% ~~(or 1.25% if~~for so long as the Company ~~no longer~~ maintains an investment grade credit rating), or (ii) the ~~applicable LIBOR rate~~term Secured Overnight Financing Rate (“SOFR”) plus 2.25% (or 2.00% ~~(or 2.25% if~~for so long as the Company ~~no longer~~ maintains an investment grade credit rating) plus a credit spread adjustment of 0.10% for borrowings with an interest period of one month, 0.15% for borrowings with an interest period of three months or 0.25% for borrowings with an interest period of six months. The alternate base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.5%, (iii) ~~for~~the Overnight Bank Funding Rate plus 0.5%, (iv) one-month term SOFR plus 1.0% plus a credit spread adjustment of 0.10% and (v) 1.0%. 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 2.00% (or 2.25% if the Company 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% if the Company 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) 1.0%. The applicable LIBOR and currency rates depend on the currency and term of the draw under the February 2019 Credit Facility, and cannot be less than zero.

In addition, the Company pays a commitment fee of (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 (ii) 0.375% per annum on undrawn amounts if

~~Barings BDC, Inc.~~

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

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 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 ~~September 30, 2021,~~March 31, 2022, the Company was in compliance with all covenants under the February 2019 Credit Facility.

As of ~~September 30, 2021,~~March 31, 2022, the Company had U.S. dollar borrowings of ~~$382.0~~$472.0 million outstanding under the February 2019 Credit Facility with an interest rate of ~~2.125%~~2.318% (one month ~~LIBOR~~SOFR of ~~0.125%~~0.218%), borrowings denominated in Swedish kronas of 12.8kr million ($~~1.5~~1.4 million U.S. dollars) with an interest rate of 2.000% (one month STIBOR of 0.000%), borrowings denominated in British pounds sterling of ~~£68.3~~£77.6 million ($~~92.1~~102.1 million U.S. dollars) with an interest rate of ~~2.063%~~2.477% (one month ~~GBP LIBOR~~SONIA of ~~0.063%~~0.477%), borrowings denominated in Australian dollars of A$36.6 million ($~~26.4~~27.5 million U.S. dollars) with an interest rate of 2.250% (one month AUD Screen Rate of 0.250%) and borrowings denominated in Euros of €138.6 million ($~~160.6~~154.2 million U.S. dollars) with an interest rate of 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 Company's Unaudited Consolidated Statements of Operations.

As of December 31, ~~2020,~~2021, the Company had U.S. dollar borrowings of ~~$472.0~~$377.0 million outstanding under the February 2019 Credit Facility with ~~a weighted average~~an interest rate of ~~2.188% (weighted average one~~2.125% (one month LIBOR of ~~0.188%~~0.125%), borrowings denominated in Swedish kronas of 12.8kr million ($~~1.6~~1.4 million U.S. dollars) with an interest rate of 2.000% (one month STIBOR of 0.000%), borrowings denominated in British pounds sterling of ~~£69.3~~£68.3 million ($~~94.8~~92.5 million U.S. dollars) with ~~a weighted~~an average interest rate of ~~2.063% (weighted average one~~2.125% (one month GBP LIBOR of ~~0.063%~~0.125%), borrowings denominated in Australian dollars of A$36.6 million ($~~28.2~~26.6 million U.S. dollars) with ~~a weighted average~~an interest rate of 2.250% ~~(weighted average one~~(one month AUD Screen Rate of ~~0.050%~~0.250%) and borrowings denominated in Euros of ~~€100.6~~€138.6 million ($~~123.1~~157.6 million U.S. dollars) with ~~a weighted average~~an interest rate of 2.00% ~~(weighted average one~~(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 ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the total fair value of the borrowings outstanding under the February 2019 Credit Facility was ~~$662.7~~$757.2 million and ~~$719.7~~$655.2 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.

August 2025 Notes

On August 3, 2020, the Company entered into a Note Purchase Agreement (the "August 2020 NPA") with Massachusetts Mutual Life Insurance Company governing the issuance of (1) $50.0 million 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 the Company in accordance with their terms. Interest on the August 2025 Notes is due semiannually in March and September, beginning in March 2021. In addition, the Company is 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, the Company may redeem the August 2025 Notes in whole

~~Barings BDC, Inc.~~

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

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 November 3, 2024, a make-whole premium. The August 2025 Notes are guaranteed by certain of the

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 unissued Additional Notes 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 time outstanding may declare all August 2025 Notes then outstanding to be immediately due and payable. As of ~~September 30, 2021,~~March 31, 2022, the Company was in compliance with all covenants under the August 2020 NPA.

The August 2025 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (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.

As of ~~both September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the fair value of the outstanding August 2025 Notes was ~~$50.0 million.~~$49.7 million and $52.2 million, respectively. 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 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 is 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 event of default, the holders of at least 66-2/3% in principal amount of the

~~Barings BDC, Inc.~~

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

November Notes at the time outstanding may declare all November Notes then outstanding to be immediately due and payable. As of ~~September 30, 2021,~~March 31, 2022, the Company was in compliance with all covenants under the November 2020 NPA.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The 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 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 ~~both September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the fair value of the outstanding Series B Notes was $61.1 million and $64.1 million, respectively. As of March 31, 2022 and December 31, 2021, the fair value of the outstanding Series C Notes was ~~$62.5~~$109.0 million and ~~$112.5~~$115.3 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 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 is 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 ~~September 30, 2021,~~March 31, 2022, 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 ~~September 30,~~March 31, 2022 and December 31, 2021, the fair value of the outstanding Series D Notes were $75.5 million and $79.2 million, respectively. As of March 31, 2022 and December 31, 2021, the fair value of the outstanding Series E Notes was ~~$80.0~~$65.2 million and ~~$70.0~~$68.7 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.

6478

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

November 2026 Notes

On November 23, 2021, the Company and U.S. Bank National Association (the “Trustee”) entered into an Indenture (the “Base Indenture”) and a Supplemental Indenture (the “First Supplemental Indenture” and, together with the Base Indenture, the “Indenture”). The First Supplemental Indenture relates to the Company’s issuance of $350.0 million aggregate principal amount of its 3.300% notes due 2026 (the “November 2026 Notes”).

The November 2026 Notes will mature on November 23, 2026 and may be redeemed in whole or in part at the Company’s option at any time or from time to time at the redemption prices set forth in the Indenture. The November 2026 Notes bear interest at a rate of 3.300% per year payable semi-annually on May 23 and November 23 of each year, commencing on May 23, 2022. The November 2026 Notes are general unsecured obligations of the Company that rank senior in right of payment to all of the Company’s existing and future indebtedness that is expressly subordinated in right of payment to the November 2026 Notes, rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company’s secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company’s subsidiaries, financing vehicles or similar facilities.

The Indenture contains certain covenants, including covenants requiring the Company to comply with the asset coverage requirements of Section 18(a)(1)(A) as modified by Section 61(a)(1) and (2) of the 1940 Act, whether or not it is subject to those requirements, and to provide financial information to the holders of the November 2026 Notes and the Trustee if the Company is no longer subject to the reporting requirements under the Exchange Act. These covenants are subject to important limitations and exceptions that are described in the Indenture.

In addition, on the occurrence of a “change of control repurchase event,” as defined in the Indenture, the Company will generally be required to make an offer to purchase the outstanding November 2026 Notes at a price equal to 100% of the principal amount of such November 2026 Notes plus accrued and unpaid interest to the repurchase date.

As of March 31, 2022 and December 31, 2021, the fair value of the outstanding November 2026 Notes was $320.9 million and $346.8 million, respectively. The fair value determinations of the November 2026 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

6. DERIVATIVE INSTRUMENTS

MVC 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 MVC 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 MVC Credit Support Agreement. Net unrealized appreciation or depreciation on the MVC Credit Support Agreement is included in "Net unrealized appreciation (depreciation) - credit support ~~agreement"~~agreements" in the Company’s Unaudited Consolidated Statements of Operations.

The following tables present the fair value and aggregate unrealized depreciation of the ~~Company's~~MVC Credit Support Agreement as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020:~~2021:

As of September 30, 2021:
Description
Counter Party Settlement Date Notional Amount Value Unrealized Appreciation (Depreciation)
Credit Support Agreement Barings LLC 01/01/31 $ 23,000,000 $ 14,300,006 $ 700,006
Total Credit Support Agreement $ 700,006


As of March 31, 2022 Description ($ in thousands)	Counter Party	Settlement Date	Notional Amount		Value		Unrealized Appreciation (Depreciation)
MVC Credit Support Agreement	Barings LLC	01/01/31	$	23,000	$	15,000	$	1,400

Total MVC Credit Support Agreement							$	1,400

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 December 31, 2021 Description ($ in thousands)	Counter Party	Settlement Date	Notional Amount		Value		Unrealized Appreciation (Depreciation)
MVC Credit Support Agreement	Barings LLC	01/01/31	$	23,000	$	15,400	$	1,800

Total MVC Credit Support Agreement							$	1,800

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

As of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the fair value of the MVC Credit Support Agreement was ~~$14.3~~$15.0 million and ~~$13.6~~$15.4 million, respectively, and is included in "Credit support ~~agreement"~~agreements" in the accompanying Unaudited and Audited Consolidated Balance Sheets. The fair value of the MVC 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 MVC Reference Portfolio, which are all Level 3 inputs.

Sierra Credit Support Agreement

In connection with the Sierra Acquisition, on February 25, 2022, promptly following the closing of the Company’s merger with Sierra, the Company and the Adviser entered into the Sierra Credit Support Agreement, pursuant to which the Adviser has agreed to provide credit support to the Company in the amount of up to $100.0 million relating to the net cumulative realized and unrealized losses on the acquired Sierra investment portfolio over a 10-year period. See “Note 2 – Agreements and Related Party Transactions” for additional information regarding the Sierra Credit Support Agreement. Net unrealized appreciation or depreciation on the Sierra Credit Support Agreement is included in "Net unrealized appreciation (depreciation) - credit support agreements" in the Company’s Unaudited Consolidated Statements of Operations.

The following table presents the fair value and aggregate unrealized depreciation of the Sierra Credit Support Agreement as of March 31, 2022:


As of March 31, 2022 Description ($ in thousands)	Counter Party	Settlement Date	Notional Amount		Value		Unrealized Appreciation (Depreciation)
Sierra Credit Support Agreement	Barings LLC	04/01/32	$	100,000	$	44,400	$	—

Total Sierra Credit Support Agreement							$	—

As of March 31, 2022, the fair value of the Sierra Credit Support Agreement was $44.4 million, and is included in “Credit support agreements” in the accompanying Unaudited Consolidated Balance Sheet. The fair value of the Sierra 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 Sierra 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.

6580

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The following tables ~~presents~~present the Company's foreign currency forward contracts as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020:~~2021:

As of September 30, 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

As of March 31, 2022

Description

($ in thousands)

As of March 31, 2022

Description

($ in thousands)

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)

A$67,436

$50,505

04/08/22

138

Prepaid expenses and other assets

Foreign currency forward contract (AUD)

$22,755

A$31,386

04/08/22

(815)

Derivative liability

Foreign currency forward contract (AUD)

A$9,000,000

$6,523,357

10/06/21

(22,179)

Derivative liability

Foreign currency forward contract (AUD)

$19,490

A$27,000

04/08/22

(787)

Derivative liability

Foreign currency forward contract (AUD)

$6,550,418

A$9,000,000

10/06/21

49,240

Prepaid expenses and other assets

Foreign currency forward contract (AUD)

$6,494

A$9,050

04/08/22

(302)

Derivative liability

Foreign currency forward contract (AUD)

A$2,098,659

$1,507,742

01/06/22

9,026

Prepaid expenses and other assets

Foreign currency forward contract (AUD)

$51,174

A$68,223

07/07/22

(146)

Derivative liability

Foreign currency forward contract (CAD)

C$3,203

$2,559

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (CAD)

C$6,124,048

$4,797,823

10/06/21

36,200

Prepaid expenses and other assets

Foreign currency forward contract (CAD)

$2,506

C$3,203

04/08/22

(58)

Derivative liability

Foreign currency forward contract (CAD)

$4,962,973

C$6,124,048

10/06/21

128,950

Prepaid expenses and other assets

Foreign currency forward contract (CAD)

$2,549

C$3,190

07/07/22

(5)

Derivative liability

Foreign currency forward contract (CAD)

$4,881,155

C$6,229,673

01/06/22

(36,660)

Derivative liability

Foreign currency forward contract (CAD)

$49

C$61

07/07/22

—

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

2,105,000kr.

$328,520

10/06/21

(428)

Derivative liability

Foreign currency forward contract (DKK)

2,116kr.

$315

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

$334,772

2,105,000kr.

10/06/21

6,680

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

$323

2,116kr.

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

$335,107

2,142,838kr.

01/06/22

446

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

$323

2,159kr.

07/07/22

(1)

Derivative liability

Foreign currency forward contract (EUR)

€13,326,630

$15,559,560

10/06/21

(114,118)

Derivative liability

Foreign currency forward contract (EUR)

€2,000

$2,215

04/01/22

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$15,737,249

€13,326,630

10/06/21

291,805

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

€86,555

$96,092

04/08/22

225

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$4,864,467

€4,182,593

01/06/22

6,576

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

€5,020

$5,701

04/08/22

(116)

Derivative liability

Foreign currency forward contract (EUR)

$25,366

€23,000

04/08/22

(228)

Derivative liability

Foreign currency forward contract (EUR)

$8,514

€7,500

04/08/22

168

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$69,071

€61,075

04/08/22

1,109

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$95,469

€85,835

07/07/22

(400)

Derivative liability

Foreign currency forward contract (NZD)

NZ$11,600

$8,026

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (NZD)

$7,995

NZ$11,600

04/08/22

(74)

Derivative liability

Foreign currency forward contract (NZD)

$8,151

NZ$11,801

07/07/22

(44)

Derivative liability

Foreign currency forward contract (GBP)

$13,131

£10,000

04/01/22

(35)

Derivative liability

Foreign currency forward contract (GBP)

£8,819

$11,521

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

$5,642

£4,220

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

£9,000,000

$12,189,271

10/06/21

(54,099)

Derivative liability

Foreign currency forward contract (GBP)

$6,122

£4,599

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

$12,254,165

£9,000,000

10/06/21

118,993

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

$12,612

£9,656

07/07/22

(97)

Derivative liability

Foreign currency forward contract (GBP)

£4,465,465

$5,997,745

01/06/22

24,868

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

£10,000

$13,128

07/07/22

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

1,787,447kr

$203,104

10/06/21

1,212

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

1,875kr

$201

04/08/22

—

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

$209,997

1,787,447kr

10/06/21

5,680

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

$207

1,875kr

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

$203,853

1,791,942kr

01/07/22

(1,216)

Derivative liability

Foreign currency forward contract (SEK)

$213

1,976kr

07/07/22

—

Derivative liability

Total

450,976

Total

(1,120)

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)

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

As of December 31, 2021

Description

($ in thousands)

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)

A$31,601

$22,849.503

01/06/22

126

Prepaid expenses and other assets

Foreign currency forward contract (AUD)

A$2,099

$1,508

01/06/22

Prepaid expenses and other assets

Foreign currency forward contract (AUD)

$20,727

A$28,700

01/06/22

(139)

Derivative liability

Foreign currency forward contract (AUD)

$3,580

A$5,000

04/08/22

(55)

Derivative liability

Foreign currency forward contract (AUD)

$18,247

A$25,385.697

04/08/22

(215)

Derivative liability

Foreign currency forward contract (CAD)

C$3,230

$2,528

01/06/22

Prepaid expenses and other assets

Foreign currency forward contract (CAD)

C$3,000

$2,425

01/06/22

(50)

Derivative liability

Foreign currency forward contract (CAD)

$4,881

C$6,230

01/06/22

(51)

Derivative liability

Foreign currency forward contract (CAD)

$2,506

C$3,203

04/08/22

(29)

Derivative liability

Foreign currency forward contract (DKK)

2,142.838kr.

$326

01/06/22

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

$335

2,142.838kr.

01/06/22

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

$323

2,115.99kr.

04/08/22

(1)

Derivative liability

Foreign currency forward contract (EUR)

€52,582.593

$59,524

01/06/22

275

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

€5,020

$5,701.2739

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$24,722

€21,500

01/06/22

271

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$14,563

€12,900

01/06/22

(108)

Derivative liability

Foreign currency forward contract (EUR)

$20,655

€18,182.593

01/06/22

(23)

Derivative liability

Foreign currency forward contract (EUR)

$60,413

€53,264.857

04/08/22

(282)

Derivative liability

Foreign currency forward contract (EUR)

$1,130

€1,000

04/08/22

(10)

Derivative liability

Foreign currency forward contract (EUR)

$8,514

€7,500

04/08/22

(32)

Derivative liability

Foreign currency forward contract (GBP)

£9,900

$13,219.519

01/06/22

190

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

$13,348.815

£9,900

01/06/22

(60)

Derivative liability

Foreign currency forward contract (GBP)

$6,121.622

£4,598.707

04/08/22

(104)

Derivative liability

Foreign currency forward contract (SEK)

1,791.942kr

$198

01/07/22

—

Derivative liability

Foreign currency forward contract (SEK)

$204

1,791.942kr

01/07/22

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

$207

1,874.724kr

04/08/22

—

Prepaid expenses and other assets

Total

(217)

As of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the total fair value of the Company's foreign currency forward contracts was ~~$0.5~~$(1.1) million and ~~$(0.5)~~$(0.2) million, 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.

6682

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. As of ~~September 30, 2021 and December~~March 31, ~~2020,~~2022, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 were as follows:

Portfolio Company Investment Type September 30, 2021 December 31, 2020
Acclime Holdings HK Limited(1)(2) Delayed Draw Term Loan $ 3,750,000 $ —
ADE Holding(1)(3) Committed Capex Line — 91,814
Air Comm Corporation, LLC(1)(2) Delayed Draw Term Loan 405,027 —
Anju Software, Inc.(1) Delayed Draw Term Loan — 1,981,371
Arch Global Precision, LLC(1) Delayed Draw Term Loan — 4,193,475
Beacon Pointe Advisors, LLC(1) Delayed Draw Term Loan — 363,636
BigHand UK Bidco Limited(1)(4) Acquisition Capex Facility 376,644 —
Bounteous, Inc.(1)(2) Delayed Draw Term Loan 613,636 —
British Engineering Services Holdco Limited(1)(4) Acquisition Facility — 7,006,008
British Engineering Services Holdco Limited(1)(4) Bridge Revolver 609,766 618,177
Canadian Orthodontic Partners Corp(1)(2)(6) Delayed Draw Term Loan 166,198 —
Centralis Finco S.a.r.l.(1)(3) Acquisition Facility 469,765 495,950
Classic Collision (Summit Buyer, LLC)(1)(2) Delayed Draw Term Loan 486,189 1,672,446
CM Acquisitions Holdings Inc.(1) Delayed Draw Term Loan 1,247,359 1,551,602
Contabo Finco S.À R.L(1)(3) Delayed Draw Term Loan 216,163 228,211
Coyo Uprising GmbH(1)(2)(3) Delayed Draw Term Loan 910,613 —
CSL Dualcom(1)(4) Delayed Draw Term Loan 993,478 1,007,182
Dart Buyer, Inc.(1)(2) Delayed Draw Term Loan 2,430,569 2,430,569
DreamStart Bidco SAS(1)(3) Acquisition Facility 943,074 995,640
Dune Group(1)(2)(3) Delayed Draw Term Loan 1,390,740 —
Dwyer Instruments, Inc.(1)(2) Delayed Draw Term Loan 1,217,712 —
Eclipse Business Capital, LLC(1) Revolver 13,636,364 —
EPS NASS Parent, Inc.(1) Delayed Draw Term Loan 583,051 —
F24 (Stairway BidCo GmbH)(1)(3) Acquisition Facility 412,879 323,840
Fineline Technologies, Inc.(1) Delayed Draw Term Loan 180,000 —
FitzMark Buyer, Inc.(1) Delayed Draw Term Loan — 1,470,588
Foundation Risk Partners, Corp.(1) Delayed Draw Term Loan 3,444,445 4,984,771
FragilePak LLC(1) Delayed Draw Term Loan 2,354,167 —
Heartland, LLC(1)(2) Delayed Draw Term Loan — 5,347,666
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.))(1)(2)(3) Accordion Facility — 10,225,081
Home Care Assistance, LLC(1) Delayed Draw Term Loan 173,697 —
IGL Holdings III Corp.(1)(2) Delayed Draw Term Loan 3,408,219 5,914,219
Innovad Group II BV(1)(2)(3) Delayed Draw Term Loan 1,859,447 —
INOS 19-090 GmbH(1)(2)(3) Acquisition Facility 2,583,951 2,727,980
Jocassee Partners LLC Joint Venture 20,000,000 30,000,000
Kano Laboratories LLC(1) Delayed Draw Term Loan 4,543,950 4,543,950
Kene Acquisition, Inc.(1) Delayed Draw Term Loan — 322,928
LAF International(1)(2)(3) Acquisition Facility 347,685 —
LivTech Purchaser, Inc.(1)(2) Delayed Draw Term Loan 81,977 —
MC Group Ventures Corporation(1) Delayed Draw Term Loan 817,249 —


Portfolio Company ($ in thousands)	Investment Type	March 31, 2022		December 31, 2021
1888 Industrial Services, LLC(1)(2)	Revolver	$	314	$	—
Acclime Holdings HK Limited(1)	Delayed Draw Term Loan	1,179		1,179
Acclime Holdings HK Limited(1)	Delayed Draw Term Loan	110		110
Air Comm Corporation, LLC(1)	Delayed Draw Term Loan	11		11
Air Comm Corporation, LLC(1)	Delayed Draw Term Loan	1,448		1,448
Amtech Software(1)	Delayed Draw Term Loan	1,527		2,727
Amtech Software(1)	Revolver	682		682
AnalytiChem Holding GmbH(1)(2)(3)	Delayed Draw Term Loan	6,073		6,207
Aquavista Watersides 2 LTD(1)(2)(4)	Bridge Revolver	489		503
Aquavista Watersides 2 LTD(1)(2)(4)	Acquisition Facility	3,059		3,147
Astra Bidco Limited(1)(2)(4)	Delayed Draw Term Loan	959		2,571
Avance Clinical Bidco Pty Ltd(1)(5)	Delayed Draw Term Loan	1,435		3,497
Azalea Buyer, Inc.(1)	Delayed Draw Term Loan	962		962
Azalea Buyer, Inc.(1)	Revolver	481		481
Bariacum S.A(1)(2)(3)	Acquisition Facility	2,114		2,161
Beyond Risk Management, Inc.(1)(2)	Delayed Draw Term Loan	2,573		2,573
BigHand UK Bidco Limited(1)(2)(4)	Acquisition Facility	—		378
Black Angus Steakhouses, LLC(1)	Acquisition Facility	417		—
Bounteous, Inc.(1)	Delayed Draw Term Loan	2,840		2,840
Brightpay Limited(1)(2)(3)	Delayed Draw Term Loan	241		432
Brightpay Limited(1)(2)(3)	Delayed Draw Term Loan	141		144
BrightSign LLC(1)	Revolver	1,329		1,329
British Engineering Services Holdco Limited(1)(2)(4)	Bridge Revolver	—		613
Brook & Whittle Holding Corp.(1)	Delayed Draw Term Loan	852		—
CAi Software, LLC(1)	Revolver	943		943
Canadian Orthodontic Partners Corp.(1)(2)(6)	Acquisition Facility	120		167
Centralis Finco S.a.r.l.(1)(3)	Acquisition Facility	451		461
Ceres Pharma NV(1)(2)(3)	Delayed Draw Term Loan	2,103		2,149
CGI Parent, LLC(1)(2)	Revolver	1,212		—
Classic Collision (Summit Buyer, LLC)(1)(2)	Delayed Draw Term Loan	309		393
Coastal Marina Holdings, LLC(1)(2)	PIK Tranche B Term Loan	1,311		1,311
Coastal Marina Holdings, LLC(1)(2)	Tranche A Term Loan	3,576		3,576
Command Alkon (Project Potter Buyer, LLC)(1)	Delayed Draw Term Loan	6,018		6,018
Coyo Uprising GmbH(1)(2)(3)	Delayed Draw Term Loan	874		894
Crash Champions, LLC(1)	Delayed Draw Term Loan	379		5,420
CSL Dualcom(1)(4)	Acquisition Term Loan	970		998
Dart Buyer, Inc.(1)	Delayed Draw Term Loan	1,163		2,431
DecksDirect, LLC(1)	Revolver	58		218
DreamStart Bidco SAS(1)(3)	Acquisition Facility	604		617
Dune Group(1)(3)	Delayed Draw Term Loan	650		665
Dwyer Instruments, Inc.(1)	Delayed Draw Term Loan	692		692

6783

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

Portfolio Company Investment Type September 30, 2021 December 31, 2020
Modern Star Holdings Bidco Pty Limited(1)(2)(5) Capex Term Loan 2,168,002 2,315,967
Murphy Midco Limited(1)(4) Delayed Draw Term Loan 3,256,552 3,301,472
Navia Benefit Solutions, Inc.(1) Delayed Draw Term Loan 1,600,000 —
OG III B.V.(1)(2)(3) Acquisition Capex Facility 905,556 —
Options Technology Ltd.(1) Delayed Draw Term Loan — 2,604,080
Pacific Health Supplies Bidco Pty Limited(1)(2)(5) CapEx Term Loan 1,274,275 1,535,025
PDQ.Com Corporation(1)(2) Delayed Draw Term Loan 289,389 —
Premier Technical Services Group(1)(4) Acquisition Facility — 1,197,505
Premium Invest(1)(2)(3) Acquisition Facility 3,340,094 —
Protego Bidco B.V.(1)(2)(3) Delayed Draw Term Loan 860,413 —
PSC UK Pty Ltd.(1)(4) Acquisition Facility 527,876 535,157
QPE7 SPV1 BidCo Pty Ltd(1)(5) Acquisition Capex Facility 732,210 —
Questel Unite(1)(2)(3) Cap Acquisition Facility — 10,300,913
Radwell International, LLC(1) Delayed Draw Term Loan — 3,235,947
Rep Seko Merger Sub LLC(1) Delayed Draw Term Loan 1,454,545 1,454,546
Reward Gateway (UK) Ltd(1)(2)(4) Acquisition Facility 2,247,224 —
Safety Products Holdings, LLC(1)(2) Delayed Draw Term Loan — 6,467,345
Security Holdings B.V.(1)(2)(3) Delayed Draw Term Loan 2,317,900 —
Security Holdings B.V.(1)(2)(3) Revolver 1,158,950 —
Smile Brands Group, Inc.(1)(2) Delayed Draw Term Loan 654,691 2,148,691
Springbrook Software (SBRK Intermediate, Inc.)(1) Delayed Draw Term Loan 2,372,538 3,489,026
SSCP Pegasus Midco Limited(1)(4) Delayed Draw Term Loan 13,207,365 13,389,546
The Hilb Group, LLC(1)(2) Delayed Draw Term Loan 4,070,833 5,545,939
Transit Technologies LLC(1)(2) Delayed Draw Term Loan 1,857,017 6,035,305
USLS Acquisition, Inc.(1) Delayed Draw Term Loan — 450,466
Utac Ceram(1)(2)(3) Delayed Draw Term Loan — 743,327
Waccamaw River(2) Joint Venture 15,680,000 —
W2O Holdings, Inc.(1) Delayed Draw Term Loan 3,831,517 5,989,298
Total unused commitments to extend financing $ 134,460,961 $ 159,236,659


Portfolio Company ($ in thousands)	Investment Type	March 31, 2022	December 31, 2021
Eclipse Business Capital, LLC(1)	Revolver	10,909	11,818
EMI Porta Holdco LLC(1)	Delayed Draw Term Loan	11,212	12,458
EMI Porta Holdco LLC(1)	Revolver	2,361	2,966
EPS NASS Parent, Inc.(1)	Delayed Draw Term Loan	583	583
eShipping, LLC(1)	Delayed Draw Term Loan	1,650	2,548
eShipping, LLC(1)	Revolver	824	1,232
Events Software BidCo Pty Ltd(1)(5)	Delayed Draw Term Loan	481	—
F24 (Stairway BidCo GmbH)(1)(2)(3)	Delayed Draw Term Loan	396	405
Fineline Technologies, Inc.(1)	Delayed Draw Term Loan	180	180
Finexvet(1)(3)	Acquisition Facility	967	—
FragilePak LLC(1)(2)	Delayed Draw Term Loan	2,354	2,354
Heartland Veterinary Partners, LLC(1)	Delayed Draw Term Loan	657	657
Heavy Construction Systems Specialists, LLC(1)	Revolver	2,632	2,632
HW Holdco, LLC (Hanley Wood LLC)(1)(2)	Delayed Draw Term Loan	913	1,563
IGL Holdings III Corp.(1)	Delayed Draw Term Loan	1,217	1,217
Innovad Group II BV(1)(2)(3)	Delayed Draw Term Loan	1,785	1,825
INOS 19-090 GmbH(1)(2)(3)	Acquisition Facility	2,481	2,535
ITI Intermodal, Inc.(1)	Delayed Draw Term Loan	103	103
ITI Intermodal, Inc.(1)	Revolver	124	124
Jaguar Merger Sub Inc.(1)(2)	Delayed Draw Term Loan	1,781	1,961
Jaguar Merger Sub Inc.(1)(2)	Revolver	490	490
Jocassee Partners LLC	Joint Venture	15,000	20,000
Jon Bidco Limited(1)(2)(7)	Capex & Acquisition Facility	1,585	—
Jones Fish Hatcheries & Distributors LLC(1)	Revolver	418	—
Kano Laboratories LLC(1)(2)	Delayed Draw Term Loan	153	153
Kano Laboratories LLC(1)(2)	Delayed Draw Term Loan	2,830	4,544
Kemmerer Operations LLC(1)	Delayed Draw Term Loan	908	—
LAF International(1)(2)(3)	Acquisition Facility	178	341
Lambir Bidco Limited(1)(2)(3)	Bridge Revolver	920	941
Lambir Bidco Limited(1)(2)(3)	Delayed Draw Term Loan	1,841	1,881
LeadsOnline, LLC(1)	Revolver	2,603	—
Lifestyle Intermediate II, LLC(1)	Revolver	2,500	—
LivTech Purchaser, Inc.(1)	Delayed Draw Term Loan	34	82
Marmoutier Holding B.V.(1)(2)(3)	Delayed Draw Term Loan	396	405
Marmoutier Holding B.V.(1)(2)(3)	Revolver	159	162
Marshall Excelsior Co.(1)(2)	Revolver	1,047	—
MC Group Ventures Corporation(1)	Delayed Draw Term Loan	817	817
Modern Star Holdings Bidco Pty Limited(1)(5)	Capex Term Loan	1,072	1,038
Murphy Midco Limited(1)(4)	Delayed Draw Term Loan	648	2,617
Narda Acquisitionco., Inc.(1)	Revolver	1,311	1,311
Navia Benefit Solutions, Inc.(1)	Delayed Draw Term Loan	1,261	1,261
Nexus Underwriting Management Limited(1)(2)(4)	Revolver	101	103
Nexus Underwriting Management Limited(1)(2)(4)	Acquisition Facility	526	541
Novotech Aus Bidco Pty Ltd(1)	Capex & Acquisition Facility	809	—
OA Buyer, Inc.(1)	Revolver	1,331	1,331
OAC Holdings I Corp(1)	Revolver	685	—
OG III B.V.(1)(2)(3)	Acquisition CapEx Facility	671	686

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)


Portfolio Company ($ in thousands)	Investment Type	March 31, 2022	December 31, 2021
Omni Intermediate Holdings, LLC(1)(2)	Delayed Draw Term Loan	—	817
Omni Intermediate Holdings, LLC(1)(2)	Delayed Draw Term Loan	2,289	4,357
OSP Hamilton Purchaser, LLC(1)	Revolver	187	187
Pacific Health Supplies Bidco Pty Limited(1)(2)(5)	CapEx Term Loan	1,325	1,283
PDQ.Com Corporation(1)	Delayed Draw Term Loan	—	289
PDQ.Com Corporation(1)	Delayed Draw Term Loan	7,753	10,948
Polara Enterprises, L.L.C.(1)(2)	Revolver	545	545
Policy Services Company, LLC(1)(2)	Delayed Draw Term Loan	3,772	6,944
Premium Invest(1)(2)(3)	Acquisition Facility	1,892	1,933
ProfitOptics, LLC(1)	Revolver	484	—
Protego Bidco B.V.(1)(2)(3)	Delayed Draw Term Loan	826	844
QPE7 SPV1 BidCo Pty Ltd(1)(2)(5)	Acquisition Term Loan	—	373
RA Outdoors, LLC(1)	Revolver	741	—
Rep Seko Merger Sub LLC(1)	Delayed Draw Term Loan	1,305	1,455
Reward Gateway (UK) Ltd(1)(2)(4)	Acquisition Facility	657	1,061
Riedel Beheer B.V.(1)(2)(3)	Revolver	—	230
Riedel Beheer B.V.(1)(2)(3)	Delayed Draw Term Loan	150	153
Scaled Agile, Inc.(1)(2)	Delayed Draw Term Loan	416	416
Scaled Agile, Inc.(1)(2)	Revolver	336	336
Security Holdings B.V.(1)(2)(3)	Delayed Draw Term Loan	2,225	2,274
Security Holdings B.V.(1)(2)(3)	Revolver	1,113	1,137
Smartling, Inc.(1)	Delayed Draw Term Loan	1,978	2,353
Smartling, Inc.(1)	Revolver	1,176	1,176
Smile Brands Group, Inc.(1)(2)	Delayed Draw Term Loan	418	655
Springbrook Software (SBRK Intermediate, Inc.)(1)(2)	Delayed Draw Term Loan	2,372	2,373
SSCP Pegasus Midco Limited(1)(4)	Delayed Draw Term Loan	5,105	5,251
Superjet Buyer, LLC(1)	Revolver	1,825	1,825
Syntax Systems Ltd(1)(2)	Revolver	448	569
Syntax Systems Ltd(1)(2)	Delayed Draw Term Loan	1,933	1,933
Tank Holding Corp(1)	Revolver	873	—
Techone B.V.(1)(2)(3)	Delayed Draw Term Loan	1,586	1,621
Techone B.V.(1)(2)(3)	Revolver	423	432
Tencarva Machinery Company, LLC(1)	Delayed Draw Term Loan	886	886
Tencarva Machinery Company, LLC(1)	Revolver	1,128	1,129
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)	Delayed Draw Term Loan	2,811	2,811
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)	Revolver	827	827
The Hilb Group, LLC(1)	Delayed Draw Term Loan	2,529	2,773
Thermacell Repellents, Inc.(1)	Revolver	605	—
Transit Technologies LLC(1)(2)	Delayed Draw Term Loan	—	1,857
Truck-Lite Co., LLC(1)	Delayed Draw Term Loan	4,540	4,540
Turbo Buyer, Inc.(1)	Delayed Draw Term Loan	1,339	2,070
Turbo Buyer, Inc.(1)	Delayed Draw Term Loan	2,250	—
USLS Acquisition, Inc.(f/k/a US Legal Support, Inc.)(1)(2)	Delayed Draw Term Loan	3,820	—
Victoria Bidco Limited(1)(2)(4)	Delayed Draw Term Loan	458	—
Waccamaw River, LLC(2)	Joint Venture	4,580	11,280
W2O Holdings, Inc.(1)	Delayed Draw Term Loan	3,831	3,832
West Dermatology, LLC(1)	Revolver	552	—

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)


Portfolio Company ($ in thousands)	Investment Type	March 31, 2022		December 31, 2021
West Dermatology, LLC(1)	Delayed Draw Term Loan	3,352		—
West Dermatology, LLC(1)	PIK Delayed Draw Term Loan	144		—
Woodland Foods, Inc.(1)	Revolver	1,734		2,070
ZB Holdco LLC(1)	Revolver	845		—
ZB Holdco LLC(1)	Delayed Draw Term Loan	1,352		—
Zeppelin Bidco Limited(1)(2)(4)	Capex / Acquisition Facility	3,472		—
Zeppelin Bidco Limited(1)(2)(4)	Revolver	579		—
Total unused commitments to extend financing		$	220,360	$	234,658

(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.

(3)Actual commitment amount is denominated in Euros. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(4)Actual commitment amount is denominated in British pounds ~~sterling. Commitment~~sterling.Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(5)Actual commitment amount is denominated in Australian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(6)Actual commitment amount is denominated in Canadian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(7)Actual commitment amount is denominated in New Zealand dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

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 ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the Company had guaranteed €9.9 million ($~~11.5~~11.0 million U.S. dollars and ~~$12.1~~$11.3 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 foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

~~Barings BDC, Inc.~~

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

In addition, as of December 31, 2020, the Company agreed to cash collateralize a $3.5 million letter of credit for Security Holdings B.V. The $3.5 million cash collateralization was reflected as "Restricted cash" on the accompanying Audited Consolidated Balance Sheet as of December 31, 2020. The letter of credit expired on April 30, 2021, and as of September 30, 2021, none of the Company’s cash was restricted.

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 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 the Company in connection with the activities of its portfolio companies. While the outcome of any current legal proceedings cannot at this time be predicted with certainty, the Company does not expect any current matters will materially affect its financial condition or results of 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 any future reporting period.

COVID-19 Developments

During the ~~nine~~three months ended ~~September 30, 2021,~~March 31, 2022, the Coronavirus and the COVID-19 pandemic continued to have a significant impact on the U.S and 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.

6986

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

8. FINANCIAL HIGHLIGHTS

The following is a schedule of financial highlights for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 and ~~2020:~~2021:


		Nine Months Ended September 30,							Three Months Ended March 31,
		2021			2020
($ in thousands, except share and per share amounts)								($ in thousands, except share and per share amounts)	2022			2021
Per share data:	Per share data:							Per share data:
Net asset value at beginning of period	Net asset value at beginning of period	$	10.99		$	11.66		Net asset value at beginning of period	$	11.36		$	10.99
Net investment income(1)	Net investment income(1)	0.67			0.45			Net investment income(1)	0.23			0.22
Net realized gain (loss) on investments / foreign currency transactions(1)	Net realized gain (loss) on investments / foreign currency transactions(1)	(0.02)			(0.77)			Net realized gain (loss) on investments / foreign currency transactions(1)	(0.02)			0.03
Net unrealized appreciation (depreciation) on investments/ CSA / foreign currency transactions(1)		0.36			0.03
Net unrealized appreciation on investments / CSA / foreign currency transactions(1)								Net unrealized appreciation on investments / CSA / foreign currency transactions(1)	0.04			0.10
Total increase (decrease) from investment operations(1)	Total increase (decrease) from investment operations(1)	1.01			(0.29)			Total increase (decrease) from investment operations(1)	0.25			0.35
Dividends/distributions paid to stockholders from net investment income	Dividends/distributions paid to stockholders from net investment income	(0.60)			(0.48)			Dividends/distributions paid to stockholders from net investment income	(0.23)			(0.19)

Common stock offering								Common stock offering	(0.60)			—
Deemed contribution - CSA								Deemed contribution - CSA	0.54			—
Deemed contribution - Barings LLC								Deemed contribution - Barings LLC	0.34			—

Purchases of shares in share repurchase plan		—			0.05

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

Other	Other	—			0.04			Other	0.20			(0.01)
Net asset value at end of period	Net asset value at end of period	$	11.40		$	10.97		Net asset value at end of period	$	11.86		$	11.14
Market value at end of period(2)	Market value at end of period(2)	$	11.02		$	8.00		Market value at end of period(2)	$	10.34		$	9.98
Shares outstanding at end of period	Shares outstanding at end of period	65,316,085			47,961,753			Shares outstanding at end of period	111,095,334			65,316,085
Net assets at end of period	Net assets at end of period	$	744,821,565		$	525,976,941		Net assets at end of period	$	1,317,556		$	727,883
Average net assets	Average net assets	$	737,202,849		$	513,677,913		Average net assets	$	929,432		$	727,273
Ratio of total expenses, including loss on extinguishment of debt and provision for taxes, to average net assets (annualized)(3)	Ratio of total expenses, including loss on extinguishment of debt and provision for taxes, to average net assets (annualized)(3)	10.01		%	7.79		%	Ratio of total expenses, including loss on extinguishment of debt and provision for taxes, to average net assets (annualized)(3)	10.65		%	8.92		%

Ratio of net investment income to average net assets (annualized)	Ratio of net investment income to average net assets (annualized)	7.98		%	5.65		%	Ratio of net investment income to average net assets (annualized)	8.18		%	7.91		%
Portfolio turnover ratio (annualized)(4)	Portfolio turnover ratio (annualized)(4)	46.17		%	30.26		%	Portfolio turnover ratio (annualized)(4)	8.81		%	16.82		%
Total return~~(4)~~(5)	Total return~~(4)~~(5)	26.83		%	(16.51)		%	Total return~~(4)~~(5)	(4.16)		%	10.54		%

(1)Weighted average per share data—basic and diluted; per share data was derived by using the weighted average shares outstanding during the applicable period.

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

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

(4)Portfolio turnover ratio as of March 31, 2022 and 2021 excludes the impact of short-term investments. Portfolio ratio as of March 31, 2022 excludes the impact of the Sierra Acquisition.

(5)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. SIERRA ACQUISITION

On ~~September 21, 2021,~~ February 25, 2022, the Company ~~entered into an~~completed the Sierra Acquisitionpursuant to the terms and conditions of that certain Agreement and Plan of Merger (the ~~“Merger~~“Sierra Merger Agreement”), dated as of September 21, 2021, by and among the Company, Mercury Acquisition Sub, Inc., a Maryland corporation and a direct wholly owned subsidiary of the Company (“Sierra Acquisition Sub”), Sierra Income Corporation, a Maryland corporation (“Sierra”), and Barings. ~~The Merger Agreement provides that, on~~To effect the ~~terms and subject to the conditions set forth in the Merger Agreement,~~acquisition, Sierra Acquisition Sub ~~will merge~~merged with and into Sierra, with Sierra ~~continuing~~surviving the merger as the ~~surviving company and as a~~Company’s wholly owned subsidiary ~~of the Company~~ (the “First Sierra Merger”) ~~and, immediately~~. Immediately thereafter, Sierra ~~will merge~~merged with and into the Company, with the Company ~~continuing~~ as the surviving company (the “Second Sierra Merger” and, together with the First Sierra Merger, the ~~“Merger”~~“Sierra Merger”). The ~~Board and the board of directors of Sierra, including all of the respective independent directors, have approved the~~ Merger ~~Agreement and the transactions contemplated therein. The parties to the Merger Agreement intend the Merger to be~~has been treated as a “reorganization” within the meaning of Section 368(a)(1)(A) of the Code.

InPursuant to the ~~First~~Sierra Merger Agreement, Sierra stockholders received the right to the following merger consideration in exchange for each share of Sierra common stock issued and outstanding immediately prior to the effective time of the First Sierra Merger (excluding any shares cancelled pursuant to the Sierra Merger Agreement) ~~will be converted into the right to receive~~: (i) approximately $0.9783641 per share in cash, without interest, from Barings ~~(such amount of cash, the “Cash Consideration”)~~ and (ii) 0.44973 ~~(such ratio, as may be adjusted pursuant to the Merger Agreement, the “Exchange Ratio”)~~ of a validly issued, fully paid and non-assessable share of the Company’s common stock. The Company issued approximately 45,986,926 shares of its common stock ~~(the “Share Consideration” and, together~~to Sierra’s former stockholders in connection with the ~~Cash Consideration,~~Sierra Merger, thereby resulting in the ~~“Merger Consideration”).~~

~~The Merger Agreement contains representations, warranties and covenants, including, among others, covenants relating to the operation of each~~Company’s then-existing stockholders owning approximately 58.7% of the ~~Company’s~~combined company and Sierra’s ~~businesses during the period prior to the closing~~former stockholders owning approximately 41.3% of the ~~Merger. The~~combined company.

7087

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

~~Company and Sierra have agreed to convene and hold stockholder meetings for~~In connection with the ~~purpose of obtaining the approvals required~~completion of the Company’s ~~and Sierra’s stockholders, respectively, and~~acquisition of Sierra, the Board ~~and~~affirmed the ~~board~~Company’s commitment to make open-market purchases of ~~directors~~shares of ~~Sierra have agreed to recommend that their respective stockholders approve the applicable proposals (as described below).~~

~~The Merger Agreement provides that Sierra shall not, and shall cause~~ its ~~subsidiaries and instruct its representatives not to, directly or indirectly, solicit proposals relating to alternative transactions, or, subject to certain exceptions, initiate or participate~~common stock in ~~discussions or negotiations regarding, or provide information with respect to, any proposal for~~ an alternative transaction. However, the Sierra board of directors may, subject to certain conditions, change its recommendation to the Sierra stockholders or, on payment of a termination fee of $11.0 million to the Company and the reimbursementaggregate amount of up to ~~$2.0~~$30.0 million in expenses incurred by the Company and Barings, terminate the Merger Agreement and enter into an Alternative Acquisition Agreement (as defined in the Merger Agreement) for a Superior Proposal (as defined in the Merger Agreement) if it determines in good faith, after consultation with its outside legal counsel, that failure to do so would be inconsistent with the directors’ duties under applicable law.

~~Consummation~~at then-current market prices at any time shares trade below 90% of the ~~First Merger, which is currently anticipated~~Company’s then most recently disclosed NAV per share. Any repurchases pursuant to the authorized program will occur during the ~~first quarter of fiscal year~~12-month period commencing on April 1, 2022 isand are expected to be made in accordance with a Rule 10b5-1 purchase plan that qualifies for the safe harbors provided by Rules 10b5-1 and 10b-18 under the Exchange Act, as well as subject to certain customary closing conditions, including (1) approval of the First Merger by the holders of at least a majority of the outstanding shares of Sierra common stock entitled to vote thereon, (2) approval of the issuance ofcompliance with the Company’s common stock to be issued in the First Merger by a majority of the votes cast by the Company stockholders on the matter at the Company stockholders meeting, (3) approval of the issuance of the Company’s common stock incovenant and regulatory requirements.

In connection with the ~~First Merger at a price below the then-current net asset value per share of~~Sierra Acquisition, on February 25, 2022, the Company common stock, if applicable, by the vote specified in Section 63(2)(A) of the 1940 Act, (4) the absence of certain legal impediments to the consummation of the Merger, (5) effectiveness of the registration statement for the Company common stock to be issued as consideration in the First Merger, (6) approval for listing onentered into the New York Stock Exchange of the Company common stock to be issued as consideration in the First Merger, (7) subject to certain materiality standards, the accuracy of the representations and warranties and complianceBarings BDC Advisory Agreement with the covenants of each party to the Merger Agreement, and (8) required regulatory approvals (including expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, or early termination thereof).

Barings, as party to the Merger Agreement, agreed to vote all shares of the Company common stock over which it has voting power (other than in its fiduciary capacity) in favor of the proposals to be submitted by the Company to its stockholders for approval relating to the Merger.

In addition, the Company and Sierra will take steps necessary to provide for the repayment at closing of Sierra’s existing loan agreement. The Merger Agreement also contains certain termination rights in favor of the Company and Sierra, including if the First Merger is not completed on or before March 31, 2022 or if the requisite approvals of the Company stockholders or Sierra stockholders are not obtained.

~~Further, the Company will enter into an amendment and restatement of the Amended and Restated Advisory Agreement, effective as of~~Adviser. Promptly following the closing of the ~~Merger, to raise the annualized hurdle rate thereunder from 8.0% to 8.25%. Following the closing of the~~Sierra Merger, the Company ~~will~~ also ~~enter~~entered into ~~a credit support agreement~~the Sierra Credit Support Agreement with Barings. See “Note 2 - Agreements and Related Party Transactions” for more information regarding the New Barings ~~for~~BDC Advisory Agreement and the ~~benefit of the combined company, to protect against net cumulative unrealized and realized losses of up to $100.0 million on the acquired~~ Sierra ~~investment portfolio over the next ten years.~~Credit Support Agreement.

The ~~Company is expected to account~~Sierra Acquisition was accounted for ~~the Merger as an asset acquisition~~ in accordance with the asset acquisition method of accounting as detailed in ASC 805-50, Business Combinations-Related Issues. Under asset acquisition accounting, acquiring assets in groups not only requires ascertaining the cost of the asset (or net assets), but also allocating that cost to the individual assets (or individual assets and liabilities) that make up the group. Per ASC 805-50-30-1, the acquired assets (as a group) are recognized based on their cost to the acquiring entity, which generally includes transaction costs of the asset acquisition, and no gain or loss is recognized unless the fair value of noncash assets given as consideration differs from the assets carrying amounts on the acquiring entity’s records. ASC 805-50-30-2 goes on to say asset acquisitions in which the consideration given is cash are measured by the amount of cash paid. However, if the consideration given is not in the form of cash (that is, in the form of noncash assets, liabilities incurred, or equity interests issued), measurement is based on the cost to the acquiring entity or the fair value of the assets (or net assets) acquired, whichever is more clearly evident and, thus, more reliably measured.

IfThe fair value of the merger consideration paid by the Company was allocated to the assets acquired and liabilities assumed based on their relative fair values as of the date of acquisition and did not give rise to goodwill. Since the fair value of the net assets ~~to be~~ acquired ~~exceeds~~exceeded the fair value of the ~~Merger Consideration to be~~merger consideration paid by the Company, ~~then~~ the Company ~~would recognize~~recognized a deemed contribution from the Adviser.

The following table summarizes the allocation of the purchase price to the assets acquired and liabilities assumed as a result of the Sierra Acquisition:


($ in thousands)
Common stock issued by the Company	$	499,418
Cash consideration paid by the Company(1)	10,495
Deemed contribution from Barings LLC	27,904
Total purchase price	$	537,817
Assets acquired:
Investments(2)	$	442,198
Cash	102,006
Other assets(3)	3,519
Total assets acquired	$	547,723
Liabilities assumed(4)	(9,906)
Net assets acquired	$	537,817

(1)The Company incurred $10.4 million in ~~an amount up~~professional fees and other costs related to ~~approximately $100.0 million. If~~ the Sierra Acquisition, including $4.0 million in investment banking fees.

(2)Investments acquired were recorded at fair value, ~~of net~~which is also the Company's initial cost basis

(3)Other assets ~~to be~~ acquired ~~exceeds~~in the ~~fair value~~Sierra Acquisition consisted of the Merger Consideration to be paid by the Company and by Barings, then the Company would also recognize a purchase accounting gain. Alternatively, if the fair value of the net assets to be acquired is less than the fair value of the portion of the Merger Consideration to be paid by the Company,following:


($ in thousands)
Interest and fees receivable	$	2,874

Escrow receivable	645

Total	$	3,519

7188

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

~~then~~(4)Liabilities assumed in the Company would recognize a purchase accounting loss. The Company expects any potential gain or loss would be classified as unrealized on the statement of operations until the underlying assets are sold.

~~The cost~~Sierra Acquisition consisted of the group of assets acquired in an asset acquisition is allocated to the individual assets acquired or liabilities assumed based on their relative fair values of net identifiable assets acquired other than “non-qualifying” assets (for example cash) and does not give rise to goodwill. The final allocation of the purchase price will be determined after the Merger is completed and after completion of a final analysis to determine the estimated relative fair values of the acquired assets and liabilities.following:


($ in thousands)
Accrued merger expenses	$	3,327
Current and deferred tax liability	3,814
Other liabilities	2,765
Total	$	9,906

10. SUBSEQUENT EVENTS

Subsequent to ~~September 30, 2021,~~ March 31, 2022, the Company made approximately ~~$238.5~~$174.4 million of new commitments, of which ~~$164.4~~$141.0 million closed and funded. The ~~$164.4~~$141.0 million of investments ~~consist~~consists of ~~$124.9~~$120.9 million of first lien senior secured debt investments, ~~$14.5~~$16.2 million of second lien senior secured and subordinated debt investments and ~~$25.0~~$3.8 million of equity investments. The weighted average yield of the debt investments was ~~6.7%~~7.1%. In addition, the Company funded ~~$3.8~~$15.0 million of previously committed delayed draw term ~~loans.~~loans.

Effective on ~~November 4, 2021,~~April 1, 2022, the Company increased aggregate commitments under the February 2019 Credit Facility to ~~$875.0 million~~$1.1 billion from ~~$800.0~~$965.0 million pursuant to the accordion feature under the February 2019 Credit Facility, which allows for an increase in the total commitments to an aggregate of ~~$1.2~~$1.5 billion subject to certain conditions and the satisfaction of specified financial covenants.

On ~~November 9, 2021,~~May 5, 2022, the Board declared a quarterly distribution of ~~$0.22~~$0.24 per share payable on ~~December 1, 2021~~June 15, 2022 to holders of record as of ~~November 24, 2021.~~June 8, 2022.

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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 nine~~ months ended ~~September 30, 2021,~~March 31, 2022, 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, ~~2020.~~2021. 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, ~~2020~~2021 and in Item 1A entitled "Risk Factors" in Part II of our subsequently filed Quarterly Reports on Form 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 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; and risks related to our pending acquisition of Sierra Income Corporation.~~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. In August 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 (the “Original Advisory Agreement”) and an administration agreement (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. In connection with the completion of the Sierra Acquisition (as defined below), on February 25, 2022, we entered into a second amended and restated investment advisory agreement (the “New Barings BDC Advisory Agreement”) with the Adviser. Under the terms of the ~~Amended and Restated~~New Barings BDC Advisory Agreement and the Administration Agreement, Barings serves as our investment adviser and administrator and manages our investment portfolio and performs (or oversees, or arranges for, the performance of) the administrative services necessary for our operation.

7390

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 management and ~~management~~administrative services pursuant to the terms of ~~the Amended~~an investment advisory agreement and ~~Restated Advisory Agreement (and, prior to January 1, 2021, pursuant to the terms of the Original Advisory Agreement) and the Administration Agreement.~~an administration agreement. Under the terms of the ~~Amended and Restated~~New Barings BDC 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 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 (the “1940 Act”).

Beginning in August 2018, Barings shifted our investment focus to invest in syndicated senior secured loans, bonds and other fixed income securities. Since that time, Barings has 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 (the “Exemptive Relief”) permits us and Barings’ affiliated private 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 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 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. A significant portion of our investments are expected to be rated below investment grade by rating agencies or, if unrated would be rated below investment grade if they were rated. Below investment grade securities, which are often referred to as “junk,” have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal.

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 ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was approximately 7.3% and ~~7.1%~~7.2%, respectively. The weighted average yield on the principal amount of all of our outstanding debt investments (including ~~equity and equity-linked investments and short-term investments but excluding~~ non-accrual debt investments) was approximately ~~6.1%~~6.8% and ~~6.4%~~6.9% as of March 31, 2022 and December 31, 2021, respectively.

Sierra Income Corporation Acquisition

On February 25, 2022, we completed our acquisition of Sierra Income Corporation, a Maryland corporation (“Sierra”), pursuant to the terms and conditions of that certain Agreement and Plan of Merger (the “Sierra Merger Agreement”), dated as of September ~~30,~~21, 2021, with Sierra, Mercury Acquisition Sub, Inc., a Maryland corporation and ~~December 31, 2020, respectively. The weighted average yield~~our direct wholly owned subsidiary (“Sierra Acquisition Sub”), and Barings. To effect the acquisition, Sierra Acquisition Sub merged with and into Sierra, with Sierra surviving the merger as our wholly owned subsidiary (the “First Sierra Merger”). Immediately thereafter, Sierra merged with and into us, with Barings BDC, Inc. as the surviving company (the “Second Sierra Merger” and, together with the First Sierra Merger, the “Sierra Merger”).

Pursuant to the Sierra Merger Agreement, each share of Sierra common stock, par value $0.001 per share (the “Sierra Common Stock”), issued and outstanding immediately prior to the effective time of the First Sierra Merger (other than shares of Sierra Common Stock issued and outstanding immediately prior to the effective time of the First Sierra Merger that were held by a subsidiary of Sierra or held, directly or indirectly, by us or Sierra Acquisition Sub) was converted into the right to receive (i) an amount in cash from Barings, without interest, equal to $0.9783641, and (ii) 0.44973 shares of the our common stock, plus any cash in lieu of fractional shares. As a result of the Sierra Merger, former Sierra stockholders received approximately 46.0 million shares of our common stock for their shares of Sierra Common Stock.

In connection with the Sierra Acquisition, on February 25, 2022, following the closing of the Sierra Merger, we entered into (1) the New Barings BDC Advisory Agreement, and (2) a credit support agreement (the “Sierra Credit Support Agreement”) with Barings, pursuant to which Barings has agreed to provide credit support to us in the amount of up to $100.0 million relating to the net cumulative realized and unrealized losses on the ~~principal amount all~~acquired Sierra investment portfolio over a 10-year period. See “Note 2. Agreements and Related Party Transactions” and “Note. 6 Derivative Instruments” in the Notes to our Consolidated Financial Statements included in this Quarterly Report on Form 10-Q for more information.

In addition, in connection with the closing of the Sierra Merger, our board of directors (the “Board”) affirmed our commitment to purchase in open-market transactions, pursuant to Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and subject to our compliance with our covenant and regulatory requirements, shares of our ~~outstanding investments (including equity and equity-linked investments and short-term investments) was approximately 6.1% and 6.5% as~~common stock in an aggregate amount of ~~September 30, 2021 and December 31, 2020, respectively.~~up to $30,000,000 at then-current market prices at any time the shares of our common stock trade below 90% of our then most recently disclosed net asset value per share during the 12-month period commencing on April 1, 2022.

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. Barings ~~continues to operate with the majority of employees in the United States~~has now adopted a hybrid working ~~remotely~~model globally while maintaining service levels to our partners and clients. In the United States, all offices are open for associates who wish to work from an office location. In Europe and Asia-Pac a hybrid working model is now in place with the majority of associates working from office locations on average 2-3 days per week. Barings’ return-to-office taskforce continues to ~~plan for~~monitor the ~~safe return~~COVID-19 situation globally and is prepared to adapt office working patterns as required to ensure the safety of ~~associates to all~~its employees and clients who visit Barings office ~~locations but is no longer targeting a set date for this given the continued uncertainty around COVID-related case numbers.~~locations. 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.

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. We are unable to predict the extent and 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, certain portfolio companies could experience financial distress and possibly default on their financial obligations to us and their other capital providers. 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.

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, 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 (the “Board”),~~the Board, Barings’ Global Private Finance Group (“BGPF”) manages our day-to-day operations, and provides investment advisory and management services to us. BGPF is part of Barings’ ~~$300.4~~$290.9 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 performs (or oversees, or arranges 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 also, on our behalf and subject to the Board’s oversight, arranges for the services of, and oversees, 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 (the “2018 Special 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 ~~September 30, 2021,~~March 31, 2022, our asset coverage ratio was ~~171.8%~~188.9%.

~~Pending Sierra Income Corporation Acquisition~~

On September 21, 2021, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among us, Mercury Acquisition Sub, Inc., a Maryland corporation and our direct wholly owned subsidiary (“Acquisition Sub”), Sierra Income Corporation, a Maryland corporation (“Sierra”), and Barings. The Merger Agreement provides that, on the terms and subject to the conditions set forth in the Merger Agreement, Acquisition Sub will merge with and into Sierra, with Sierra continuing as the surviving company and as our wholly owned subsidiary (the “First Merger”) and, immediately thereafter, Sierra will merge with and into us, with Barings BDC, Inc. continuing as the surviving company (the “Second Merger” and, together with the First Merger, the “Merger”). Both the Board and the board of directors of Sierra, including all of the respective independent directors, have approved the Merger Agreement and the transactions contemplated therein. The parties to the Merger Agreement intend the Merger to be treated as a “reorganization” within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code”).

In the First Merger, each share of Sierra common stock issued and outstanding immediately prior to the effective time of the First Merger (excluding any shares cancelled pursuant to the Merger Agreement) will be converted into the right to receive (i) $0.9783641 per share in cash, without interest, from Barings (such amount of cash, the “Cash Consideration”) and (ii) 0.44973 (such ratio, as may be adjusted pursuant to the Merger Agreement, the “Exchange Ratio”) of a validly issued, fully paid and non-assessable share of our common stock (the “Share Consideration” and, together with the Cash Consideration, the “Merger Consideration”).

The Merger Agreement contains representations, warranties and covenants, including, among others, covenants relating to the operation of each of our and Sierra’s businesses during the period prior to the closing of the Merger. We and Sierra have agreed to convene and hold stockholder meetings for the purpose of obtaining the approvals required of our and Sierra’s stockholders, respectively, and our Board and the board of directors of Sierra have agreed to recommend that their respective stockholders approve the applicable proposals (as described below).

The Merger Agreement provides that Sierra shall not, and shall cause its subsidiaries and instruct its representatives not to, directly or indirectly, solicit proposals relating to alternative transactions, or, subject to certain exceptions, initiate or participate in discussions or negotiations regarding, or provide information with respect to, any proposal for an alternative transaction. However, the Sierra board of directors may, subject to certain conditions, change its recommendation to the Sierra stockholders or, on payment of a termination fee of $11.0 million to us and the reimbursement of up to $2.0 million in expenses incurred by us and Barings, terminate the Merger Agreement and enter into an Alternative Acquisition Agreement (as defined in the Merger Agreement) for a Superior Proposal (as defined in the Merger Agreement) if it determines in good faith, after consultation with its outside legal counsel, that failure to do so would be inconsistent with the directors’ duties under applicable law.

Consummation of the First Merger, which is currently anticipated to occur during the first quarter of fiscal year 2022, is subject to certain customary closing conditions, including (1) approval of the First Merger by the holders of at least a majority of the outstanding shares of Sierra common stock entitled to vote thereon, (2) approval of the issuance of our common stock to be issued in the First Merger by a majority of the votes cast by our stockholders on the matter at our stockholders meeting, (3) approval of the issuance of our common stock in connection with the First Merger at a price below the then-current net asset value per share of our common stock, if applicable, by the vote specified in Section 63(2)(A) of the 1940 Act, (4) the absence of certain legal impediments to the consummation of the Merger, (5) effectiveness of the registration statement for our common stock to be issued as consideration in the First Merger, (6) approval for listing on the New York Stock Exchange of our common stock to be issued as consideration in the First Merger, (7) subject to certain materiality standards, the accuracy of the representations and warranties and compliance with the covenants of each party to the Merger Agreement, and (8) required regulatory approvals (including expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, or early termination thereof).

Barings, as party to the Merger Agreement, agreed to vote all shares of our common stock over which it has voting power (other than in its fiduciary capacity) in favor of the proposals to be submitted by us to our stockholders for approval relating to the Merger.

In addition, we and Sierra will take steps necessary to provide for the repayment at closing of Sierra’s existing loan agreement. The Merger Agreement also contains certain termination rights in favor of us and Sierra, including if the First Merger is not completed on or before March 31, 2022 or if the requisite approvals of our stockholders or Sierra stockholders are not obtained.

Further, we will enter into an amendment and restatement of the Amended and Restated Advisory Agreement, effective as of the closing of the Merger, to raise the annualized hurdle rate thereunder from 8.0% to 8.25%. Following the closing of the Merger, we will also enter into a credit support agreement with Barings, for the benefit of the combined company, to protect against net cumulative unrealized and realized losses of up to $100.0 million on the acquired Sierra investment portfolio over the next ten years.

Portfolio Investment Composition

The total value of our investment portfolio was ~~$1,652.5~~$2,403.4 million as of ~~September 30, 2021,~~March 31, 2022, as compared to ~~$1,495.8~~$1,800.6 million as of December 31, ~~2020.~~2021. As of ~~September 30,~~March 31, 2022, we had investments in 287 portfolio companies with an aggregate cost of $2,391.6 million. As of December 31, 2021, we had investments in ~~170~~212 portfolio companies ~~and two money market fund~~ with an aggregate cost of ~~$1,633.7 million. As of December 31, 2020, we had investments in 146 portfolio companies and two money market funds with an aggregate cost of $1,486.1~~$1,787.8 million. As of both ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.

As of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, our investment portfolio consisted of the following investments:

Cost Percentage of
Total
Portfolio Fair Value Percentage of
Total
Portfolio
September 30, 2021:
Senior debt and 1st lien notes
$ 1,155,679,769 71 % $ 1,162,119,382 70 %
Subordinated debt and 2nd lien notes 192,870,460 12 190,426,410 12
Structured products 18,207,625 1 20,794,178 1
Equity shares 137,240,410 8 141,945,560 9
Equity warrants 1,111,602 — 898,443 —
Investment in joint ventures / PE fund 78,602,532 5 86,298,947 5
Short-term investments 50,000,000 3 50,000,000 3
$ 1,633,712,398 100 % $ 1,652,482,920 100 %
December 31, 2020:
Senior debt and 1st lien notes
$ 1,167,436,742 79 % $ 1,171,250,512 79 %
Subordinated debt and 2nd lien notes 137,776,808 9 138,767,120 9
Structured products 30,071,808 2 32,508,845 2
Equity shares 44,693,645 3 44,651,114 3
Equity warrants 1,235,383 — 1,300,197 —
Investment in joint ventures / PE fund 39,282,532 3 41,759,922 3
Short-term investments 65,558,227 4 65,558,227 4
$ 1,486,055,145 100 % $ 1,495,795,937 100 %


($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
March 31, 2022:
Senior debt and 1st lien notes	$	1,560,223	65	%	$	1,555,746	65	%
Subordinated debt and 2nd lien notes	346,381		14		317,643		13
Structured products	84,056		4		82,014		3
Equity shares	170,691		7		219,466		9
Equity warrants	174		—		156		—
Investment in joint ventures / PE fund	230,076		10		228,400		10

	$	2,391,601	100	%	$	2,403,425	100	%
December 31, 2021:
Senior debt and 1st lien notes	$	1,217,899	68	%	$	1,221,598	68	%
Subordinated debt and 2nd lien notes	253,551		14		240,037		13
Structured products	37,055		2		40,271		2
Equity shares	145,791		8		154,477		9
Equity warrants	1,111		—		1,107		—
Investment in joint ventures / PE fund	132,417		8		143,104		8

	$	1,787,824	100	%	$	1,800,594	100	%

Investment Activity

During the ~~nine~~three months ended ~~September 30, 2021,~~March 31, 2022, we made 5922 new investments totaling ~~$529.9~~$229.3 million, purchased $442.2 million of investments as part of the Sierra Acquisition, made investments in existing portfolio companies totaling ~~$156.3~~$89.3 million and made ~~a net new joint venture equity investment totaling $9.3 million,~~ additional investments in joint venture equity portfolio companies totaling $30.0 million and made an $89.8 million equity co-investment alongside certain affiliates in a portfolio company focused on directly originated, senior-secured asset-based loans to middle-market companies.$11.7 million. We had 24four loans repaid ~~at par~~ totaling ~~$196.3~~$12.4 million and received ~~$32.2~~$7.5 million of portfolio company principal payments. In addition, we sold ~~$89.5~~$19.2 million of loans, recognizing a net realized gain on these transactions of ~~$3.3~~$0.8 million, and sold ~~$338.4~~$132.3 million of middle-market portfolio company debt investments to one of our joint ventures and realized a loss on these transactions of $0.2 million. Lastly, we received proceeds related to the sale of equity investments totaling $1.6 million and recognized a net realized loss on such sales totaling $0.7 million.

During the three months ended March 31, 2021, we made 18 new investments totaling $172.2 million, made investments in existing portfolio companies totaling $73.2 million, made one new investment in a joint venture equity portfolio company totaling $4.5 million and made additional investments in existing joint venture equity portfolio companies totaling $25.0 million. We had six loans repaid at par totaling $26.2 million and received $6.0 million of portfolio company principal payments. In addition, we sold $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 ~~$0.3~~$0.5 million. Lastly, we received proceeds related to the sale of an equity ~~investments~~investment totaling ~~$7.4~~$5.9 million and recognized a net realized ~~gain~~loss on such ~~sales~~sale totaling ~~$0.7~~$0.1 million.

During the nine months ended September 30, 2020, we made 47 new investments totaling $263.9 million, made investments in 18 existing portfolio companies totaling $39.8 million, made one new joint venture equity investment totaling $3.1 million and made an additional investment in one existing joint venture equity portfolio company totaling $5.0 million. We had 15 loans repaid at par totaling total $58.5 million and received $10.0 million of portfolio company principal payments. In addition, we sold $307.4 million of loans, recognizing a net realized loss on these transactions of $36.4 million, and sold $71.0 million of middle-market portfolio company debt investments to our joint venture and realized a loss on these transactions of $1.1 million. In addition, one 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 $0.3 million in escrow distributions from legacy portfolio companies, which were recognized as realized gains.

Total portfolio investment activity for the ~~nine~~three months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ was as follows:


Nine Months Ended September 30, 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
Three Months Ended March 31, 2022: ($ in thousands)																		Three Months Ended March 31, 2022: ($ in thousands)	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Structured Products		Equity Shares		Equity Warrants		Investments in Joint Ventures / PE Fund		Total
Fair value, beginning of period	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	Fair value, beginning of period	$	1,221,598	$	240,037	$	40,271	$	154,477	$	1,107	$	143,104	$	1,800,594
New investments	New investments	587,828,793		88,915,939		—		99,108,772		163,000		39,320,000		297,560,178		1,112,896,682		New investments	268,202		30,065		1,060		19,200		—		11,696		330,223
Investments acquired in Sierra merger																		Investments acquired in Sierra merger	235,770		66,662		46,666		7,065		72		85,963		442,198
Proceeds from sales of investments	Proceeds from sales of investments	(408,957,116)		(8,771,000)		(10,068,420)		(7,069,461)		(450,000)		—		(313,117,605)		(748,433,602)		Proceeds from sales of investments	(151,575)		—		—		(1,388)		(249)		—		(153,212)
Loan origination fees received	Loan origination fees received	(12,485,025)		(1,209,071)		—		—		—		—		—		(13,694,096)		Loan origination fees received	(5,350)		36		—		—		—		—		(5,314)
Principal repayments received	Principal repayments received	(191,018,231)		(34,459,242)		(3,037,767)		—		—		—		—		(228,515,240)		Principal repayments received	(8,114)		(11,020)		(730)		—		—		—		(19,864)
Payment-in-kind interest	Payment-in-kind interest	2,552,310		7,720,972		—		—		—		—		—		10,273,282		Payment-in-kind interest	1,050		6,984				—		—		—		8,034
Accretion of loan discounts		1,672,404		2,548,075		29,502		—		—		—		—		4,249,981
Accretion of loan premium/discount																		Accretion of loan premium/discount	301		33		5		—		—		—		339
Accretion of deferred loan origination revenue	Accretion of deferred loan origination revenue	6,211,193		375,649		—		—		—		—		—		6,586,842		Accretion of deferred loan origination revenue	1,461		62		—		—		—		—		1,523
Realized gain (loss)	Realized gain (loss)	2,438,701		(27,669)		1,212,504		507,453		163,219		—		(800)		4,293,408		Realized gain (loss)	579		8		—		24		(760)		—		(149)
Unrealized appreciation (depreciation)	Unrealized appreciation (depreciation)	2,625,841		(3,434,363)		149,514		4,747,682		(277,973)		5,219,025		—		9,029,726		Unrealized appreciation (depreciation)	(8,176)		(15,224)		(5,258)		40,088		(14)		(12,363)		(947)
Fair value, end of period	Fair value, end of period	$	1,162,119,382	$	190,426,410	$	20,794,178	$	141,945,560	$	898,443	$	86,298,947	$	50,000,000	$	1,652,482,920	Fair value, end of period	$	1,555,746	$	317,643	$	82,014	$	219,466	$	156	$	228,400	$	2,403,425


Nine Months Ended September 30, 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
Three Months Ended March 31, 2021: ($ in thousands)																Three Months Ended March 31, 2021: ($ in thousands)	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	$	138,767	$	32,509	$	44,651	$	1,300	$	41,760	$	65,558	$	1,495,795
New investments	New investments	266,791,834		4,877,442		31,518,233		512,299		8,100,000		697,141,627		1,008,941,435		New investments	227,057		14,479		—		3,873		—		29,500		198,550		473,459
Proceeds from sales of investments	Proceeds from sales of investments	(378,007,349)		(415,977)		—		(247,908)		—		(583,220,976)		(961,892,210)		Proceeds from sales of investments	(144,893)		—		(6,823)		(5,972)		—		—		(190,542)		(348,230)
Loan origination fees received	Loan origination fees received	(5,894,794)		(180,225)		—		—		—		—		(6,075,019)		Loan origination fees received	(4,176)		(402)		—		—		—		—		—		(4,578)
Principal repayments received	Principal repayments received	(68,510,620)		—		(38,879)		—		—		—		(68,549,499)		Principal repayments received	(21,392)		(10,120)		(753)		—		—		—		—		(32,265)
Payment-in-kind interest earned		236,572		35,108		—		—		—		—		271,680
Accretion of loan discounts		1,058,002		45,338		34,660		—		—		—		1,138,000
Payment-in-kind interest																Payment-in-kind interest	829		7,007		—		—		—		—		—		7,836
Accretion of loan premium/discount																Accretion of loan premium/discount	645		1,319		16		—		—		—		—		1,980
Accretion of deferred loan origination revenue	Accretion of deferred loan origination revenue	1,649,982		26,081		—		—		—		—		1,676,063		Accretion of deferred loan origination revenue	1,270		211		—		—		—		—		—		1,481
Realized gain (loss)	Realized gain (loss)	(36,473,291)		(26,253)		3,684		247,908		—		14,285		(36,233,667)		Realized gain (loss)	2,207		3		652		(51)		—		—		3		2,814
Unrealized appreciation (depreciation)	Unrealized appreciation (depreciation)	1,387,984		(213,197)		1,646,453		(297,965)		828,262		(486)		3,351,051		Unrealized appreciation (depreciation)	5,381		(666)		553		(2,883)		134		1,316		(3)		3,832
Fair value, end of period	Fair value, end of period	$	833,101,689	$	19,369,286	$	33,164,151	$	975,050	$	19,158,075	$	210,503,390	$	1,116,271,641	Fair value, end of period	$	1,238,178	$	150,598	$	26,154	$	39,618	$	1,434	$	72,576	$	73,566	$	1,602,124

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 ~~September 30, 2021,~~March 31, 2022, we had ~~one asset~~seven portfolio companies with investments on non-accrual, the fair value of which was ~~$11.0~~$42.9 million, which comprised ~~0.7%~~1.8% of the total fair value of our portfolio, and the cost of which was ~~$10.1~~$71.3 million, which comprised ~~0.6%~~3.0% of the total cost of our portfolio. As of December 31, ~~2020,~~2021, we had ~~one asset~~two portfolio companies with investments on non-accrual, the fair value of which was ~~$3.0~~$36.0 million, which comprised ~~0.2%~~2.0% of the total fair value of our portfolio, and the cost of which was ~~$3.0~~$50.9 million, which comprised ~~0.2%~~2.9% of the total cost of our portfolio.

A summary of our non-accrual ~~asset~~assets as of ~~September 30, 2021~~March 31, 2022 is provided below:

1888 Industrial Services, LLC

In connection with the Sierra Acquisition, we purchased our debt and equity investments in 1888 Industrial Services, LLC, or 1888. The 1888 first lien senior secured term loan is on non-accrual status and as a result, under U.S. GAAP, we will not recognize interest income on our first lien senior secured term loan in 1888 for financial reporting purposes. As of March 31, 2022, the cost and fair of our first lien senior secured term loan in 1888 was $0.4 million and $0.2 million, respectively.

Black Angus Steakhouse, LLC

In connection with the Sierra Acquisition, we purchased our debt and equity investments in Black Angus Steakhouse, LLC, or Black Angus. The Black Angus PIK term loan is on non-accrual status and as a result, under U.S. GAAP, we will not recognize interest income on our PIK term loan in Black Angus for financial reporting purposes. As of March 31, 2022, both the cost and fair value of our PIK term loan in Black Angus was $9.6 million.

Charming Charlie LLC

In connection with the Sierra Acquisition, we purchased our debt and equity investments in Charming Charlie, LLC, or Charming Charlie. Charming Charlie is on non-accrual status and as a result, under U.S. GAAP, we will not recognize interest income on our debt investments in Charming Charlie for financial reporting purposes. As of March 31, 2022, both the cost and fair value of our debt investments in Charming Charlie was zero.

Custom Alloy Corporation

In connection with the MVC Acquisition, we purchased our debt investment in Custom Alloy Corporation, or Custom Alloy. During the quarter ended December 31, 2021, we placed our debt investment in Custom Alloy on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investment in Custom Alloy for financial reporting purposes. As of March 31, 2022, the cost of our debt investment in Custom Alloy was $46.4 million and the fair value of such investment was $28.6 million.

Holland Acquisition Corp.

In connection with the Sierra Acquisition, we purchased our debt investment in Holland Acquisition Corp., or Holland. Holland is on non-accrual status and as a result, under U.S. GAAP, we will not recognize interest income on our debt investments in Holland for financial reporting purposes. As of March 31, 2022, both the cost and fair value of our debt investments in Holland was zero.

Legal Solutions Holdings

In connection with the MVC Acquisition, we purchased our debt investment in Legal Solutions Holdings, or Legal Solutions. During the quarter ended September 30, 2021, we placed our debt investment in Legal Solutions on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investment in Legal Solutions for financial reporting purposes. As of ~~September 30, 2021,~~March 31, 2022, the cost of our debt investment in Legal Solutions was $10.1 million and the fair value of such investment was ~~$11.0~~zero.

Path Medical LLC

In connection with the Sierra Acquisition, we purchased our debt and equity investments in Path Medical LLC, or Path Medical. Path Medical is on non-accrual status and as a result, under U.S. GAAP, we will not recognize interest income on our debt investments in Path Medical for financial reporting purposes. As of March 31, 2022, both the cost and fair value of our debt investments in Path Medical was $4.6 million.

Results of Operations

~~Three and Nine~~Comparison of the three months ended ~~September 30,~~March 31, 2022 and March 31, 2021 ~~and September 30, 2020~~

Operating results for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ were as follows:


		Three Months Ended		Three Months Ended		Nine Months Ended		Nine Months Ended			Three Months Ended		Three Months Ended
		September 30, 2021		September 30, 2020		September 30, 2021		September 30, 2020
(in thousands)										(in thousands)	March 31, 2022		March 31, 2021

Total investment income	Total investment income	$	34,983,825	$	16,329,142	$	98,730,541	$	51,148,504	Total investment income	$	43,757	$	30,593

Total operating expenses	Total operating expenses	20,101,273		8,368,976		54,934,235		29,365,140		Total operating expenses	24,742		16,237
Net investment income		14,882,552		7,960,166		43,796,306		21,783,364
Net investment income before taxes										Net investment income before taxes	19,015		14,356
Income taxes, including excise tax provision	Income taxes, including excise tax provision	25,533		7,561		7,495		7,561		Income taxes, including excise tax provision	6		(18)
Net investment income after taxes	Net investment income after taxes	14,857,019		7,952,605		43,788,811		21,775,803		Net investment income after taxes	19,009		14,374

Net realized losses		(3,761,700)		(20,506,085)		(1,579,460)		(37,323,454)
Net realized gains (losses)										Net realized gains (losses)	(1,442)		1,839

Net unrealized appreciation	Net unrealized appreciation	3,315,063		55,947,382		23,998,631		1,594,639		Net unrealized appreciation	3,465		6,275

Loss on extinguishment of debt		—		(216,474)		—		(660,066)
Benefit from (provision for) taxes		—		199		(1,290)		17,666
Net increase (decrease) in net assets resulting from operations		$	14,410,382	$	43,177,627	$	66,214,187	$	(14,587,851)

Net increase in net assets resulting from operations										Net increase in net assets resulting from operations	$	21,032	$	22,488

Net increases 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 Nine Months Ended Nine Months Ended
September 30,
2021 September 30,
2020 September 30,
2021 September 30,
2020
Investment income:
Interest income $ 24,622,330 $ 15,217,547 $ 76,655,759 $ 48,187,628
Dividend income 2,866,668 — 3,333,067 2,603
Fee and other income 4,488,346 769,126 9,189,976 2,380,552
Payment-in-kind interest income 3,006,481 342,469 9,551,152 577,090
Interest income from cash — — 587 631
Total investment income $ 34,983,825 $ 16,329,142 $ 98,730,541 $ 51,148,504


	Three Months Ended		Three Months Ended
($ in thousands)	March 31, 2022		March 31, 2021
Investment income:





Total interest income	$	32,069	$	25,214




Total dividend income	7,693		72




Total fee and other income	1,197		2,133




Total payment-in-kind interest income	2,798		3,173
Interest income from cash	—		1
Total investment income	$	43,757	$	30,593

The change in total investment income for the three ~~and nine~~ months ended ~~September 30, 2021,~~March 31, 2022, as compared to the three ~~and nine~~ months ended ~~September 30, 2020,~~March 31, 2021, was primarily due to an increase in the average size of our portfolio and increased dividends from portfolio companies and joint venture investments. The increase in the average size of our portfolio was largely due to the increased middle-market investment opportunities and the investments acquired as part of the Sierra Acquisition; however, as the Sierra Acquisition did not close until late in the first quarter of 2022, we did not receive a full quarter of investment income from the acquired Sierra portfolio. This increase was partial offset by a decrease in payment-in-kind (“PIK”) interest income and a decrease in acceleration of unamortized OID and unamortized loan origination fee income associated with repayments of ~~loans, an increase in payment-in-kind (“PIK”) interest income and dividends from portfolio companies and joint venture investments.~~loans. For the three ~~and nine~~ months ended September 30, 2021, acceleration of unamortized OID income and unamortized loan origination fees totaled $1.9 million and $4.6 million, respectively, as compared to $30,549 and $0.3 million, respectively, for the three and nine months ended September 30, 2020. For the three and nine months ended September 30, 2021, PIK interest income was $3.0 million and $9.6 million respectively, as compared to $0.3 million and $0.6 million, respectively, for the three and nine months ended September 30, 2020. For the three and nine months ended September 30, 2021,March 31, 2022, dividends from portfolio companies and joint venture investments were ~~$2.9~~$7.7 million, ~~and $3.3~~as compared to $0.1 million ~~respectively.~~for the three months ended March 31, 2021. The amount of our outstanding debt investments was ~~$1,407.0~~$2,134.2 million as of ~~September 30, 2021,~~March 31, 2022, as compared to ~~$929.3~~$1,451.9 million as of ~~September 30, 2020.~~March 31, 2021. This increase is in part due to the acquisition of investment assets in the ~~MVC~~Sierra Acquisition. The weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was 7.3% as of ~~September 30, 2021,~~March 31, 2022, as compared to ~~6.2%~~7.2% as of ~~September 30, 2020.~~March 31, 2021. For the three months ended March 31, 2022, PIK interest income was $2.8 million, as compared to $3.2 million for the three months ended March 31, 2021. For the three months ended March 31, 2022, acceleration of unamortized OID income and unamortized loan origination fees totaled $0.2 million, as compared to $0.4 million for the three months ended March 31, 2021.

Operating Expenses


		Three Months Ended		Three Months Ended		Nine Months Ended		Nine Months Ended			Three Months Ended		Three Months Ended
		September 30, 2021		September 30, 2020		September 30, 2021		September 30, 2020
($ in thousands)										($ in thousands)	March 31, 2022		March 31, 2021

Operating expenses:	Operating expenses:									Operating expenses:
Interest and other financing fees	Interest and other financing fees	$	8,103,044	$	3,738,991	$	23,382,201	$	14,367,855	Interest and other financing fees	$	11,661	$	7,285
Base management fees	Base management fees	5,273,797		3,375,262		14,094,419		10,904,422		Base management fees	5,872		3,929
Incentive management fees	Incentive management fees	4,442,607		—		10,674,693		—		Incentive management fees	4,754		2,722

Compensation expenses		—		—		—		48,410

General and administrative expenses	General and administrative expenses	2,281,825		1,254,723		6,782,922		4,044,453		General and administrative expenses	2,455		2,301
Total operating expenses	Total operating expenses	$	20,101,273	$	8,368,976	$	54,934,235	$	29,365,140	Total operating expenses	$	24,742	$	16,237

Interest and Other Financing Fees

Interest and other financing fees during the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 were attributable to borrowings under the February 2019 Credit Facility, the August 2025 Notes, the November Notes, the February Notes and the November 2026 Notes (each as defined below under “Liquidity and Capital Resources”). Interest and other financing fees during the three months ended March 31, 2021 were attributable to borrowings under the February 2019 Credit Facility, the August 2025 Notes, the November Notes and the February Notes (each as defined below under “Liquidity and Capital Resources”). Interest and other financing fees during the three and nine months ended September 30, 2020 were attributable to borrowings under 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”), the February 2019 Credit Facility and our May 2019 $449.3 million term debt securitization (the “Debt Securitization”).Notes. The increase in interest and other financing fees for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 as compared to the three ~~and nine~~ months ended ~~September 30, 2020,~~March 31, 2021, was primarily attributable to the issuance of the ~~August 2025 Notes, the November~~February Notes and the ~~February~~November 2026 Notes and increased borrowings under the February 2019 Credit ~~Facility, partially offset by the repayment of the Debt Securitization and the repayment of the borrowings under the August 2018 Credit~~ Facility.

Base Management Fees

Under the terms of the ~~Amended and Restated~~New Barings BDC 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 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 for additional information regarding the terms of the ~~Amended and Restated~~New Barings BDC Advisory Agreement (and, ~~prior to~~from January 1, 2021 to February 25, 2022, the terms of the ~~Original~~Amended and Restated Advisory Agreement) and the fee arrangements thereunder. For the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022, the amount of Base Management Fee incurred was approximately $5.9 million. For the three months ended March 31, 2021, the amount of Base Management Fee incurred was approximately $5.3 million and $14.1 million, respectively. For the three and nine months ended September 30, 2020, the amount of Base Management Fee incurred was approximately $3.4 million and $10.9 million, respectively.$3.9 million. The increase in the Base Management Fee for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 versus the corresponding ~~2020 periods~~2021 period is primarily related to the average value of gross assets increasing from ~~$981.9~~$1,257.4 million as of the end of the two most recently completed calendar quarters prior to ~~September 30, 2020~~March 31, 2021 to ~~$1,687.6~~$1,879.0 million as of the end of the two most recently completed calendar quarters prior to ~~September 30, 2021.The increase in the Base Management Fee attributable to the increase in our average gross assets was partially offset by a decrease in the Base Management Fee rate.~~March 31, 2022. For both the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021, the Base Management Fee rate was 1.250%. ~~For both the three and nine months ended September 30, 2020, the Base Management Fee rate was 1.375%.~~

Incentive Fee

Under the New Barings BDC Advisory Agreement (and, ~~prior to~~from January 1, 2021 ~~under~~to February 25, 2022, pursuant to 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~~New Barings BDC Advisory Agreement and the fee arrangements thereunder. For the three ~~and nine~~ months ended ~~September 30, 2021,~~March 31, 2022, the amount of income-based fee incurred was ~~$4.4~~$4.8 million, ~~and $10.7~~as compared to $2.7 million ~~respectively. We did not incur any income-based fee~~ for the three ~~or nine~~ months ended ~~September 30, 2020.~~

March 31, 2021.

General and Administrative Expenses

We entered into the Administration Agreement with 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 will reimburse Barings for the costs and expenses incurred by it in performing its obligations and providing personnel and facilities under the Administration 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 for additional information regarding the Administration Agreement. For the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022, the amount of administration expense incurred and invoiced by Barings for expenses was approximately $1.0 million. For the three months ended March 31, 2021, the amount of administration expense incurred and invoiced by Barings for expenses was approximately $0.8 million and $1.8 million, respectively. For the three and nine months ended September 30, 2020, the amount of administration expense incurred and invoiced by the Adviser for expenses was approximately $0.3 million and $0.9 million, respectively.$0.5 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, valuation and accounting expenses.

Net Realized Gains (Losses)

Net realized gains (losses) during the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ were as follows:


		Three Months Ended		Three Months Ended		Nine Months Ended		Nine Months Ended			Three Months Ended		Three Months Ended
		September 30, 2021		September 30, 2020		September 30, 2021		September 30, 2020
($ in thousands)										($ in thousands)	March 31, 2022		March 31, 2021

Net realized gain (losses):	Net realized gain (losses):									Net realized gain (losses):
Non-Control / Non-Affiliate investments	Non-Control / Non-Affiliate investments	$	950,286	$	(19,477,823)	$	4,394,339	$	(36,233,667)	Non-Control / Non-Affiliate investments	$	(250)	$	2,891
Affiliate investments	Affiliate investments	(24,300)		—		(100,931)		—		Affiliate investments	101		(77)

Net realized gains (losses) on investments	Net realized gains (losses) on investments	925,986		(19,477,823)		4,293,408		(36,233,667)		Net realized gains (losses) on investments	(149)		2,814
Foreign currency transactions	Foreign currency transactions	(4,687,686)		(1,028,262)		(5,872,868)		(1,089,787)		Foreign currency transactions	(1,293)		(975)
Net realized gains (losses)	Net realized gains (losses)	$	(3,761,700)	$	(20,506,085)	$	(1,579,460)	$	(37,323,454)	Net realized gains (losses)	$	(1,442)	$	1,839

InDuring the three months ended ~~September 30, 2021,~~March 31, 2022, we recognized net realized losses totaling ~~$3.8~~$1.4 million, which consisted primarily of a net loss on foreign currency transactions of ~~$4.7~~$1.3 million. During the three months ended March 31, 2021, we recognized net realized gains totaling $1.8 million, ~~partially offset by~~which consisted primarily of a net gain on our loan portfolio of ~~$0.9 million. In the nine months ended September 30, 2021, we recognized net realized losses totaling $1.6~~$2.8 million ~~which consisted primarily of~~partially offset by a net loss on foreign currency transactions of ~~$5.9 million, partially offset by a net gain on our loan portfolio of $4.3~~$1.0 million.

~~In the three months ended September 30, 2020, we recognized net realized losses totaling $20.5 million, which consisted~~

~~primarily of a net loss on our loan portfolio of $19.5 million and a net loss on foreign currency transactions of~~

~~$1.0 million. In the nine months ended September 30, 2020, we recognized net realized losses totaling $37.3 million, which~~

~~consisted primarily of a net loss on our loan portfolio of $36.5 million and a net loss on foreign currency transactions of $1.1~~

~~million, partially offset by $0.2 million in escrow distributions we received from legacy portfolio companies, which were~~

~~recognized as realized gains.~~

Net Unrealized Appreciation (Depreciation)

Net unrealized appreciation (depreciation) during the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ was as follows:


		Three Months Ended		Three Months Ended		Nine Months Ended		Nine Months Ended			Three Months Ended		Three Months Ended
		September 30, 2021		September 30, 2020		September 30, 2021		September 30, 2020
($ in thousands)										($ in thousands)	March 31, 2022		March 31, 2021

Net unrealized appreciation (depreciation):	Net unrealized appreciation (depreciation):									Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments	Non-Control / Non-Affiliate investments	$	(8,353,775)	$	56,467,202	$	1,307,673	$	2,522,789	Non-Control / Non-Affiliate investments	$	(28,587)	$	5,357
Affiliate investments	Affiliate investments	(323,174)		1,624,230		9,208,817		828,262		Affiliate investments	12,996		2,445
Control investments	Control investments	1,115,148		—		(1,486,760)		—		Control investments	14,644		(3,969)
Net unrealized appreciation (depreciation) on investments	Net unrealized appreciation (depreciation) on investments	(7,561,801)		58,091,432		9,029,730		3,351,051		Net unrealized appreciation (depreciation) on investments	(947)		3,833
Credit support agreement		—		—		700,006		—
Credit support agreements										Credit support agreements	(400)		(1,600)
Foreign currency transactions	Foreign currency transactions	10,876,864		(2,144,050)		14,268,895		(1,756,412)		Foreign currency transactions	4,812		4,042
Net unrealized appreciation (depreciation)		$	3,315,063	$	55,947,382	$	23,998,631	$	1,594,639
Net unrealized appreciation										Net unrealized appreciation	$	3,465	$	6,275

During the three months ended ~~September 30, 2021,~~March 31, 2022, we recorded net unrealized appreciation totaling $3.3 million, consisting of net unrealized appreciation related to foreign currency transactions of $10.9 million, partially offset by net unrealized depreciation on our current portfolio of $4.7 million and unrealized depreciation reclassification adjustments of $2.9

million related to the net realized gains on the sales / repayments of certain investments. The net unrealized depreciation on our current portfolio of $4.7 million was driven primarily by the impact of foreign currency exchange rates on investments of $6.9 million and the credit or fundamental performance of investments of $0.2 million, partially offset by broad market moves for investments of $2.4 million.

~~During the nine months ended September 30, 2021, we recorded net unrealized appreciation totaling $24.0~~$3.5 million, consisting of net unrealized appreciation on our current portfolio of ~~$13.8~~$0.1 million and net unrealized appreciation related to foreign currency transactions of ~~$14.3~~$4.8 million, ~~and~~net of unrealized ~~appreciation~~depreciation of ~~$0.7~~$0.4 million on the MVC credit support agreement with Barings and net of unrealized depreciation reclassification adjustments of ~~$4.7~~$1.0 million related to the net realized gains on the sales / repayments of certain investments. The net unrealized appreciation on our current portfolio of ~~$13.8~~$0.1 million was driven primarily by ~~broad market moves for investments of $24.0 million and the~~ credit or fundamental performance of investments of ~~$1.9~~$27.8 million, partially offset by the impact of foreign currency exchange rates on investments of ~~$12.1~~$4.7 million and broad market moves for investments of $23.1 million.

During the three months ended ~~September 30, 2020,~~March 31, 2021, we recorded net unrealized appreciation totaling ~~$55.9~~$6.3 million, consisting of net unrealized appreciation on our current portfolio of ~~$29.7~~$6.4 million and net unrealized appreciation related to foreign currency transactions of $4.0 million, net of unrealized depreciation of $1.6 million on the MVC credit support agreement with Barings and net of unrealized depreciation reclassification adjustments of ~~$28.4~~$2.6 million related to the net realized ~~losses~~gains on the sales / repayments of certain ~~investments, net of net unrealized depreciation related to foreign currency transactions of $2.1 million.~~investments. The net unrealized appreciation on our current portfolio of ~~$29.7~~$6.4 million was driven primarily by broad market moves for investments of $13.8 million, partially offset by depreciation from the credit or fundamental performance of ~~middle-market debt~~ investments of ~~$1.1~~$3.0 million and the impact of foreign currency exchange rates on ~~middle-market debt~~ investments of ~~$1.9 million and the broad market moves for the entire investment portfolio of $26.7~~$4.4 million.

During the nine months ended September 30, 2020, we recorded net unrealized appreciation totaling $1.6 million, consisting of net unrealized appreciation reclassification adjustments of $51.4 million related to the net realized losses on the sales / repayments of certain investments, partially offset by net unrealized depreciation on our current portfolio of $48.1 million and net unrealized depreciation related to foreign currency transactions of $1.8 million. The net unrealized depreciation on our current portfolio of $48.1 million was driven primarily by the credit or fundamental performance of middle-market debt investments of $4.2 million and broad market moves for the entire investment portfolio of $45.7 million, partially offset by the impact of foreign currency exchange rates on middle-market debt investments of $1.9 million.

~~Liquidity and Capital Resources~~

We believe that our current cash and cash equivalents on hand, our short-term investments, our available borrowing capacity under 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”) 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 and Capital Resources” section should be read in conjunction with “COVID-19 Developments” above, as well as with the notes to our Unaudited Consolidated Financial Statements.

~~Cash Flows~~

For the nine months ended September 30, 2021, we experienced a net decrease in cash in the amount of $51.1 million. During that period, our operating activities used $115.9 million in cash, consisting primarily of purchases of portfolio investments of $816.8 million and purchases of short-term investments of $297.6 million, partially offset by proceeds from sales or repayments of portfolio investments totaling $648.3 million and sales of short-term investments of $313.1 million. In addition, our financing activities provided $64.8 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 $45.8 million and dividends paid in the amount of $39.2 million. As of September 30, 2021, we had $41.4 million of cash and foreign currencies on hand.

For the nine months ended September 30, 2020, we experienced a net decrease in cash in the amount of $7.2 million. During that period, our operating activities provided $4.8 million in cash, consisting primarily of proceeds from sales or repayments of portfolio investments totaling $417.0 million and sales of short-term investments of $583.2 million, partially offset by purchases of portfolio investments of $316.7 million and purchases of short-term investments of $697.1 million. In addition, our financing activities used $12.0 million of cash, consisting primarily of repayments of the Debt Securitization of $139.9 million, share repurchases of $7.1 million and dividends paid in the amount of $23.2 million, partially offset by net borrowings under the August 2018 Credit Facility and the February 2019 Credit Facility of $108.7 million and net proceeds from the August 2025 Notes issuance of $49.5 million. As of September 30, 2020, we had $14.8 million of cash on hand.

~~Financing Transactions~~

~~February 2019 Credit Facility~~

On February 21, 2019, we 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 by 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, Barings BDC Senior Funding I, LLC became a subsidiary guarantor and its assets 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 our election, on a per annum basis equal to (i) the applicable base rate plus 1.00% (or 1.25% if we no longer maintain an investment grade credit rating), (ii) the applicable LIBOR rate plus 2.00% (or 2.25% if we 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 2.00% (or 2.25% if we 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% if 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) 1.0%. The applicable LIBOR and currency rates depend on the currency and term of the draw under the February 2019 Credit Facility, and cannot be less than zero.

In addition, we pay a commitment fee of (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 (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 September 30, 2021, we were in compliance with all covenants under the February 2019 Credit Facility and had U.S. dollar borrowings of $382.0 million outstanding under the February 2019 Credit Facility with an interest rate of 2.125% (one month LIBOR of 0.125%), borrowings denominated in Swedish kronas of 12.8kr million ($1.5 million U.S. dollars) with an interest rate of 2.000% (one month STIBOR of 0.000%), borrowings denominated in British pounds sterling of £68.3 million ($92.1 million U.S. dollars) with an interest rate of 2.063% (one month GBP LIBOR of 0.063%), borrowings denominated in Australian dollars of A$36.6 million ($26.4 million U.S. dollars) with an interest rate of 2.250% (one month AUD Screen Rate of 0.250%) and borrowings denominated in Euros of €138.6 million ($160.6 million U.S. dollars) with an interest rate of 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 September 30, 2021, the total fair value of the borrowings outstanding under the February 2019 Credit Facility was $662.7 million. See Note 5 to our Unaudited Consolidated Financial Statements for additional information regarding the February 2019 Credit Facility.

~~August 2025~~November Notes

On ~~August 3,~~November 4, 2020, wethe Company entered into a Note Purchase Agreement (the ~~“August~~“November 2020 NPA”) ~~with Massachusetts Mutual Life Insurance Company~~ governing the issuance of (1) ~~$50.0~~$62.5 million in aggregate principal amount of Series AB senior unsecured notes due ~~August~~November 2025 (the “Series ~~A Notes due 2025”~~B Notes”) with a fixed interest rate of ~~4.66%~~4.25% per year and (2) ~~up to $50.0~~$112.5 million in aggregate principal amount of ~~additional~~Series C senior unsecured notes due ~~August 2025 with a fixed interest rate per year to be determined~~November 2027 (the ~~“Additional~~“Series C Notes” and, collectively with the Series AB Notes, ~~due 2025,~~ the ~~“August 2025~~“November Notes”), with a fixed interest rate of 4.75% per year, in each case, to qualified institutional investors in a private placement. ~~An aggregate principal amount~~Each stated interest rate is subject to a step up of ~~$25.0 million~~(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 AB 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~~November 4, 2025, and the Series C Notes will mature on November 4, 2027 unless redeemed, purchased or prepaid prior to such date by usthe Company in accordance with their terms. Interest on the ~~August 2025~~November Notes is due semiannually in

~~March~~ May and ~~September,~~November, beginning in ~~March~~May 2021. In addition, ~~we are~~the Company is obligated to offer to repay the ~~August 2025~~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 ~~August~~November 2020 NPA, wethe Company may redeem the ~~August 2025~~Series B Notes and the Series C Notes in whole or in part at any time or from time to time at ~~our~~the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before ~~November 3, 2024,~~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.~~premium. The ~~August 2025~~November Notes are guaranteed by certain of ~~our~~the Company’s subsidiaries, and are ~~our~~the Company's general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by ~~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.~~Company.

The ~~August~~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~~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~~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 ~~August 2025~~November Notes at the time outstanding may declare all ~~August 2025~~November Notes then outstanding to be immediately due and payable. As of ~~September 30, 2021, we were~~March 31, 2022, the Company was in compliance with all covenants under the ~~August~~November 2020 NPA.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The ~~August 2025~~November Notes were offered in reliance on Section 4(a)(2) of the Securities ~~Act of 1933, as amended (the “Securities Act”).~~Act. The ~~August 2025~~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 ~~September 30,~~March 31, 2022 and December 31, 2021, the fair value of the outstanding ~~August 2025~~Series B Notes was ~~$50.0 million.~~$61.1 million and $64.1 million, respectively. As of March 31, 2022 and December 31, 2021, the fair value of the outstanding Series C Notes was $109.0 million and $115.3 million, respectively. The fair value ~~determination~~determinations of the ~~August 2025~~Series B Notes ~~was~~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

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, 2022, the Company was in compliance with all covenants under the February 2021 NPA.

As of March 31, 2022 and December 31, 2021, the fair value of the outstanding Series D Notes were $75.5 million and $79.2 million, respectively. As of March 31, 2022 and December 31, 2021, the fair value of the outstanding Series E Notes was $65.2 million and $68.7 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.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

November 2026 Notes

6. DERIVATIVE INSTRUMENTS

MVC 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 MVC 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 MVC Credit Support Agreement. Net unrealized appreciation or depreciation on the MVC Credit Support Agreement is included in "Net unrealized appreciation (depreciation) - credit support agreements" in the Company’s Unaudited Consolidated Statements of Operations.

The following tables present the fair value and aggregate unrealized depreciation of the MVC Credit Support Agreement as of March 31, 2022 and December 31, 2021:


As of March 31, 2022 Description ($ in thousands)	Counter Party	Settlement Date	Notional Amount		Value		Unrealized Appreciation (Depreciation)
MVC Credit Support Agreement	Barings LLC	01/01/31	$	23,000	$	15,000	$	1,400

Total MVC Credit Support Agreement							$	1,400


As of December 31, 2021 Description ($ in thousands)	Counter Party	Settlement Date	Notional Amount		Value		Unrealized Appreciation (Depreciation)
MVC Credit Support Agreement	Barings LLC	01/01/31	$	23,000	$	15,400	$	1,800

Total MVC Credit Support Agreement							$	1,800

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

As of March 31, 2022 and December 31, 2021, the fair value of the MVC Credit Support Agreement was $15.0 million and $15.4 million, respectively, and is included in "Credit support agreements" in the accompanying Unaudited and Audited Consolidated Balance Sheets. The fair value of the MVC 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 MVC Reference Portfolio, which are all Level 3 inputs.

Sierra Credit Support Agreement

The following table presents the fair value and aggregate unrealized depreciation of the Sierra Credit Support Agreement as of March 31, 2022:


As of March 31, 2022 Description ($ in thousands)	Counter Party	Settlement Date	Notional Amount		Value		Unrealized Appreciation (Depreciation)
Sierra Credit Support Agreement	Barings LLC	04/01/32	$	100,000	$	44,400	$	—

Total Sierra Credit Support Agreement							$	—

Foreign Currency Forward Contracts

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The following tables present the Company's foreign currency forward contracts as of March 31, 2022 and December 31, 2021:

As of March 31, 2022

Description

($ in thousands)

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)

A$67,436

$50,505

04/08/22

138

Prepaid expenses and other assets

Foreign currency forward contract (AUD)

$22,755

A$31,386

04/08/22

(815)

Derivative liability

Foreign currency forward contract (AUD)

$19,490

A$27,000

04/08/22

(787)

Derivative liability

Foreign currency forward contract (AUD)

$6,494

A$9,050

04/08/22

(302)

Derivative liability

Foreign currency forward contract (AUD)

$51,174

A$68,223

07/07/22

(146)

Derivative liability

Foreign currency forward contract (CAD)

C$3,203

$2,559

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (CAD)

$2,506

C$3,203

04/08/22

(58)

Derivative liability

Foreign currency forward contract (CAD)

$2,549

C$3,190

07/07/22

(5)

Derivative liability

Foreign currency forward contract (CAD)

$49

C$61

07/07/22

—

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

2,116kr.

$315

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

$323

2,116kr.

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

$323

2,159kr.

07/07/22

(1)

Derivative liability

Foreign currency forward contract (EUR)

€2,000

$2,215

04/01/22

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

€86,555

$96,092

04/08/22

225

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

€5,020

$5,701

04/08/22

(116)

Derivative liability

Foreign currency forward contract (EUR)

$25,366

€23,000

04/08/22

(228)

Derivative liability

Foreign currency forward contract (EUR)

$8,514

€7,500

04/08/22

168

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$69,071

€61,075

04/08/22

1,109

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$95,469

€85,835

07/07/22

(400)

Derivative liability

Foreign currency forward contract (NZD)

NZ$11,600

$8,026

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (NZD)

$7,995

NZ$11,600

04/08/22

(74)

Derivative liability

Foreign currency forward contract (NZD)

$8,151

NZ$11,801

07/07/22

(44)

Derivative liability

Foreign currency forward contract (GBP)

$13,131

£10,000

04/01/22

(35)

Derivative liability

Foreign currency forward contract (GBP)

£8,819

$11,521

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

$5,642

£4,220

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

$6,122

£4,599

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

$12,612

£9,656

07/07/22

(97)

Derivative liability

Foreign currency forward contract (GBP)

£10,000

$13,128

07/07/22

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

1,875kr

$201

04/08/22

—

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

$207

1,875kr

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

$213

1,976kr

07/07/22

—

Derivative liability

Total

(1,120)

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

As of December 31, 2021

Description

($ in thousands)

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)

A$31,601

$22,849.503

01/06/22

126

Prepaid expenses and other assets

Foreign currency forward contract (AUD)

A$2,099

$1,508

01/06/22

Prepaid expenses and other assets

Foreign currency forward contract (AUD)

$20,727

A$28,700

01/06/22

(139)

Derivative liability

Foreign currency forward contract (AUD)

$3,580

A$5,000

04/08/22

(55)

Derivative liability

Foreign currency forward contract (AUD)

$18,247

A$25,385.697

04/08/22

(215)

Derivative liability

Foreign currency forward contract (CAD)

C$3,230

$2,528

01/06/22

Prepaid expenses and other assets

Foreign currency forward contract (CAD)

C$3,000

$2,425

01/06/22

(50)

Derivative liability

Foreign currency forward contract (CAD)

$4,881

C$6,230

01/06/22

(51)

Derivative liability

Foreign currency forward contract (CAD)

$2,506

C$3,203

04/08/22

(29)

Derivative liability

Foreign currency forward contract (DKK)

2,142.838kr.

$326

01/06/22

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

$335

2,142.838kr.

01/06/22

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

$323

2,115.99kr.

04/08/22

(1)

Derivative liability

Foreign currency forward contract (EUR)

€52,582.593

$59,524

01/06/22

275

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

€5,020

$5,701.2739

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$24,722

€21,500

01/06/22

271

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$14,563

€12,900

01/06/22

(108)

Derivative liability

Foreign currency forward contract (EUR)

$20,655

€18,182.593

01/06/22

(23)

Derivative liability

Foreign currency forward contract (EUR)

$60,413

€53,264.857

04/08/22

(282)

Derivative liability

Foreign currency forward contract (EUR)

$1,130

€1,000

04/08/22

(10)

Derivative liability

Foreign currency forward contract (EUR)

$8,514

€7,500

04/08/22

(32)

Derivative liability

Foreign currency forward contract (GBP)

£9,900

$13,219.519

01/06/22

190

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

$13,348.815

£9,900

01/06/22

(60)

Derivative liability

Foreign currency forward contract (GBP)

$6,121.622

£4,598.707

04/08/22

(104)

Derivative liability

Foreign currency forward contract (SEK)

1,791.942kr

$198

01/07/22

—

Derivative liability

Foreign currency forward contract (SEK)

$204

1,791.942kr

01/07/22

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

$207

1,874.724kr

04/08/22

—

Prepaid expenses and other assets

Total

(217)

As of March 31, 2022 and December 31, 2021, the total fair value of the Company's foreign currency forward contracts was $(1.1) million and $(0.2) million, 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.

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. As of March 31, 2022, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of March 31, 2022 and December 31, 2021 were as follows:


Portfolio Company ($ in thousands)	Investment Type	March 31, 2022		December 31, 2021
1888 Industrial Services, LLC(1)(2)	Revolver	$	314	$	—
Acclime Holdings HK Limited(1)	Delayed Draw Term Loan	1,179		1,179
Acclime Holdings HK Limited(1)	Delayed Draw Term Loan	110		110
Air Comm Corporation, LLC(1)	Delayed Draw Term Loan	11		11
Air Comm Corporation, LLC(1)	Delayed Draw Term Loan	1,448		1,448
Amtech Software(1)	Delayed Draw Term Loan	1,527		2,727
Amtech Software(1)	Revolver	682		682
AnalytiChem Holding GmbH(1)(2)(3)	Delayed Draw Term Loan	6,073		6,207
Aquavista Watersides 2 LTD(1)(2)(4)	Bridge Revolver	489		503
Aquavista Watersides 2 LTD(1)(2)(4)	Acquisition Facility	3,059		3,147
Astra Bidco Limited(1)(2)(4)	Delayed Draw Term Loan	959		2,571
Avance Clinical Bidco Pty Ltd(1)(5)	Delayed Draw Term Loan	1,435		3,497
Azalea Buyer, Inc.(1)	Delayed Draw Term Loan	962		962
Azalea Buyer, Inc.(1)	Revolver	481		481
Bariacum S.A(1)(2)(3)	Acquisition Facility	2,114		2,161
Beyond Risk Management, Inc.(1)(2)	Delayed Draw Term Loan	2,573		2,573
BigHand UK Bidco Limited(1)(2)(4)	Acquisition Facility	—		378
Black Angus Steakhouses, LLC(1)	Acquisition Facility	417		—
Bounteous, Inc.(1)	Delayed Draw Term Loan	2,840		2,840
Brightpay Limited(1)(2)(3)	Delayed Draw Term Loan	241		432
Brightpay Limited(1)(2)(3)	Delayed Draw Term Loan	141		144
BrightSign LLC(1)	Revolver	1,329		1,329
British Engineering Services Holdco Limited(1)(2)(4)	Bridge Revolver	—		613
Brook & Whittle Holding Corp.(1)	Delayed Draw Term Loan	852		—
CAi Software, LLC(1)	Revolver	943		943
Canadian Orthodontic Partners Corp.(1)(2)(6)	Acquisition Facility	120		167
Centralis Finco S.a.r.l.(1)(3)	Acquisition Facility	451		461
Ceres Pharma NV(1)(2)(3)	Delayed Draw Term Loan	2,103		2,149
CGI Parent, LLC(1)(2)	Revolver	1,212		—
Classic Collision (Summit Buyer, LLC)(1)(2)	Delayed Draw Term Loan	309		393
Coastal Marina Holdings, LLC(1)(2)	PIK Tranche B Term Loan	1,311		1,311
Coastal Marina Holdings, LLC(1)(2)	Tranche A Term Loan	3,576		3,576
Command Alkon (Project Potter Buyer, LLC)(1)	Delayed Draw Term Loan	6,018		6,018
Coyo Uprising GmbH(1)(2)(3)	Delayed Draw Term Loan	874		894
Crash Champions, LLC(1)	Delayed Draw Term Loan	379		5,420
CSL Dualcom(1)(4)	Acquisition Term Loan	970		998
Dart Buyer, Inc.(1)	Delayed Draw Term Loan	1,163		2,431
DecksDirect, LLC(1)	Revolver	58		218
DreamStart Bidco SAS(1)(3)	Acquisition Facility	604		617
Dune Group(1)(3)	Delayed Draw Term Loan	650		665
Dwyer Instruments, Inc.(1)	Delayed Draw Term Loan	692		692

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)


Portfolio Company ($ in thousands)	Investment Type	March 31, 2022	December 31, 2021
Eclipse Business Capital, LLC(1)	Revolver	10,909	11,818
EMI Porta Holdco LLC(1)	Delayed Draw Term Loan	11,212	12,458
EMI Porta Holdco LLC(1)	Revolver	2,361	2,966
EPS NASS Parent, Inc.(1)	Delayed Draw Term Loan	583	583
eShipping, LLC(1)	Delayed Draw Term Loan	1,650	2,548
eShipping, LLC(1)	Revolver	824	1,232
Events Software BidCo Pty Ltd(1)(5)	Delayed Draw Term Loan	481	—
F24 (Stairway BidCo GmbH)(1)(2)(3)	Delayed Draw Term Loan	396	405
Fineline Technologies, Inc.(1)	Delayed Draw Term Loan	180	180
Finexvet(1)(3)	Acquisition Facility	967	—
FragilePak LLC(1)(2)	Delayed Draw Term Loan	2,354	2,354
Heartland Veterinary Partners, LLC(1)	Delayed Draw Term Loan	657	657
Heavy Construction Systems Specialists, LLC(1)	Revolver	2,632	2,632
HW Holdco, LLC (Hanley Wood LLC)(1)(2)	Delayed Draw Term Loan	913	1,563
IGL Holdings III Corp.(1)	Delayed Draw Term Loan	1,217	1,217
Innovad Group II BV(1)(2)(3)	Delayed Draw Term Loan	1,785	1,825
INOS 19-090 GmbH(1)(2)(3)	Acquisition Facility	2,481	2,535
ITI Intermodal, Inc.(1)	Delayed Draw Term Loan	103	103
ITI Intermodal, Inc.(1)	Revolver	124	124
Jaguar Merger Sub Inc.(1)(2)	Delayed Draw Term Loan	1,781	1,961
Jaguar Merger Sub Inc.(1)(2)	Revolver	490	490
Jocassee Partners LLC	Joint Venture	15,000	20,000
Jon Bidco Limited(1)(2)(7)	Capex & Acquisition Facility	1,585	—
Jones Fish Hatcheries & Distributors LLC(1)	Revolver	418	—
Kano Laboratories LLC(1)(2)	Delayed Draw Term Loan	153	153
Kano Laboratories LLC(1)(2)	Delayed Draw Term Loan	2,830	4,544
Kemmerer Operations LLC(1)	Delayed Draw Term Loan	908	—
LAF International(1)(2)(3)	Acquisition Facility	178	341
Lambir Bidco Limited(1)(2)(3)	Bridge Revolver	920	941
Lambir Bidco Limited(1)(2)(3)	Delayed Draw Term Loan	1,841	1,881
LeadsOnline, LLC(1)	Revolver	2,603	—
Lifestyle Intermediate II, LLC(1)	Revolver	2,500	—
LivTech Purchaser, Inc.(1)	Delayed Draw Term Loan	34	82
Marmoutier Holding B.V.(1)(2)(3)	Delayed Draw Term Loan	396	405
Marmoutier Holding B.V.(1)(2)(3)	Revolver	159	162
Marshall Excelsior Co.(1)(2)	Revolver	1,047	—
MC Group Ventures Corporation(1)	Delayed Draw Term Loan	817	817
Modern Star Holdings Bidco Pty Limited(1)(5)	Capex Term Loan	1,072	1,038
Murphy Midco Limited(1)(4)	Delayed Draw Term Loan	648	2,617
Narda Acquisitionco., Inc.(1)	Revolver	1,311	1,311
Navia Benefit Solutions, Inc.(1)	Delayed Draw Term Loan	1,261	1,261
Nexus Underwriting Management Limited(1)(2)(4)	Revolver	101	103
Nexus Underwriting Management Limited(1)(2)(4)	Acquisition Facility	526	541
Novotech Aus Bidco Pty Ltd(1)	Capex & Acquisition Facility	809	—
OA Buyer, Inc.(1)	Revolver	1,331	1,331
OAC Holdings I Corp(1)	Revolver	685	—
OG III B.V.(1)(2)(3)	Acquisition CapEx Facility	671	686

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)


Portfolio Company ($ in thousands)	Investment Type	March 31, 2022	December 31, 2021
Omni Intermediate Holdings, LLC(1)(2)	Delayed Draw Term Loan	—	817
Omni Intermediate Holdings, LLC(1)(2)	Delayed Draw Term Loan	2,289	4,357
OSP Hamilton Purchaser, LLC(1)	Revolver	187	187
Pacific Health Supplies Bidco Pty Limited(1)(2)(5)	CapEx Term Loan	1,325	1,283
PDQ.Com Corporation(1)	Delayed Draw Term Loan	—	289
PDQ.Com Corporation(1)	Delayed Draw Term Loan	7,753	10,948
Polara Enterprises, L.L.C.(1)(2)	Revolver	545	545
Policy Services Company, LLC(1)(2)	Delayed Draw Term Loan	3,772	6,944
Premium Invest(1)(2)(3)	Acquisition Facility	1,892	1,933
ProfitOptics, LLC(1)	Revolver	484	—
Protego Bidco B.V.(1)(2)(3)	Delayed Draw Term Loan	826	844
QPE7 SPV1 BidCo Pty Ltd(1)(2)(5)	Acquisition Term Loan	—	373
RA Outdoors, LLC(1)	Revolver	741	—
Rep Seko Merger Sub LLC(1)	Delayed Draw Term Loan	1,305	1,455
Reward Gateway (UK) Ltd(1)(2)(4)	Acquisition Facility	657	1,061
Riedel Beheer B.V.(1)(2)(3)	Revolver	—	230
Riedel Beheer B.V.(1)(2)(3)	Delayed Draw Term Loan	150	153
Scaled Agile, Inc.(1)(2)	Delayed Draw Term Loan	416	416
Scaled Agile, Inc.(1)(2)	Revolver	336	336
Security Holdings B.V.(1)(2)(3)	Delayed Draw Term Loan	2,225	2,274
Security Holdings B.V.(1)(2)(3)	Revolver	1,113	1,137
Smartling, Inc.(1)	Delayed Draw Term Loan	1,978	2,353
Smartling, Inc.(1)	Revolver	1,176	1,176
Smile Brands Group, Inc.(1)(2)	Delayed Draw Term Loan	418	655
Springbrook Software (SBRK Intermediate, Inc.)(1)(2)	Delayed Draw Term Loan	2,372	2,373
SSCP Pegasus Midco Limited(1)(4)	Delayed Draw Term Loan	5,105	5,251
Superjet Buyer, LLC(1)	Revolver	1,825	1,825
Syntax Systems Ltd(1)(2)	Revolver	448	569
Syntax Systems Ltd(1)(2)	Delayed Draw Term Loan	1,933	1,933
Tank Holding Corp(1)	Revolver	873	—
Techone B.V.(1)(2)(3)	Delayed Draw Term Loan	1,586	1,621
Techone B.V.(1)(2)(3)	Revolver	423	432
Tencarva Machinery Company, LLC(1)	Delayed Draw Term Loan	886	886
Tencarva Machinery Company, LLC(1)	Revolver	1,128	1,129
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)	Delayed Draw Term Loan	2,811	2,811
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)	Revolver	827	827
The Hilb Group, LLC(1)	Delayed Draw Term Loan	2,529	2,773
Thermacell Repellents, Inc.(1)	Revolver	605	—
Transit Technologies LLC(1)(2)	Delayed Draw Term Loan	—	1,857
Truck-Lite Co., LLC(1)	Delayed Draw Term Loan	4,540	4,540
Turbo Buyer, Inc.(1)	Delayed Draw Term Loan	1,339	2,070
Turbo Buyer, Inc.(1)	Delayed Draw Term Loan	2,250	—
USLS Acquisition, Inc.(f/k/a US Legal Support, Inc.)(1)(2)	Delayed Draw Term Loan	3,820	—
Victoria Bidco Limited(1)(2)(4)	Delayed Draw Term Loan	458	—
Waccamaw River, LLC(2)	Joint Venture	4,580	11,280
W2O Holdings, Inc.(1)	Delayed Draw Term Loan	3,831	3,832
West Dermatology, LLC(1)	Revolver	552	—

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)


Portfolio Company ($ in thousands)	Investment Type	March 31, 2022		December 31, 2021
West Dermatology, LLC(1)	Delayed Draw Term Loan	3,352		—
West Dermatology, LLC(1)	PIK Delayed Draw Term Loan	144		—
Woodland Foods, Inc.(1)	Revolver	1,734		2,070
ZB Holdco LLC(1)	Revolver	845		—
ZB Holdco LLC(1)	Delayed Draw Term Loan	1,352		—
Zeppelin Bidco Limited(1)(2)(4)	Capex / Acquisition Facility	3,472		—
Zeppelin Bidco Limited(1)(2)(4)	Revolver	579		—
Total unused commitments to extend financing		$	220,360	$	234,658

(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.

(3)Actual commitment amount is denominated in Euros. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(4)Actual commitment amount is denominated in British pounds sterling.Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(5)Actual commitment amount is denominated in Australian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(6)Actual commitment amount is denominated in Canadian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(7)Actual commitment amount is denominated in New Zealand dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

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, 2022 and December 31, 2021, the Company had guaranteed €9.9 million ($11.0 million U.S. dollars and $11.3 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 foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

COVID-19 Developments

During the three months ended March 31, 2022, the Coronavirus and the COVID-19 pandemic continued to have a significant impact on the U.S and 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.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

8. FINANCIAL HIGHLIGHTS

The following is a schedule of financial highlights for the three months ended March 31, 2022 and 2021:


	Three Months Ended March 31,
($ in thousands, except share and per share amounts)	2022			2021
Per share data:
Net asset value at beginning of period	$	11.36		$	10.99
Net investment income(1)	0.23			0.22
Net realized gain (loss) on investments / foreign currency transactions(1)	(0.02)			0.03
Net unrealized appreciation on investments / CSA / foreign currency transactions(1)	0.04			0.10
Total increase (decrease) from investment operations(1)	0.25			0.35
Dividends/distributions paid to stockholders from net investment income	(0.23)			(0.19)



Common stock offering	(0.60)			—
Deemed contribution - CSA	0.54			—
Deemed contribution - Barings LLC	0.34			—



Other	0.20			(0.01)
Net asset value at end of period	$	11.86		$	11.14
Market value at end of period(2)	$	10.34		$	9.98
Shares outstanding at end of period	111,095,334			65,316,085
Net assets at end of period	$	1,317,556		$	727,883
Average net assets	$	929,432		$	727,273
Ratio of total expenses, including loss on extinguishment of debt and provision for taxes, to average net assets (annualized)(3)	10.65		%	8.92		%

Ratio of net investment income to average net assets (annualized)	8.18		%	7.91		%
Portfolio turnover ratio (annualized)(4)	8.81		%	16.82		%
Total return(5)	(4.16)		%	10.54		%

(1)Weighted average per share data—basic and diluted; per share data was derived by using the weighted average shares outstanding during the applicable period.

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

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

(4)Portfolio turnover ratio as of March 31, 2022 and 2021 excludes the impact of short-term investments. Portfolio ratio as of March 31, 2022 excludes the impact of the Sierra Acquisition.

9. SIERRA ACQUISITION

On February 25, 2022, the Company completed the Sierra Acquisitionpursuant to the terms and conditions of that certain Agreement and Plan of Merger (the “Sierra Merger Agreement”), dated as of September 21, 2021, by and among the Company, Mercury Acquisition Sub, Inc., a Maryland corporation and a direct wholly owned subsidiary of the Company (“Sierra Acquisition Sub”), Sierra Income Corporation, a Maryland corporation (“Sierra”), and Barings. To effect the acquisition, Sierra Acquisition Sub merged with and into Sierra, with Sierra surviving the merger as the Company’s wholly owned subsidiary (the “First Sierra Merger”). Immediately thereafter, Sierra merged with and into the Company, with the Company as the surviving company (the “Second Sierra Merger” and, together with the First Sierra Merger, the “Sierra Merger”). The Merger has been treated as a “reorganization” within the meaning of Section 368(a)(1)(A) of the Code.

Pursuant to the Sierra Merger Agreement, Sierra stockholders received the right to the following merger consideration in exchange for each share of Sierra common stock issued and outstanding immediately prior to the effective time of the First Sierra Merger (excluding any shares cancelled pursuant to the Sierra Merger Agreement): (i) approximately $0.9783641 per share in cash, without interest, from Barings and (ii) 0.44973 of a validly issued, fully paid and non-assessable share of the Company’s common stock. The Company issued approximately 45,986,926 shares of its common stock to Sierra’s former stockholders in connection with the Sierra Merger, thereby resulting in the Company’s then-existing stockholders owning approximately 58.7% of the combined company and Sierra’s former stockholders owning approximately 41.3% of the combined company.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

In connection with the completion of the Company’s acquisition of Sierra, the Board affirmed the Company’s commitment to make open-market purchases of shares of its common stock in an aggregate amount of up to $30.0 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 on April 1, 2022 and are expected to be made in accordance with a Rule 10b5-1 purchase plan that qualifies for the safe harbors provided by Rules 10b5-1 and 10b-18 under the Exchange Act, as well as subject to compliance with the Company’s covenant and regulatory requirements.

In connection with the Sierra Acquisition, on February 25, 2022, the Company entered into the New Barings BDC Advisory Agreement with the Adviser. Promptly following the closing of the Sierra Merger, the Company also entered into the Sierra Credit Support Agreement with Barings. See “Note 2 - Agreements and Related Party Transactions” for more information regarding the New Barings BDC Advisory Agreement and the Sierra Credit Support Agreement.

The Sierra Acquisition was accounted for in accordance with the asset acquisition method of accounting as detailed in ASC 805-50, Business Combinations-Related Issues. Under asset acquisition accounting, acquiring assets in groups not only requires ascertaining the cost of the asset (or net assets), but also allocating that cost to the individual assets (or individual assets and liabilities) that make up the group. Per ASC 805-50-30-1, the acquired assets (as a group) are recognized based on their cost to the acquiring entity, which generally includes transaction costs of the asset acquisition, and no gain or loss is recognized unless the fair value of noncash assets given as consideration differs from the assets carrying amounts on the acquiring entity’s records. ASC 805-50-30-2 goes on to say asset acquisitions in which the consideration given is cash are measured by the amount of cash paid. However, if the consideration given is not in the form of cash (that is, in the form of noncash assets, liabilities incurred, or equity interests issued), measurement is based on the cost to the acquiring entity or the fair value of the assets (or net assets) acquired, whichever is more clearly evident and, thus, more reliably measured.

The fair value of the merger consideration paid by the Company was allocated to the assets acquired and liabilities assumed based on their relative fair values as of the date of acquisition and did not give rise to goodwill. Since the fair value of the net assets acquired exceeded the fair value of the merger consideration paid by the Company, the Company recognized a deemed contribution from the Adviser.

The following table summarizes the allocation of the purchase price to the assets acquired and liabilities assumed as a result of the Sierra Acquisition:


($ in thousands)
Common stock issued by the Company	$	499,418
Cash consideration paid by the Company(1)	10,495
Deemed contribution from Barings LLC	27,904
Total purchase price	$	537,817
Assets acquired:
Investments(2)	$	442,198
Cash	102,006
Other assets(3)	3,519
Total assets acquired	$	547,723
Liabilities assumed(4)	(9,906)
Net assets acquired	$	537,817

(1)The Company incurred $10.4 million in professional fees and other costs related to the Sierra Acquisition, including $4.0 million in investment banking fees.

(2)Investments acquired were recorded at fair value, which is also the Company's initial cost basis

(3)Other assets acquired in the Sierra Acquisition consisted of the following:


($ in thousands)
Interest and fees receivable	$	2,874

Escrow receivable	645

Total	$	3,519

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

(4)Liabilities assumed in the Sierra Acquisition consisted of the following:


($ in thousands)
Accrued merger expenses	$	3,327
Current and deferred tax liability	3,814
Other liabilities	2,765
Total	$	9,906

10. SUBSEQUENT EVENTS

Subsequent to March 31, 2022, the Company made approximately $174.4 million of new commitments, of which $141.0 million closed and funded. The $141.0 million of investments consists of $120.9 million of first lien senior secured debt investments, $16.2 million of second lien senior secured and subordinated debt investments and $3.8 million of equity investments. The weighted average yield of the debt investments was 7.1%. In addition, the Company funded $15.0 million of previously committed delayed draw term loans.

Effective on April 1, 2022, the Company increased aggregate commitments under the February 2019 Credit Facility to $1.1 billion from $965.0 million pursuant to the accordion feature under the February 2019 Credit Facility, which allows for an increase in the total commitments to an aggregate of $1.5 billion subject to certain conditions and the satisfaction of specified financial covenants.

On May 5, 2022, the Board declared a quarterly distribution of $0.24 per share payable on June 15, 2022 to holders of record as of June 8, 2022.

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 months ended March 31, 2022, 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, 2021. 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, 2021 and in Item 1A entitled "Risk Factors" in Part II of our subsequently filed Quarterly Reports on Form 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 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. In August 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 (the “Original Advisory Agreement”) and an administration agreement (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. In connection with the completion of the Sierra Acquisition (as defined below), on February 25, 2022, we entered into a second amended and restated investment advisory agreement (the “New Barings BDC Advisory Agreement”) with the Adviser. Under the terms of the New Barings BDC Advisory Agreement and the Administration Agreement, Barings serves as our investment adviser and administrator and manages our investment portfolio and performs (or oversees, or 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 management and administrative services pursuant to the terms of an investment advisory agreement and an administration agreement. Under the terms of the New Barings BDC Advisory Agreement, the fees paid to Barings for managing our affairs 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 (the “1940 Act”).

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 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 March 31, 2022 and December 31, 2021, the weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was approximately 7.3% and 7.2%, respectively. The weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 6.8% and 6.9% as of March 31, 2022 and December 31, 2021, respectively.

Sierra Income Corporation Acquisition

On February 25, 2022, we completed our acquisition of Sierra Income Corporation, a Maryland corporation (“Sierra”), pursuant to the terms and conditions of that certain Agreement and Plan of Merger (the “Sierra Merger Agreement”), dated as of September 21, 2021, with Sierra, Mercury Acquisition Sub, Inc., a Maryland corporation and our direct wholly owned subsidiary (“Sierra Acquisition Sub”), and Barings. To effect the acquisition, Sierra Acquisition Sub merged with and into Sierra, with Sierra surviving the merger as our wholly owned subsidiary (the “First Sierra Merger”). Immediately thereafter, Sierra merged with and into us, with Barings BDC, Inc. as the surviving company (the “Second Sierra Merger” and, together with the First Sierra Merger, the “Sierra Merger”).

In connection with the Sierra Acquisition, on February 25, 2022, following the closing of the Sierra Merger, we entered into (1) the New Barings BDC Advisory Agreement, and (2) a credit support agreement (the “Sierra Credit Support Agreement”) with Barings, pursuant to which Barings has agreed to provide credit support to us in the amount of up to $100.0 million relating to the net cumulative realized and unrealized losses on the acquired Sierra investment portfolio over a 10-year period. See “Note 2. Agreements and Related Party Transactions” and “Note. 6 Derivative Instruments” in the Notes to our Consolidated Financial Statements included in this Quarterly Report on Form 10-Q for more information.

In addition, in connection with the closing of the Sierra Merger, our board of directors (the “Board”) affirmed our commitment to purchase in open-market transactions, pursuant to Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and subject to our compliance with our covenant and regulatory requirements, shares of our common stock in an aggregate amount of up to $30,000,000 at then-current market prices at any time the shares of our common stock trade below 90% of our then most recently disclosed net asset value per share during the 12-month period commencing on April 1, 2022.

COVID-19 Developments

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 the Board, Barings’ Global Private Finance Group (“BGPF”) manages our day-to-day operations, and provides investment advisory and management services to us. BGPF is part of Barings’ $290.9 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.

Stockholder Approval of Reduced Asset Coverage Ratio

On July 24, 2018, our stockholders voted at a special meeting of stockholders (the “2018 Special 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 March 31, 2022, our asset coverage ratio was 188.9%.

Portfolio Investment Composition

The total value of our investment portfolio was $2,403.4 million as of March 31, 2022, as compared to $1,800.6 million as of December 31, 2021. As of March 31, 2022, we had investments in 287 portfolio companies with an aggregate cost of $2,391.6 million. As of December 31, 2021, we had investments in 212 portfolio companies with an aggregate cost of $1,787.8 million. As of both March 31, 2022 and December 31, 2021, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.

As of March 31, 2022 and December 31, 2021, our investment portfolio consisted of the following investments:


($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
March 31, 2022:
Senior debt and 1st lien notes	$	1,560,223	65	%	$	1,555,746	65	%
Subordinated debt and 2nd lien notes	346,381		14		317,643		13
Structured products	84,056		4		82,014		3
Equity shares	170,691		7		219,466		9
Equity warrants	174		—		156		—
Investment in joint ventures / PE fund	230,076		10		228,400		10

	$	2,391,601	100	%	$	2,403,425	100	%
December 31, 2021:
Senior debt and 1st lien notes	$	1,217,899	68	%	$	1,221,598	68	%
Subordinated debt and 2nd lien notes	253,551		14		240,037		13
Structured products	37,055		2		40,271		2
Equity shares	145,791		8		154,477		9
Equity warrants	1,111		—		1,107		—
Investment in joint ventures / PE fund	132,417		8		143,104		8

	$	1,787,824	100	%	$	1,800,594	100	%

Investment Activity

During the three months ended March 31, 2022, we made 22 new investments totaling $229.3 million, purchased $442.2 million of investments as part of the Sierra Acquisition, made investments in existing portfolio companies totaling $89.3 million and made additional investments in joint venture equity portfolio companies totaling $11.7 million. We had four loans repaid totaling $12.4 million and received $7.5 million of portfolio company principal payments. In addition, we sold $19.2 million of loans, recognizing a net realized gain on these transactions of $0.8 million, and sold $132.3 million of middle-market portfolio company debt investments to one of our joint ventures and realized a loss on these transactions of $0.2 million. Lastly, we received proceeds related to the sale of equity investments totaling $1.6 million and recognized a net realized loss on such sales totaling $0.7 million.

During the three months ended March 31, 2021, we made 18 new investments totaling $172.2 million, made investments in existing portfolio companies totaling $73.2 million, made one new investment in a joint venture equity portfolio company totaling $4.5 million and made additional investments in existing joint venture equity portfolio companies totaling $25.0 million. We had six loans repaid at par totaling $26.2 million and received $6.0 million of portfolio company principal payments. In addition, we sold $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.

Total portfolio investment activity for the three months ended March 31, 2022 and 2021 was as follows:


Three Months Ended March 31, 2022: ($ in thousands)	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Structured Products		Equity Shares		Equity Warrants		Investments in Joint Ventures / PE Fund		Total
Fair value, beginning of period	$	1,221,598	$	240,037	$	40,271	$	154,477	$	1,107	$	143,104	$	1,800,594
New investments	268,202		30,065		1,060		19,200		—		11,696		330,223
Investments acquired in Sierra merger	235,770		66,662		46,666		7,065		72		85,963		442,198
Proceeds from sales of investments	(151,575)		—		—		(1,388)		(249)		—		(153,212)
Loan origination fees received	(5,350)		36		—		—		—		—		(5,314)
Principal repayments received	(8,114)		(11,020)		(730)		—		—		—		(19,864)
Payment-in-kind interest	1,050		6,984				—		—		—		8,034
Accretion of loan premium/discount	301		33		5		—		—		—		339
Accretion of deferred loan origination revenue	1,461		62		—		—		—		—		1,523
Realized gain (loss)	579		8		—		24		(760)		—		(149)
Unrealized appreciation (depreciation)	(8,176)		(15,224)		(5,258)		40,088		(14)		(12,363)		(947)
Fair value, end of period	$	1,555,746	$	317,643	$	82,014	$	219,466	$	156	$	228,400	$	2,403,425


Three Months Ended March 31, 2021: ($ in thousands)	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	$	1,171,250	$	138,767	$	32,509	$	44,651	$	1,300	$	41,760	$	65,558	$	1,495,795
New investments	227,057		14,479		—		3,873		—		29,500		198,550		473,459
Proceeds from sales of investments	(144,893)		—		(6,823)		(5,972)		—		—		(190,542)		(348,230)
Loan origination fees received	(4,176)		(402)		—		—		—		—		—		(4,578)
Principal repayments received	(21,392)		(10,120)		(753)		—		—		—		—		(32,265)
Payment-in-kind interest	829		7,007		—		—		—		—		—		7,836
Accretion of loan premium/discount	645		1,319		16		—		—		—		—		1,980
Accretion of deferred loan origination revenue	1,270		211		—		—		—		—		—		1,481
Realized gain (loss)	2,207		3		652		(51)		—		—		3		2,814
Unrealized appreciation (depreciation)	5,381		(666)		553		(2,883)		134		1,316		(3)		3,832
Fair value, end of period	$	1,238,178	$	150,598	$	26,154	$	39,618	$	1,434	$	72,576	$	73,566	$	1,602,124

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 March 31, 2022, we had seven portfolio companies with investments on non-accrual, the fair value of which was $42.9 million, which comprised 1.8% of the total fair value of our portfolio, and the cost of which was $71.3 million, which comprised 3.0% of the total cost of our portfolio. As of December 31, 2021, we had two portfolio companies with investments on non-accrual, the fair value of which was $36.0 million, which comprised 2.0% of the total fair value of our portfolio, and the cost of which was $50.9 million, which comprised 2.9% of the total cost of our portfolio.

A summary of our non-accrual assets as of March 31, 2022 is provided below:

1888 Industrial Services, LLC

Black Angus Steakhouse, LLC

Charming Charlie LLC

Custom Alloy Corporation

Holland Acquisition Corp.

Legal Solutions Holdings

In connection with the MVC Acquisition, we purchased our debt investment in Legal Solutions Holdings, or Legal Solutions. During the quarter ended September 30, 2021, we placed our debt investment in Legal Solutions on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investment in Legal Solutions for financial reporting purposes. As of March 31, 2022, the cost of our debt investment in Legal Solutions was $10.1 million and the fair value of such investment was zero.

Path Medical LLC

Results of Operations

Comparison of the three months ended March 31, 2022 and March 31, 2021

Operating results for the three months ended March 31, 2022 and 2021 were as follows:


	Three Months Ended		Three Months Ended
(in thousands)	March 31, 2022		March 31, 2021























Total investment income	$	43,757	$	30,593









Total operating expenses	24,742		16,237
Net investment income before taxes	19,015		14,356
Income taxes, including excise tax provision	6		(18)
Net investment income after taxes	19,009		14,374







Net realized gains (losses)	(1,442)		1,839







Net unrealized appreciation	3,465		6,275



Net increase in net assets resulting from operations	$	21,032	$	22,488

Investment Income


	Three Months Ended		Three Months Ended
($ in thousands)	March 31, 2022		March 31, 2021
Investment income:





Total interest income	$	32,069	$	25,214




Total dividend income	7,693		72




Total fee and other income	1,197		2,133




Total payment-in-kind interest income	2,798		3,173
Interest income from cash	—		1
Total investment income	$	43,757	$	30,593

The change in total investment income for the three months ended March 31, 2022, as compared to the three months ended March 31, 2021, was primarily due to an increase in the average size of our portfolio and increased dividends from portfolio companies and joint venture investments. The increase in the average size of our portfolio was largely due to the increased middle-market investment opportunities and the investments acquired as part of the Sierra Acquisition; however, as the Sierra Acquisition did not close until late in the first quarter of 2022, we did not receive a full quarter of investment income from the acquired Sierra portfolio. This increase was partial offset by a decrease in payment-in-kind (“PIK”) interest income and a decrease in acceleration of unamortized OID and unamortized loan origination fee income associated with repayments of loans. For the three months ended March 31, 2022, dividends from portfolio companies and joint venture investments were $7.7 million, as compared to $0.1 million for the three months ended March 31, 2021. The amount of our outstanding debt investments was $2,134.2 million as of March 31, 2022, as compared to $1,451.9 million as of March 31, 2021. This increase is in part due to the acquisition of investment assets in the Sierra Acquisition. The weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was 7.3% as of March 31, 2022, as compared to 7.2% as of March 31, 2021. For the three months ended March 31, 2022, PIK interest income was $2.8 million, as compared to $3.2 million for the three months ended March 31, 2021. For the three months ended March 31, 2022, acceleration of unamortized OID income and unamortized loan origination fees totaled $0.2 million, as compared to $0.4 million for the three months ended March 31, 2021.

Operating Expenses


	Three Months Ended		Three Months Ended
($ in thousands)	March 31, 2022		March 31, 2021
























Operating expenses:
Interest and other financing fees	$	11,661	$	7,285
Base management fees	5,872		3,929
Incentive management fees	4,754		2,722


General and administrative expenses	2,455		2,301
Total operating expenses	$	24,742	$	16,237

Interest and Other Financing Fees

Interest and other financing fees during the three months ended March 31, 2022 were attributable to borrowings under the February 2019 Credit Facility, the August 2025 Notes, the November Notes, the February Notes and the November 2026 Notes (each as defined below under “Liquidity and Capital Resources”). Interest and other financing fees during the three months ended March 31, 2021 were attributable to borrowings under the February 2019 Credit Facility, the August 2025 Notes, the November Notes and the February Notes. The increase in interest and other financing fees for the three months ended March 31, 2022 as compared to the three months ended March 31, 2021, was primarily attributable to the issuance of the February Notes and the November 2026 Notes and increased borrowings under the February 2019 Credit Facility.

Base Management Fees

Under the terms of the New Barings BDC 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 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 for additional information regarding the terms of the New Barings BDC Advisory Agreement (and, from January 1, 2021 to February 25, 2022, the terms of the Amended and Restated Advisory Agreement) and the fee arrangements thereunder. For the three months ended March 31, 2022, the amount of Base Management Fee incurred was approximately $5.9 million. For the three months ended March 31, 2021, the amount of Base Management Fee incurred was approximately $3.9 million. The increase in the Base Management Fee for the three months ended March 31, 2022 versus the corresponding 2021 period is primarily related to the average value of gross assets increasing from $1,257.4 million as of the end of the two most recently completed calendar quarters prior to March 31, 2021 to $1,879.0 million as of the end of the two most recently completed calendar quarters prior to March 31, 2022. For both the three months ended March 31, 2022 and 2021, the Base Management Fee rate was 1.250%.

Incentive Fee

Under the New Barings BDC Advisory Agreement (and, from January 1, 2021 to February 25, 2022, pursuant to the terms of the Amended and Restated 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 New Barings BDC Advisory Agreement and the fee arrangements thereunder. For the three months ended March 31, 2022, the amount of income-based fee incurred was $4.8 million, as compared to $2.7 million for the three months ended March 31, 2021.

General and Administrative Expenses

We entered into the Administration Agreement with 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 will reimburse Barings for the costs and expenses incurred by it in performing its obligations and providing personnel and facilities under the Administration 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 for additional information regarding the Administration Agreement. For the three months ended March 31, 2022, the amount of administration expense incurred and invoiced by Barings for expenses was approximately $1.0 million. For the three months ended March 31, 2021, the amount of administration expense incurred and invoiced by Barings for expenses was approximately $0.5 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, valuation and accounting expenses.

Net Realized Gains (Losses)

Net realized gains (losses) during the three months ended March 31, 2022 and 2021 were as follows:


	Three Months Ended		Three Months Ended
($ in thousands)	March 31, 2022		March 31, 2021




































Net realized gain (losses):
Non-Control / Non-Affiliate investments	$	(250)	$	2,891
Affiliate investments	101		(77)

Net realized gains (losses) on investments	(149)		2,814
Foreign currency transactions	(1,293)		(975)
Net realized gains (losses)	$	(1,442)	$	1,839

During the three months ended March 31, 2022, we recognized net realized losses totaling $1.4 million, which consisted primarily of a net loss on foreign currency transactions of $1.3 million. During the three months ended 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.

Net Unrealized Appreciation (Depreciation)

Net unrealized appreciation (depreciation) during the three months ended March 31, 2022 and 2021 was as follows:


	Three Months Ended		Three Months Ended
($ in thousands)	March 31, 2022		March 31, 2021











































Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments	$	(28,587)	$	5,357
Affiliate investments	12,996		2,445
Control investments	14,644		(3,969)
Net unrealized appreciation (depreciation) on investments	(947)		3,833
Credit support agreements	(400)		(1,600)
Foreign currency transactions	4,812		4,042
Net unrealized appreciation	$	3,465	$	6,275

During the three months ended March 31, 2022, we recorded net unrealized appreciation totaling $3.5 million, consisting of net unrealized appreciation on our current portfolio of $0.1 million and net unrealized appreciation related to foreign currency transactions of $4.8 million, net of unrealized depreciation of $0.4 million on the MVC credit support agreement with Barings and net unrealized depreciation reclassification adjustments of $1.0 million related to the net realized gains on the sales / repayments of certain investments. The net unrealized appreciation on our current portfolio of $0.1 million was driven primarily by credit or fundamental performance of investments of $27.8 million, partially offset by the impact of foreign currency exchange rates on investments of $4.7 million and broad market moves for investments of $23.1 million.

During the three months ended March 31, 2021, we recorded net unrealized appreciation totaling $6.3 million, consisting of net unrealized appreciation on our current portfolio of $6.4 million and net unrealized appreciation related to foreign currency transactions of $4.0 million, net of unrealized depreciation of $1.6 million on the MVC credit support agreement with Barings and net of unrealized depreciation reclassification adjustments of $2.6 million related to the net realized gains on the sales / repayments of certain investments. The net unrealized appreciation on our current portfolio of $6.4 million was driven primarily by broad market moves for investments of $13.8 million, partially offset by depreciation from the credit or fundamental performance of investments of $3.0 million and the impact of foreign currency exchange rates on investments of $4.4 million.

November Notes

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

As of March 31, 2022 and December 31, 2021, the fair value of the outstanding Series B Notes was $61.1 million and $64.1 million, respectively. As of March 31, 2022 and December 31, 2021, the fair value of the outstanding Series C Notes was $109.0 million and $115.3 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

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, 2022, the Company was in compliance with all covenants under the February 2021 NPA.

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

November 2026 Notes

6. DERIVATIVE INSTRUMENTS

MVC 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 MVC 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 MVC Credit Support Agreement. Net unrealized appreciation or depreciation on the MVC Credit Support Agreement is included in "Net unrealized appreciation (depreciation) - credit support agreements" in the Company’s Unaudited Consolidated Statements of Operations.

The following tables present the fair value and aggregate unrealized depreciation of the MVC Credit Support Agreement as of March 31, 2022 and December 31, 2021:


As of March 31, 2022 Description ($ in thousands)	Counter Party	Settlement Date	Notional Amount		Value		Unrealized Appreciation (Depreciation)
MVC Credit Support Agreement	Barings LLC	01/01/31	$	23,000	$	15,000	$	1,400

Total MVC Credit Support Agreement							$	1,400


As of December 31, 2021 Description ($ in thousands)	Counter Party	Settlement Date	Notional Amount		Value		Unrealized Appreciation (Depreciation)
MVC Credit Support Agreement	Barings LLC	01/01/31	$	23,000	$	15,400	$	1,800

Total MVC Credit Support Agreement							$	1,800

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

Sierra Credit Support Agreement

The following table presents the fair value and aggregate unrealized depreciation of the Sierra Credit Support Agreement as of March 31, 2022:


As of March 31, 2022 Description ($ in thousands)	Counter Party	Settlement Date	Notional Amount		Value		Unrealized Appreciation (Depreciation)
Sierra Credit Support Agreement	Barings LLC	04/01/32	$	100,000	$	44,400	$	—

Total Sierra Credit Support Agreement							$	—

Foreign Currency Forward Contracts

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

The following tables present the Company's foreign currency forward contracts as of March 31, 2022 and December 31, 2021:

As of March 31, 2022

Description

($ in thousands)

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)

A$67,436

$50,505

04/08/22

138

Prepaid expenses and other assets

Foreign currency forward contract (AUD)

$22,755

A$31,386

04/08/22

(815)

Derivative liability

Foreign currency forward contract (AUD)

$19,490

A$27,000

04/08/22

(787)

Derivative liability

Foreign currency forward contract (AUD)

$6,494

A$9,050

04/08/22

(302)

Derivative liability

Foreign currency forward contract (AUD)

$51,174

A$68,223

07/07/22

(146)

Derivative liability

Foreign currency forward contract (CAD)

C$3,203

$2,559

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (CAD)

$2,506

C$3,203

04/08/22

(58)

Derivative liability

Foreign currency forward contract (CAD)

$2,549

C$3,190

07/07/22

(5)

Derivative liability

Foreign currency forward contract (CAD)

$49

C$61

07/07/22

—

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

2,116kr.

$315

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

$323

2,116kr.

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

$323

2,159kr.

07/07/22

(1)

Derivative liability

Foreign currency forward contract (EUR)

€2,000

$2,215

04/01/22

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

€86,555

$96,092

04/08/22

225

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

€5,020

$5,701

04/08/22

(116)

Derivative liability

Foreign currency forward contract (EUR)

$25,366

€23,000

04/08/22

(228)

Derivative liability

Foreign currency forward contract (EUR)

$8,514

€7,500

04/08/22

168

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$69,071

€61,075

04/08/22

1,109

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$95,469

€85,835

07/07/22

(400)

Derivative liability

Foreign currency forward contract (NZD)

NZ$11,600

$8,026

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (NZD)

$7,995

NZ$11,600

04/08/22

(74)

Derivative liability

Foreign currency forward contract (NZD)

$8,151

NZ$11,801

07/07/22

(44)

Derivative liability

Foreign currency forward contract (GBP)

$13,131

£10,000

04/01/22

(35)

Derivative liability

Foreign currency forward contract (GBP)

£8,819

$11,521

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

$5,642

£4,220

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

$6,122

£4,599

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

$12,612

£9,656

07/07/22

(97)

Derivative liability

Foreign currency forward contract (GBP)

£10,000

$13,128

07/07/22

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

1,875kr

$201

04/08/22

—

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

$207

1,875kr

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

$213

1,976kr

07/07/22

—

Derivative liability

Total

(1,120)

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)

As of December 31, 2021

Description

($ in thousands)

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)

A$31,601

$22,849.503

01/06/22

126

Prepaid expenses and other assets

Foreign currency forward contract (AUD)

A$2,099

$1,508

01/06/22

Prepaid expenses and other assets

Foreign currency forward contract (AUD)

$20,727

A$28,700

01/06/22

(139)

Derivative liability

Foreign currency forward contract (AUD)

$3,580

A$5,000

04/08/22

(55)

Derivative liability

Foreign currency forward contract (AUD)

$18,247

A$25,385.697

04/08/22

(215)

Derivative liability

Foreign currency forward contract (CAD)

C$3,230

$2,528

01/06/22

Prepaid expenses and other assets

Foreign currency forward contract (CAD)

C$3,000

$2,425

01/06/22

(50)

Derivative liability

Foreign currency forward contract (CAD)

$4,881

C$6,230

01/06/22

(51)

Derivative liability

Foreign currency forward contract (CAD)

$2,506

C$3,203

04/08/22

(29)

Derivative liability

Foreign currency forward contract (DKK)

2,142.838kr.

$326

01/06/22

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

$335

2,142.838kr.

01/06/22

Prepaid expenses and other assets

Foreign currency forward contract (DKK)

$323

2,115.99kr.

04/08/22

(1)

Derivative liability

Foreign currency forward contract (EUR)

€52,582.593

$59,524

01/06/22

275

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

€5,020

$5,701.2739

04/08/22

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$24,722

€21,500

01/06/22

271

Prepaid expenses and other assets

Foreign currency forward contract (EUR)

$14,563

€12,900

01/06/22

(108)

Derivative liability

Foreign currency forward contract (EUR)

$20,655

€18,182.593

01/06/22

(23)

Derivative liability

Foreign currency forward contract (EUR)

$60,413

€53,264.857

04/08/22

(282)

Derivative liability

Foreign currency forward contract (EUR)

$1,130

€1,000

04/08/22

(10)

Derivative liability

Foreign currency forward contract (EUR)

$8,514

€7,500

04/08/22

(32)

Derivative liability

Foreign currency forward contract (GBP)

£9,900

$13,219.519

01/06/22

190

Prepaid expenses and other assets

Foreign currency forward contract (GBP)

$13,348.815

£9,900

01/06/22

(60)

Derivative liability

Foreign currency forward contract (GBP)

$6,121.622

£4,598.707

04/08/22

(104)

Derivative liability

Foreign currency forward contract (SEK)

1,791.942kr

$198

01/07/22

—

Derivative liability

Foreign currency forward contract (SEK)

$204

1,791.942kr

01/07/22

Prepaid expenses and other assets

Foreign currency forward contract (SEK)

$207

1,874.724kr

04/08/22

—

Prepaid expenses and other assets

Total

(217)

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. As of March 31, 2022, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of March 31, 2022 and December 31, 2021 were as follows:


Portfolio Company ($ in thousands)	Investment Type	March 31, 2022		December 31, 2021
1888 Industrial Services, LLC(1)(2)	Revolver	$	314	$	—
Acclime Holdings HK Limited(1)	Delayed Draw Term Loan	1,179		1,179
Acclime Holdings HK Limited(1)	Delayed Draw Term Loan	110		110
Air Comm Corporation, LLC(1)	Delayed Draw Term Loan	11		11
Air Comm Corporation, LLC(1)	Delayed Draw Term Loan	1,448		1,448
Amtech Software(1)	Delayed Draw Term Loan	1,527		2,727
Amtech Software(1)	Revolver	682		682
AnalytiChem Holding GmbH(1)(2)(3)	Delayed Draw Term Loan	6,073		6,207
Aquavista Watersides 2 LTD(1)(2)(4)	Bridge Revolver	489		503
Aquavista Watersides 2 LTD(1)(2)(4)	Acquisition Facility	3,059		3,147
Astra Bidco Limited(1)(2)(4)	Delayed Draw Term Loan	959		2,571
Avance Clinical Bidco Pty Ltd(1)(5)	Delayed Draw Term Loan	1,435		3,497
Azalea Buyer, Inc.(1)	Delayed Draw Term Loan	962		962
Azalea Buyer, Inc.(1)	Revolver	481		481
Bariacum S.A(1)(2)(3)	Acquisition Facility	2,114		2,161
Beyond Risk Management, Inc.(1)(2)	Delayed Draw Term Loan	2,573		2,573
BigHand UK Bidco Limited(1)(2)(4)	Acquisition Facility	—		378
Black Angus Steakhouses, LLC(1)	Acquisition Facility	417		—
Bounteous, Inc.(1)	Delayed Draw Term Loan	2,840		2,840
Brightpay Limited(1)(2)(3)	Delayed Draw Term Loan	241		432
Brightpay Limited(1)(2)(3)	Delayed Draw Term Loan	141		144
BrightSign LLC(1)	Revolver	1,329		1,329
British Engineering Services Holdco Limited(1)(2)(4)	Bridge Revolver	—		613
Brook & Whittle Holding Corp.(1)	Delayed Draw Term Loan	852		—
CAi Software, LLC(1)	Revolver	943		943
Canadian Orthodontic Partners Corp.(1)(2)(6)	Acquisition Facility	120		167
Centralis Finco S.a.r.l.(1)(3)	Acquisition Facility	451		461
Ceres Pharma NV(1)(2)(3)	Delayed Draw Term Loan	2,103		2,149
CGI Parent, LLC(1)(2)	Revolver	1,212		—
Classic Collision (Summit Buyer, LLC)(1)(2)	Delayed Draw Term Loan	309		393
Coastal Marina Holdings, LLC(1)(2)	PIK Tranche B Term Loan	1,311		1,311
Coastal Marina Holdings, LLC(1)(2)	Tranche A Term Loan	3,576		3,576
Command Alkon (Project Potter Buyer, LLC)(1)	Delayed Draw Term Loan	6,018		6,018
Coyo Uprising GmbH(1)(2)(3)	Delayed Draw Term Loan	874		894
Crash Champions, LLC(1)	Delayed Draw Term Loan	379		5,420
CSL Dualcom(1)(4)	Acquisition Term Loan	970		998
Dart Buyer, Inc.(1)	Delayed Draw Term Loan	1,163		2,431
DecksDirect, LLC(1)	Revolver	58		218
DreamStart Bidco SAS(1)(3)	Acquisition Facility	604		617
Dune Group(1)(3)	Delayed Draw Term Loan	650		665
Dwyer Instruments, Inc.(1)	Delayed Draw Term Loan	692		692

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)


Portfolio Company ($ in thousands)	Investment Type	March 31, 2022	December 31, 2021
Eclipse Business Capital, LLC(1)	Revolver	10,909	11,818
EMI Porta Holdco LLC(1)	Delayed Draw Term Loan	11,212	12,458
EMI Porta Holdco LLC(1)	Revolver	2,361	2,966
EPS NASS Parent, Inc.(1)	Delayed Draw Term Loan	583	583
eShipping, LLC(1)	Delayed Draw Term Loan	1,650	2,548
eShipping, LLC(1)	Revolver	824	1,232
Events Software BidCo Pty Ltd(1)(5)	Delayed Draw Term Loan	481	—
F24 (Stairway BidCo GmbH)(1)(2)(3)	Delayed Draw Term Loan	396	405
Fineline Technologies, Inc.(1)	Delayed Draw Term Loan	180	180
Finexvet(1)(3)	Acquisition Facility	967	—
FragilePak LLC(1)(2)	Delayed Draw Term Loan	2,354	2,354
Heartland Veterinary Partners, LLC(1)	Delayed Draw Term Loan	657	657
Heavy Construction Systems Specialists, LLC(1)	Revolver	2,632	2,632
HW Holdco, LLC (Hanley Wood LLC)(1)(2)	Delayed Draw Term Loan	913	1,563
IGL Holdings III Corp.(1)	Delayed Draw Term Loan	1,217	1,217
Innovad Group II BV(1)(2)(3)	Delayed Draw Term Loan	1,785	1,825
INOS 19-090 GmbH(1)(2)(3)	Acquisition Facility	2,481	2,535
ITI Intermodal, Inc.(1)	Delayed Draw Term Loan	103	103
ITI Intermodal, Inc.(1)	Revolver	124	124
Jaguar Merger Sub Inc.(1)(2)	Delayed Draw Term Loan	1,781	1,961
Jaguar Merger Sub Inc.(1)(2)	Revolver	490	490
Jocassee Partners LLC	Joint Venture	15,000	20,000
Jon Bidco Limited(1)(2)(7)	Capex & Acquisition Facility	1,585	—
Jones Fish Hatcheries & Distributors LLC(1)	Revolver	418	—
Kano Laboratories LLC(1)(2)	Delayed Draw Term Loan	153	153
Kano Laboratories LLC(1)(2)	Delayed Draw Term Loan	2,830	4,544
Kemmerer Operations LLC(1)	Delayed Draw Term Loan	908	—
LAF International(1)(2)(3)	Acquisition Facility	178	341
Lambir Bidco Limited(1)(2)(3)	Bridge Revolver	920	941
Lambir Bidco Limited(1)(2)(3)	Delayed Draw Term Loan	1,841	1,881
LeadsOnline, LLC(1)	Revolver	2,603	—
Lifestyle Intermediate II, LLC(1)	Revolver	2,500	—
LivTech Purchaser, Inc.(1)	Delayed Draw Term Loan	34	82
Marmoutier Holding B.V.(1)(2)(3)	Delayed Draw Term Loan	396	405
Marmoutier Holding B.V.(1)(2)(3)	Revolver	159	162
Marshall Excelsior Co.(1)(2)	Revolver	1,047	—
MC Group Ventures Corporation(1)	Delayed Draw Term Loan	817	817
Modern Star Holdings Bidco Pty Limited(1)(5)	Capex Term Loan	1,072	1,038
Murphy Midco Limited(1)(4)	Delayed Draw Term Loan	648	2,617
Narda Acquisitionco., Inc.(1)	Revolver	1,311	1,311
Navia Benefit Solutions, Inc.(1)	Delayed Draw Term Loan	1,261	1,261
Nexus Underwriting Management Limited(1)(2)(4)	Revolver	101	103
Nexus Underwriting Management Limited(1)(2)(4)	Acquisition Facility	526	541
Novotech Aus Bidco Pty Ltd(1)	Capex & Acquisition Facility	809	—
OA Buyer, Inc.(1)	Revolver	1,331	1,331
OAC Holdings I Corp(1)	Revolver	685	—
OG III B.V.(1)(2)(3)	Acquisition CapEx Facility	671	686

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)


Portfolio Company ($ in thousands)	Investment Type	March 31, 2022	December 31, 2021
Omni Intermediate Holdings, LLC(1)(2)	Delayed Draw Term Loan	—	817
Omni Intermediate Holdings, LLC(1)(2)	Delayed Draw Term Loan	2,289	4,357
OSP Hamilton Purchaser, LLC(1)	Revolver	187	187
Pacific Health Supplies Bidco Pty Limited(1)(2)(5)	CapEx Term Loan	1,325	1,283
PDQ.Com Corporation(1)	Delayed Draw Term Loan	—	289
PDQ.Com Corporation(1)	Delayed Draw Term Loan	7,753	10,948
Polara Enterprises, L.L.C.(1)(2)	Revolver	545	545
Policy Services Company, LLC(1)(2)	Delayed Draw Term Loan	3,772	6,944
Premium Invest(1)(2)(3)	Acquisition Facility	1,892	1,933
ProfitOptics, LLC(1)	Revolver	484	—
Protego Bidco B.V.(1)(2)(3)	Delayed Draw Term Loan	826	844
QPE7 SPV1 BidCo Pty Ltd(1)(2)(5)	Acquisition Term Loan	—	373
RA Outdoors, LLC(1)	Revolver	741	—
Rep Seko Merger Sub LLC(1)	Delayed Draw Term Loan	1,305	1,455
Reward Gateway (UK) Ltd(1)(2)(4)	Acquisition Facility	657	1,061
Riedel Beheer B.V.(1)(2)(3)	Revolver	—	230
Riedel Beheer B.V.(1)(2)(3)	Delayed Draw Term Loan	150	153
Scaled Agile, Inc.(1)(2)	Delayed Draw Term Loan	416	416
Scaled Agile, Inc.(1)(2)	Revolver	336	336
Security Holdings B.V.(1)(2)(3)	Delayed Draw Term Loan	2,225	2,274
Security Holdings B.V.(1)(2)(3)	Revolver	1,113	1,137
Smartling, Inc.(1)	Delayed Draw Term Loan	1,978	2,353
Smartling, Inc.(1)	Revolver	1,176	1,176
Smile Brands Group, Inc.(1)(2)	Delayed Draw Term Loan	418	655
Springbrook Software (SBRK Intermediate, Inc.)(1)(2)	Delayed Draw Term Loan	2,372	2,373
SSCP Pegasus Midco Limited(1)(4)	Delayed Draw Term Loan	5,105	5,251
Superjet Buyer, LLC(1)	Revolver	1,825	1,825
Syntax Systems Ltd(1)(2)	Revolver	448	569
Syntax Systems Ltd(1)(2)	Delayed Draw Term Loan	1,933	1,933
Tank Holding Corp(1)	Revolver	873	—
Techone B.V.(1)(2)(3)	Delayed Draw Term Loan	1,586	1,621
Techone B.V.(1)(2)(3)	Revolver	423	432
Tencarva Machinery Company, LLC(1)	Delayed Draw Term Loan	886	886
Tencarva Machinery Company, LLC(1)	Revolver	1,128	1,129
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)	Delayed Draw Term Loan	2,811	2,811
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)	Revolver	827	827
The Hilb Group, LLC(1)	Delayed Draw Term Loan	2,529	2,773
Thermacell Repellents, Inc.(1)	Revolver	605	—
Transit Technologies LLC(1)(2)	Delayed Draw Term Loan	—	1,857
Truck-Lite Co., LLC(1)	Delayed Draw Term Loan	4,540	4,540
Turbo Buyer, Inc.(1)	Delayed Draw Term Loan	1,339	2,070
Turbo Buyer, Inc.(1)	Delayed Draw Term Loan	2,250	—
USLS Acquisition, Inc.(f/k/a US Legal Support, Inc.)(1)(2)	Delayed Draw Term Loan	3,820	—
Victoria Bidco Limited(1)(2)(4)	Delayed Draw Term Loan	458	—
Waccamaw River, LLC(2)	Joint Venture	4,580	11,280
W2O Holdings, Inc.(1)	Delayed Draw Term Loan	3,831	3,832
West Dermatology, LLC(1)	Revolver	552	—

Barings BDC, Inc.

Notes to Unaudited Consolidated Financial Statements — (Continued)


Portfolio Company ($ in thousands)	Investment Type	March 31, 2022		December 31, 2021
West Dermatology, LLC(1)	Delayed Draw Term Loan	3,352		—
West Dermatology, LLC(1)	PIK Delayed Draw Term Loan	144		—
Woodland Foods, Inc.(1)	Revolver	1,734		2,070
ZB Holdco LLC(1)	Revolver	845		—
ZB Holdco LLC(1)	Delayed Draw Term Loan	1,352		—
Zeppelin Bidco Limited(1)(2)(4)	Capex / Acquisition Facility	3,472		—
Zeppelin Bidco Limited(1)(2)(4)	Revolver	579		—
Total unused commitments to extend financing		$	220,360	$	234,658